030ADV20Q0103 MOD 0002.pdf

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

2. AMENDMENT/MODIFICATION NO.

-0002

3. EFFECTIVE DATE

03/10/2020

4. REQUISITION/PURCHASE REQ. NO.

LSC20200054

5. PROJECT NO. (If applicable)

9411CODE

Contracts & Grants Directorate Library of Congress 101 Independence Av SE LA 325 Washington, DC 20540-9411

6. ISSUED BY CODE7. ADMINISTERED BY (If other than Item 6)

9A. AMENDMENT OF SOLICITATION NO.

030ADV20Q0103

CODE FACILITY CODE

8. NAME AND ADDRESS OF CONTRACTOR (No., street, country, state and ZIP Code) (X)

X 9B. DATED (SEE ITEM 11)

02/19/2020

10A. MODIFICATION OF CONTRACT/ORDER NO.

10B. DATED (SEE ITEM 11)

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

X XThe above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers is extended, is not extended, Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing items 8 and 15, and returning ____copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment your desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

13. THIS ITEM ONLY APPLIES TO MODIFICATION OF CONTRACTS/ORDERS.

IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

CHECK ONE A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT

ORDER NO. IN ITEM 10A.

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER (Specify type of modification and authority)

E. IMPORTANT: Contractor is not, is required to sign this document and return _______ copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

The purpose of this modification is to extend the due date. Emailed Proposals are now due March 30, 2020 at 23:59 PM Eastern Time USA.

Additionally, video clips have been posted online. See Section L, Content of Quotes, Written Narrative.

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER (Type or print) 16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print) James Robinson

Contracting Officer

(Signature of person authorized to sign)

15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED

By (Signature of Contracting Officer)

16B. UNITED STATES OF AMERICA 16C. DATE SIGNED

NSN 7540-01-152-8070

Previous edition unusable

STANDARD FORM 30 (REV. 10-83)

Prescribed by GSA FAR (48 CFR) 53.243

1 : :

1 : :

Document Number: 030ADV20Q0103 Page 1 of 29

Table of Contents

Section Description Page Number

B Supplies or Services and Prices/Costs LC52.216-3 Contract Type (JUN 2016) 1 B - Supplies and Services

C Descriptions/Specifications/Statement of Work 1 Section C: Description, Specification, Statement of Work

D Packaging and Marking LC52.211-1 Deliveries (APR 2015) LC52.231-1 Payment of Postage Fees (May 2015)

F Deliveries or Performance 52.242-15 Stop-Work Order (Aug 1989) LC52.215-5 Place and Period of Performance (JAN 2019) 1 Deliveries or Performance

G Contract Administration Data LC52.201-3 Contract Administration (AUG 2015) LC52.232-1 Library of Congress Invoicing Instructions (Oct. 2016) LC52.232-2 Schedule of Payments (JUN 2015)

H Special Contract Requirements LC52.237-1 Key Personnel (Aug 2014) LC52.237-2 Conduct of Work (May 2015) LC52.201-1 Contracting Officer's Representative (COR) Appointment and Authority (Jan 2016) LC52.203-1 Contractor Publicity (Oct 2013) LC52.204-1 Collections Security (Dec 2013)

I Contract Clauses 52.203-3 Gratuities (Apr 1984) 52.212-4 Contract Terms and Conditions-Commercial Items (Oct 2018) 52.232-25 Prompt Payment (Jan 2017) 52.233-1 Disputes (May 2014) 52.242-13 Bankruptcy (July 1995) 52.245-1 Government Property (Jan 2017) 52.245-9 Use and Charges (Apr 2012) 52.253-1 Computer Generated Forms (Jan 1991) LC52.233-1 52.233-1 (DEV) Disputes (MAY 2014) 52.212-5 Contract Terms and Conditions Required to Implement Statutes or Executive Orders--Commercial Items (Jan 2020) 52.217-8 Option to Extend Services (Nov 1999) 52.227-17 Rights in Data - Special Works (Dec 2007) 52.243-1 Changes - Fixed-Price (Aug 1987) LC52.212-4 52.212-4 (DEV) Contract Terms and Conditions - Commercial Items (Feb 2016) LC52.212-5 52.212-5 (DEV) Contract Terms And Conditions Required To Implement Statutes Or Executive Orders - Commercial Items (MAY 2015) LC52.232-25 52.232-25 (DEV) Prompt Payment (Jul 2013)

J List of Attachments K Representations, Certifications and Other Statements of Offerors or Respondents

52.209-7 Information Regarding Responsibility Matters (Oct 2018) 52.212-3 Offeror Representations and Certifications -- Commercial Items (Nov 2017)

L Instructions, Conditions and Notices to Offerors or Respondents 52.212-1 Instructions to Offerors-Commercial Items (Oct 2018) LC52.233-2 Protests to the Library of Congress (Dec 2013) LC52.215-1 Proposal Submission Instructions - Best Value Trade-Off (July 2016)

M Evaluation Factors for Award LC52.215-2 Evaluation Best Value Trade-Off (July 2016)

Document Number: 030ADV20Q0103 Page 2 of 29

Section B - Supplies or Services and Prices/Costs

Number Supplies or Services Quantity Unit Unit Price Total ( Inc. disc., tax, and fees)

1 Digital Film Restoration, I Married a Witch, picture

Original: 1.000000

Change: 0.000000

Current: 1.000000 LOT

Period of Performance: 05/01/2020 - 10/31/2020

Reference Line: LSC20200054 - 0001

Pricing Options: Base

LC52.216-3 Contract Type (JUN 2016)

This is a solicitation for a firm fixed price contract.

(End of Clause)

1 B - Supplies and Services

Section B - Supplies and Services General B.1 Offeror shall provide all supplies and/or perform the services described in Section C (Statement of Work) in accordance with the requirements of this Solicitation.

B.1 Pricing Pricing will be firm fixed pricing per Section B Clins of the contract.

Section C - Descriptions/Specifications/Statement of Work

1 Section C: Description, Specification, Statement of Work

Digital Restoration of I Married a Witch (Picture) Solicitation 030ADV20Q0103

C.1.OVERVIEW / BACKGROUND. The Library of Congress (Library) requires picture restoration services on approximately 7,300 feet (footage of completed project) in 8 reels of a historic black-and-white motion picture entitled I Married a Witch, produced by Paramount Pictures in 1942 and directed by Rene Clair, as described in this contract. Simultaneously, the Library is offering a sep-arate contract opportunity for audio restoration services for the same motion picture, I Married a Witch, under solicitation no.

030ADV20Q0113. The awardees of separate picture and audio restoration contracts will coordinate their work in order to produce synchronized picture and sound in combined deliverables for the Library.

C.2. SCOPE.

The contractor shall produce a full digital picture restoration of the 1942 film I Married a Witch to the highest artistic and technical standards.

The contractor shall coordinate picture restoration activities with a third party audio restoration contractor, selected by the Library of Congress through a separate contract, to produce seamless, synchronized, combined final products, in addition to the individual deliv-erables required under the separate picture and sound contracts.

C.3. REQUIREMENTS.

Overview: The contractor shall restore the picture portion of the 1942 motion picture I Married a Witch using 4K digital scans created by the Library from source materials that reside in the vaults of the National Audiovisual Conservation Center (NAVCC) in Culpeper, Document Number: 030ADV20Q0103 Page 3 of 29

VA. The contractor shall conform all 4K scans created from the multiple sources listed in C.4.3, making the sources match as closely as possible using a combination of image restoration and grading techniques. In addition, the contractor shall utilize digital restoration techniques to mitigate any visible defects such as dirt, scratches, visual imperfections, flicker and image stability problems, among others, as needed.

C.3.1. Edit/Conform - Contractor shall conform all source files into continuity.

C.3.1.1. Contractor shall use digital reference file of the feature provided by the Library to conform and match reference.

C.3.1.2. Contractor shall create and deliver a conformed QuickTime (QT) file with timecode for audio conforms per third party spe-cifications. The Library shall provide audio restoration third party contractor’s contact information.

C.3.1.3 Contractor shall obtain new sound track file with restored audio conforms from 3rd party contractor. Contractor shall use re-stored track and synchronize it with picture. Library of Congress COR will aid in the coordination of contractor receiving these re-stored audio files.

C.3.2. Restoration work – Source material will be from multiple sources. See C.4.3.

C.3.2.1 Contractor shall match all scenes from a variety of sources, as closely as possible using a combination of image restoration and grading techniques.

C.3.2.2 Contractor shall remove any visible defects including dirt and scratches.

C.3.2.3 Contractor shall stabilize and de-flicker image.

C.3.2.4 Contractor shall create (1) 10-bit 4K restoration title card.

C.3.3 Quality Assurance (QA) – Contractor shall provide the Library with QT files and Digital Cinema Package (DCP) files for ap-proval.

C.3.3.1 Contractor shall provide the Library with DCP files with timecode for QA after Image restoration but before grading.

C.3.3.2 Contractor shall (also) provide the Library with DCP files with timecode for QA after grading and sound track insertion with sync for approval before final DCP is created.

C.3.4 Deliverables – Contractor shall create the final deliverables only after receiving written approval from the COR.

C.3.4.1 Contractor shall provide the Library with DPX 10-bit 4K restored scans of final conformed individual reels.

C.3.4.2 Contractor shall provide the Library with (2) DCPs of final restored version of film.

C.3.4.3 Contractor shall provide the Library with Pro-res 10-bit uncompressed 4444 of final restored version

C.3.5 COR Direction The contractor shall follow directions from the COR.

C.3.6 Timeline The contractor shall coordinate picture restoration activities with a third party sound restoration contractor. Attachment 1 to this soli-citation shows a draft timeline of activities on the part of each contractor.

C.4. CONTRACT PERFORMANCE

C.4.1. SCHEDULE OF DELIVERABLES

Reference Description of Event or Deliverable Due date Kick-off meeting via phone, internet, or in per-son, tbd

Within 10 days of award

C.3.1.2. Reference file for audio conform purposes 45 days after award C.3.2.4 DPX 10-bit 4K restoration title card 100 days after award C.3.3.2 Completed Image restoration DCP files w/ timecode for approval 110 days after award

Document Number: 030ADV20Q0103 Page 4 of 29

C.3.4.1 DPX 10-bit 4K restored scans of final conformed individual reels

160 days after award

C.3.4.2 2 x DCPs of final restored version 180 days after award C.3.4.3 Pro-res 10-bit uncompressed 4444 of final re-stored version, longplay 180 days after award

C.4.2. Labeling DELIVERABLES Contractor shall send status updates to the COR via email.

Deliveries shall contain the following information:

• Name of contractor

• IDIQ contract number

• Order number and date of issuance

• Date of Shipment

• Itemized list of contents

• COR name at Library

C.4.3. INSPECTION AND ACCEPTANCE

The COR will inspect by viewing and listening to all deliverables upon their arrival at the NAVCC. The criteria for inspection will in-volve image quality, grading, and editorial criteria including synchronization. The Library will return to the contractor any materials that need to be corrected as a result of the quality assurance inspections, along with a set of notes pertaining to the required revisions.

Within 30 days of receipt of these review notes, Contractor must make the corrections in a manner that is responsive to the notes provided, and return the deliverables to the Library for re-inspection.

C.4.4. GOVERNMENT FURNISHED MATERIAL

Within one week of the kick-off meeting, the Library will provide the following materials to the contractor to enable contractor per-formance:

• Hard drive used to supply the 4K files

• 10 bit 4K files of the source materials listed below:

• A fine grain master (safety) created by the Library of Congress Motion Picture film lab in 2014, as primary source

• As a secondary source, the original camera negative (nitrate) to use in instances where the camera negative is not affected by wear or nitrate deterioration.

• In addition, a 35mm foreign fine grain master (safety) will be used to replace the heavily deteriorated opening credits vis-ible in both the picture negative and 2014 fine grain master.

• Finally, a 35mm nitrate foreign composite duplicate negative will be used along with the safety composite fine grain mas-ter to replace a missing reel 8.

Within one month following acceptance of the deliverables by the COR, the contractor shall return all government furnished source materials to COR using the Library’s FedEx account.

C.5. ADDITIONAL INFORMATION

C.5.1. Government Furnished Property.

The Library of Congress will provide the archival materials (analog or digital) for preservation work, as well as any copies of archival reference works available to aid in these efforts, as required by the project and determined by the COR. These archival materials will be shipped to the contractor via Federal Express. Archival materials will be inspected for detailed condition assessment before leaving the Library, and upon their return, to ensure they were not damaged or mishandled by the Contractor. These are part of the Library’s collection and must be returned in good physical condition after use; archival items should retain all originally supplied footage and be free from any added damage.

C.5.2. Data Rights.

The contractor shall not claim copyright in any newly created copies of library materials, retain any copies for the Contractor’s own purposes, or further distribute library materials for purposes other than those authorized in the contract.

C.6. OTHER

C.6.1. KEY PERSONNEL. Laboratory staff must have extensive experience with the format(s)/process(es) on which the vendor is bidding. Staff must handle original materials with extreme care, in order to minimize the risk of damage to the supplied archival ma-

Document Number: 030ADV20Q0103 Page 5 of 29 terials. The contractor shall provide a program manager (laboratory project leader) who shall be responsible for the performance of the work. The name of this person and an alternate who shall act for the contractor when the manager is absent shall be designated in writ-ing to the contracting officer. The program manager/alternate shall have full authority to act for the contractor on all matters relating to daily operation of this contract. The program manager/alternate shall be available Monday through Friday except Federal holidays.

C.6.2. SHIPPING. Newly created materials must be shipped to the Library of Congress’ Packard Campus using its Federal Express account. Contractor will notify the COR in writing 48 hours prior to shipment and provide an estimate of the weight of the new mater-ials.

Contractor will be considered responsible for Library’s collection materials once received at their facility until return shipment and de-livery acceptance at the Packard Campus. Contractor must return archival original items using the Library of Congress Federal Ex-press account. Contractor will notify the COR 48 hours prior to shipment of archival materials.

C.6.3 SUBCONTRACTS. Contractor must identify any proposed subcontractors in advance of any work being performed. The Lib-rary retains the right to approve or disapprove of the use of proposed subcontractors. However, the ultimate responsibility for the work remains with the contractor, not with any subcontractors. Subcontractors, if approved, must follow and meet these same technical ex-pertise, care, handling, and shipping requirements of the prime Contractor.

Section D - Packaging and Marking

LC52.211-1 Deliveries (APR 2015)

All deliveries submitted to the CO or the COR or other Library personnel designated to receive deliverables shall clearly indicate the following information:

a. Agency/Requiring Library Service Unit and MAIL STOP/Room Number

b. Description of information/data being submitted

c. Contract Number

d. Contractor Name and Address

(End of clause)

LC52.231-1 Payment of Postage Fees (May 2015)

All postage and fees related to submission of information, including forms, and reports, etc., to the Contracting Officer or Contracting Officer’s Representative (COR) or other persons designated to receive, shall be paid by the Contractor.

(End of clause)

Section F - Deliveries or Performance

PERIOD OF PERFORMANCE

ITEM START END

1 05/01/2020 10/31/2020

52.242-15 Stop-Work Order (Aug 1989)

(a) The Contracting Officer may, at any time, by written order to the Contractor, require the Contractor to stop all, or any part, of the work called for by this contract for a period of 90 days after the order is delivered to the Contractor, and for any further period to which the parties may agree. The order shall be specifically identified as a stop-work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs al-locable to the work covered by the order during the period of work stoppage. Within a period of 90 days after a stop-work is delivered to the Contractor, or within any extension of that period to which the parties shall have agreed, the Contracting Officer shall either--

(1) Cancel the stop-work order; or

(2) Terminate the work covered by the order as provided in the Default, or the Termination for Convenience of the Government, Document Number: 030ADV20Q0103 Page 6 of 29 clause of this contract.

(b) If a stop-work order issued under this clause is canceled or the period of the order or any extension thereof expires, the Contractor shall resume work. The Contracting Officer shall make an equitable adjustment in the delivery schedule or contract price, or both, and the contract shall be modified, in writing, accordingly, if--

(1) The stop-work order results in an increase in the time required for, or in the Contractor's cost properly allocable to, the perform-ance of any part of this contract; and

(2) The Contractor asserts its right to the adjustment within 30 days after the end of the period of work stoppage; provided, that, if the Contracting Officer decides the facts justify the action, the Contracting Officer may receive and act upon the claim submitted at any time before final payment under this contract.

(c) If a stop-work order is not canceled and the work covered by the order is terminated for the convenience of the Government, the Contracting Officer shall allow reasonable costs resulting from the stop-work order in arriving at the termination settlement.

(d) If a stop-work order is not canceled and the work covered by the order is terminated for default, the Contracting Officer shall al-low, by equitable adjustment or otherwise, reasonable costs resulting from the stop-work order.

(End of clause)

LC52.215-5 Place and Period of Performance (JAN 2019)

Place of Performance: contractor's facility

The overall period of performance shall be as stated in section B.

The contractor is responsible for determining its hours of operation in fulfilling the requirements of this contract. The Library’s stand-ard operating hours are from 8:30 AM through 5:30 PM, Monday through Friday, excluding federal holidays. The contractor shall co-ordinate with the COR for any work to be conducted at Library facilities.

(End of Clause)

1 Deliveries or Performance

F.1. The Term of the Contract is anticipated to be May 1, 2020 to October 31, 2020.

Section G - Contract Administration Data

LC52.201-3 Contract Administration (AUG 2015)

This contract will be administered by:

Library Contracting Officer: James Robinson Address: The Library of Congress, Contracts and Grants Directorate, 101 Independence Ave., S.E.

Washington D.C. 20540-9414 Phone: (202) 707 9053 Email: jarobinson@loc.gov

Library Contract Specialist: Gail MacFarquhar Address: The Library of Congress, Contracts and Grants Directorate, 101 Independence Ave., S.E.

Washington D.C. 20540-9414 Phone: (202) 707 0724 Email: gmac@loc.gov

Document Number: 030ADV20Q0103 Page 7 of 29

Library Contracting Officer Representative: TBD Phone: [Fill-in COR phone] Email: [Fill-in COR email]

Contractor Contract Administrator: TBD

Phone: [Fill-in Contract Administrator phone] Email: [Fill-in Contract Administrator email]

(End of clause)

LC52.232-1 Library of Congress Invoicing Instructions (Oct. 2016)

The Contractor must prepare and submit invoices electronically to: https://www.ipp.gov. The Contractor may submit payment requests using other than electronic means only when alternate procedures are authorized by the contracting officer in writing. Assistance is available via the IPP Help Desk via email at: ippgroup@bos.frb.org or by commercial telephone at (866) 973-3131. Invoices shall contain the information required in FAR 52.212-4, paragraph (g).

G.1 The Contractor shall submit an invoice in accordance with Section C.4 Deliverables for all Goods and Services delivered and ap-proved by the COR.

G.2 Invoices received before a shipment will be disapproved and will require resubmittal.

LC52.232-2 Schedule of Payments (JUN 2015)

The contractor must submit invoices for payment upon delivery of the items or successful performance of the events identified below pursuant to the standards and acceptance criteria defined in this contract.

[Identify schedule of payments and associated deliverables, milestones, events]

Deliverable/Event Date 2 DCPs and Pro-res of final restored film 180 days plus 10 days for COR review and approval

(End of clause)

Section H - Special Contract Requirements

LC52.237-1 Key Personnel (Aug 2014)

The personnel designated as key personnel in this contract are considered to be essential to the work being performed hereunder. At least 30 days prior to diverting any of the specified individuals to other programs or contracts or as soon as possible if an individual must be replaced, for example, as a result of leaving the employ of the contractor, the contractor shall notify the contracting officer and identify proposed substitutions. No diversion or substitution shall be made by the contractor without written consent of the con-tracting officer.

The following personnel have been identified as Key Personnel in the performance of this contract:

Position/Labor Category Name Colorist __ Film Restoration Technician __ Project Manager __

Document Number: 030ADV20Q0103 Page 8 of 29

(End of clause)

LC52.237-2 Conduct of Work (May 2015)

The personnel employed by the Contractor shall be capable employees qualified in this type of work. The Contractor shall be respons-ible for all damage to Library property by the activities of his employees resulting from these operations. The Contracting Officer may require removal from work on this contract any employee(s) that may be deemed incompetent, careless, insubordinate, unsuitable, or otherwise objectionable, or whose continued employment is deemed contrary to the public interest or inconsistent with the best in-terest of or the security of the Library.

(End of clause)

LC52.201-1 Contracting Officer's Representative (COR) Appointment and Authority (Jan 2016)

(a) Performance of work under this contract is subject to the technical direction of the COR. The term “technical direction” includes, without limitation, direction to the contractor that directs or redirects the labor effort, shifts the work between work areas or locations, and/or fills in details and otherwise serves to ensure that tasks outlined in the contract are accomplished satisfactorily.

(b) Technical direction must be within the scope of the contract specification(s)/work statement. The COR does not have authority to issue technical direction that:

(1) Constitutes additional work outside the contract specification(s)/work statement;

(2) Constitutes a change as defined in the “Changes” clause of this contract;

(3) Causes an increase or decrease in the contract price, or the time required for contract performance;

(4) Changes any of the terms, conditions, or specification(s)/work statement of the contract;

(5) Interferes with the contractor's right to perform under the terms and conditions of the contract; or

(6) Directs, supervises or otherwise controls the actions of the contractor's employees.

(c) Technical direction may be oral or in writing. The COR must confirm oral direction in writing within five workdays, with a copy to the Contracting Officer.

(d) The Contractor shall proceed promptly with performance resulting from the technical direction issued by the COR. If, in the opin-ion of the contractor, any direction of the COR or the designated representative falls within the limitations of (b) above, the contractor shall immediately notify the Contracting Officer no later than the beginning of the next Government work day.

(e) Failure of the Contractor and the Contracting Officer to agree that technical direction is within the scope of the contract shall be subject to the terms of the “Disputes” clause of this contract.

(End of clause)

LC52.203-1 Contractor Publicity (Oct 2013)

The Contractor, or any entity or representative acting on behalf of the Contractor, may not refer to the equipment or services furnished pursuant to the provisions of this contract in any news release or commercial advertising, or in connection with any news release or commercial advertising, without first obtaining explicit written consent to do so from the Contracting Officer. Should any reference to such equipment or services appear in any news release or commercial advertising issued by or on behalf of the Contractor without the required consent, the Government will consider institution of all remedies available under applicable law.

(End of clause)

LC52.204-1 Collections Security (Dec 2013)

(1) The Library is a public institution responsible for making its resources (collections and staff) available to the Congress and the American people. To achieve a balance between access and security, the Library requires everyone (staff, visitors, interns, contractors, Document Number: 030ADV20Q0103 Page 9 of 29 etc.), to always use due diligence and protect its assets during use.

(2) Physical access to Library collections is limited to staff and/or determined by the host office. In addition, established requesting processes in the various readings rooms must be followed.

(3) Loan Privileges. Contractor employees may obtain loans of Library property for internal use and Library work-related purposes.

(i) Loan of Library Property. All loans of Library property must be approved and documented by the host Library Services office.

Contractor staff shall obtain a Library "General Pass" (Form LW 12/54 (rev2/88)) for each loan.

(ii) Liability - Loss or Damage of Library Property. Use or loan of all Library property and signature on this contract means that the contractor acknowledges and agrees to: (a) ensure the return all Library property issued in the same condition as borrowed; (b) accept responsibility and liability for the negligent loss or damage of issued or borrowed Library property; and (c) ensure that the loaned property is used for Library purposes and not loaned to any other person.

(End of clause)

Section I - Contract Clauses

Clause Title Fill-ins

52.203-3 Gratuities (Apr 1984)

52.212-4 Contract Terms and Conditions-Commercial Items (Oct 2018)

52.232-25 Prompt Payment (Jan 2017)

52.233-1 Disputes (May 2014)

52.242-13 Bankruptcy (July 1995)

52.245-1 Government Property (Jan 2017)

52.245-9 Use and Charges (Apr 2012)

52.253-1 Computer Generated Forms (Jan 1991)

LC52.233-1 52.233-1 (DEV) Disputes (MAY 2014)

To reflect the provisions of the Legislative Branch Appropriations Act, 2008 (Pub. L. 110-161, div. H., title I, § 1501, Dec. 26, 2007, 121 Stat. 2249, 31 U.S.C. § 702 note), the clause is modified as follows:

(1) The amount in sections (c), (d)(2)(i), and (e) is $50,000 instead of $100,000.

See also regulations of the Government Accountability Office Contract Appeals Board at 4 C.F.R. part 22.

(End of clause)

52.212-5 Contract Terms and Conditions Required to Implement Statutes or Executive Orders--Commercial Items (Jan 2020)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this con-tract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) (section 743 of Divi-sion E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (Jul 2018) (Section 1634 of Pub. L. 115-91).

(3) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Aug 2019) (Section 889(a)(1)(A) of Pub. L. 115-232).

Document Number: 030ADV20Q0103 Page 10 of 29

(4) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Nov 2015).

(5) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(6) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004)(Public Laws 108-77 and 108-78 (19 U.S.C. 3805 note)).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incor-porated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

__ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

__ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Oct 2015) (41 U.S.C. 3509)).

__ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (June 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

__ (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Oct 2018) (Pub. L. 109-282) (31 U.S.C.

6101 note).

__ (5) [Reserved].

__ (6) 52.204-14, Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

__ (7) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

X (8) 52.209-6, Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (Oct 2015) (31 U.S.C. 6101 note).

__ (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Oct 2018) (41 U.S.C. 2313).

__ (10) [Reserved].

__ (11)(i) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Nov 2011) (15 U.S.C. 657a).

__ (ii) Alternate I (Nov 2011) of 52.219-3.

__ (12)(i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Oct 2014) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

__ (ii) Alternate I (Jan 2011) of 52.219-4.

__ (13) [Reserved]

__ (14)(i) 52.219-6, Notice of Total Small Business Set-Aside (Nov 2011) (15 U.S.C. 644).

__ (ii) Alternate I (Nov 2011).

__ (iii) Alternate II (Nov 2011).

__ (15)(i) 52.219-7, Notice of Partial Small Business Set-Aside (June 2003) (15 U.S.C. 644).

__ (ii) Alternate I (Oct 1995) of 52.219-7.

__ (iii) Alternate II (Mar 2004) of 52.219-7.

__ (16) 52.219-8, Utilization of Small Business Concerns (Oct 2018) (15 U.S.C. 637(d)(2) and (3)).

__ (17)(i) 52.219-9, Small Business Subcontracting Plan (Aug 2018) (15 U.S.C. 637(d)(4)).

__ (ii) Alternate I (Nov 2016) of 52.219-9.

Document Number: 030ADV20Q0103 Page 11 of 29

__ (iii) Alternate II (Nov 2016) of 52.219-9.

__ (iv) Alternate III (Nov 2016) of 52.219-9.

__ (v) Alternate IV (Aug 2018) of 52.219-9.

__ (18) 52.219-13, Notice of Set-Aside of Orders (Nov 2011) (15 U.S.C. 644(r)).

__ (19) 52.219-14, Limitations on Subcontracting (Jan 2017) (15 U.S.C. 637(a)(14)).

__ (20) 52.219-16, Liquidated Damages--Subcon-tracting Plan (Jan 1999) (15 U.S.C. 637(d)(4)(F)(i)).

__ (21) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (Oct 2019) (15 U.S.C. 657f).

__ (22) 52.219-28, Post Award Small Business Program Rerepresentation (Jul 2013) (15 U.S.C. 632(a)(2)).

__ (23) 52.219-29, Notice of Set-Aside for, or Sole Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (Dec 2015) (15 U.S.C. 637(m)).

__ (24) 52.219-30, Notice of Set-Aside for, or Sole Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (Dec 2015) (15 U.S.C. 637(m)).

X (25) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

X (26) 52.222-19, Child Labor--Cooperation with Authorities and Remedies (Jan 2020) (E.O. 13126).

X (27) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

X (28)(i) 52.222-26, Equal Opportunity (Sept 2016) (E.O. 11246).

__ (ii) Alternate I (Feb 1999) of 52.222-26.

__ (29)(i) 52.222-35, Equal Opportunity for Veterans (Oct 2015)(38 U.S.C. 4212).

__ (ii) Alternate I (July 2014) of 52.222-35.

X (30)(i) 52.222-36, Equal Opportunity for Workers with Disabilities (July 2014) (29 U.S.C. 793).

__ (ii) Alternate I (July 2014) of 52.222-36.

__ (31) 52.222-37, Employment Reports on Veterans (Feb 2016) (38 U.S.C. 4212).

__ (32) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496).

X (33)(i) 52.222-50, Combating Trafficking in Persons (Jan 2019) (22 U.S.C. chapter 78 and E.O. 13627).

__ (ii) Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O. 13627).

X (34) 52.222-54, Employment Eligibility Verification (Oct 2015). (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

__ (35)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA-Designated Items (May 2008) (42 U.S.C.

6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (ii) Alternate I (May 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (36) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (Jun 2016) (E.O. 13693).

__ (37) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (Jun 2016) (E.O.

13693).

__ (38)(i) 52.223-13, Acquisition of EPEAT®-Registered Imaging Equipment (Jun 2014) (E.O.s 13423 and 13514).

Document Number: 030ADV20Q0103 Page 12 of 29

__ (ii) Alternate I (Oct 2015) of 52.223-13.

__ (39)(i) 52.223-14, Acquisition of EPEAT®-Registered Televisions (Jun 2014) (E.O.s 13423 and 13514).

__ (ii) Alternate I (Jun 2014) of 52.223-14.

__ (40) 52.223-15, Energy Efficiency in Energy-Consuming Products (Dec 2007) (42 U.S.C. 8259b).

__ (41)(i) 52.223-16, Acquisition of EPEAT®-Registered Personal Computer Products (Oct 2015) (E.O.s 13423 and 13514).

__ (ii) Alternate I (Jun 2014) of 52.223-16.

__ (42) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (Aug 2011) (E.O. 13513).

__ (43) 52.223-20, Aerosols (Jun 2016) (E.O. 13693).

__ (44) 52.223-21, Foams (Jun 2016) (E.O. 13693).

__ (45)(i) 52.224-3, Privacy Training (Jan 2017) (5 U.S.C. 552a).

__ (ii) Alternate I (Jan 2017) of 52.224-3.

__ (46) 52.225-1, Buy American--Supplies (May 2014) (41 U.S.C. chapter 83).

__ (47)(i) 52.225-3, Buy American--Free Trade Agreements--Israeli Trade Act (May 2014) (41 U.S.C. chapter 83, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, Pub. L. 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110-138, 112-41, 112-42, and 112-43.

__ (ii) Alternate I (May 2014) of 52.225-3.

__ (iii) Alternate II (May 2014) of 52.225-3.

__ (iv) Alternate III (May 2014) of 52.225-3.

__ (48) 52.225-5, Trade Agreements (Oct 2019) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

__ (49) 52.225-13, Restrictions on Certain Foreign Purchases (June 2008) (E.O.’s, proclamations, and statutes administered by the Of-fice of Foreign Assets Control of the Department of the Treasury).

__ (50) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note).

__ (51) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C. 5150).

__ (52) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) (42 U.S.C. 5150).

__ (53) 52.232-29, Terms for Financing of Purchases of Commercial Items (Feb 2002) (41 U.S.C. 4505, 10 U.S.C. 2307(f)).

__ (54) 52.232-30, Installment Payments for Commercial Items (Jan 2017) (41 U.S.C. 4505, 10 U.S.C. 2307(f)).

__ (55) 52.232-33, Payment by Electronic Funds Transfer--System for Award Management (Oct 2018) (31 U.S.C. 3332).

__ (56) 52.232-34, Payment by Electronic Funds Transfer--Other than System for Award Management (Jul 2013) (31 U.S.C. 3332).

__ (57) 52.232-36, Payment by Third Party (May 2014) (31 U.S.C. 3332).

__ (58) 52.239-1, Privacy or Security Safeguards (Aug 1996) (5 U.S.C. 552a).

__ (59) 52.242-5, Payments to Small Business Subcontractors (Jan 2017)(15 U.S.C. 637(d)(13)).

__ (60)(i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631).

__ (ii) Alternate I (Apr 2003) of 52.247-64.

Document Number: 030ADV20Q0103 Page 13 of 29

__ (iii) Alternate II (Feb 2006) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

__ (1) 52.222-17, Nondisplacement of Qualified Workers (May 2014)(E.O. 13495).

__ (2) 52.222-41, Service Contract Labor Standards (Aug 2018) (41 U.S.C. chapter 67).

__ (3) 52.222-42, Statement of Equivalent Rates for Federal Hires (May 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

__ (4) 52.222-43, Fair Labor Standards Act and Service Contract Labor Standards-Price Adjustment (Multiple Year and Option Con-tracts) (Aug 2018) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

__ (5) 52.222-44, Fair Labor Standards Act and Service Contract Labor Standards--Price Adjustment (May 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

__ (6) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment--Requirements (May 2014) (41 U.S.C. chapter 67).

__ (7) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services- -Requirements (May 2014) (41 U.S.C. chapter 67).

__ (8) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2015).

__ (9) 52.222-62, Paid Sick Leave Under Executive Order 13706 (Jan 2017) (E.O. 13706).

__ (10) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (May 2014) (42 U.S.C. 1792).

(d) Comptroller General Examination of Record. The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records--Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor's directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR subpart 4.7, Con-tractor Records Retention, of the other clauses of this contract. If this contract is completely or partially terminated, the records relat-ing to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to ap-peals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made avail-able until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(e)(1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c), and (d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in this paragraph (e)(1) in a subcontract for commercial items. Unless otherwise indic-ated below, the extent of the flow down shall be as required by the clause--

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (Oct 2015) (41 U.S.C. 3509).

(ii) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) (section 743 of Divi-sion E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(iii) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (Jul 2018) (Section 1634 of Pub. L. 115-91).

(iv) 52.204–25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Aug 2019) (Section 889(a)(1)(A) of Pub. L. 115-232).

Document Number: 030ADV20Q0103 Page 14 of 29

(v) 52.219-8, Utilization of Small Business Concerns (Oct 2018) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $700,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting oppor-tunities.

(vi) 52.222-17, Nondisplacement of Qualified Workers (May 2014) (E.O. 13495). Flow down required in accordance with paragraph

(l) of FAR clause 52.222-17.

(vii) 52.222-21, Prohibition of Segregated Facilities (Apr 2015)

(viii) 52.222-26, Equal Opportunity (Sept 2016) (E.O. 11246).

(ix) 52.222-35, Equal Opportunity for Veterans (Oct 2015) (38 U.S.C. 4212).

(x) 52.222-36, Equal Opportunity for Workers with Disabilities (Jul 2014) (29 U.S.C. 793).

(xi) 52.222-37, Employment Reports on Veterans (Feb 2016) (38 U.S.C. 4212)

(xii) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496). Flow down re-quired in accordance with paragraph (f) of FAR clause 52.222-40.

(xiii) 52.222-41, Service Contract Labor Standards (Aug 2018) (41 U.S.C. chapter 67).

(xiv) (A) 52.222-50, Combating Trafficking in Persons (Jan 2019) (22 U.S.C. chapter 78 and E.O 13627).

(B) Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O 13627).

(xv) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment-Requirements (May 2014) (41 U.S.C. chapter 67).

(xvi) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services-Requirements (May 2014) (41 U.S.C. chapter 67).

(xvii) 52.222-54, Employment Eligibility Verification (Oct 2015) (E.O. 12989).

(xix) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2015).

(xviii) 52.222-62, Paid Sick Leave Under Executive Order 13706 (Jan 2017) (E.O. 13706).

(xx)(A) 52.224-3, Privacy Training (Jan 2017) (5 U.S.C. 552a).

(B) Alternate I (Jan 2017) of 52.224-3.

(xxi) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note).

(xxii) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (May 2014) (42 U.S.C. 1792). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

(xxiii) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C.

2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.

(2) While not required, the Contractor may include in its subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.

(End of clause)

52.217-8 Option to Extend Services (Nov 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Of-ficer may exercise the option by written notice to the Contractor within _______________ [insert the period of time within which the

Document Number: 030ADV20Q0103 Page 15 of 29

Contracting Officer may exercise the option].

52.227-17 Rights in Data - Special Works (Dec 2007)

(a) Definitions. As used in this clause--

"Data" means recorded information, regardless of form or the media on which it may be recorded. The term includes technical data and computer software. The term does not include information incidental to contract administration, such as financial, administrative, cost or pricing, or management information.

"Unlimited rights" means the rights of the Government to use, disclose, reproduce, prepare derivative works, distribute copies to the public, and perform publicly and display publicly, in any manner and for any purpose, and to have or permit others to do so.

(b) Allocation of Rights.

(1) The Government shall have--

(i) Unlimited rights in all data delivered under this contract, and in all data first produced in the performance of this contract, except as provided in paragraph (c) of this clause.

(ii) The right to limit assertion of copyright in data first produced in the performance of this contract, and to obtain assignment of copyright in that data, in accordance with paragraph (c)(1) of this clause.

(iii) The right to limit the release and use of certain data in accordance with paragraph (d) of this clause.

(2) The Contractor shall have, to the extent permission is granted in accordance with paragraph (c)(1) of this clause, the right to assert claim to copyright subsisting in data first produced in the performance of this contract.

(c) Copyright--

(1) Data first produced in the performance of this contract.

(i) The Contractor shall not assert or authorize others to assert any claim to copyright subsisting in any data first produced in the per-formance of this contract without prior written permission of the Contracting Officer. When copyright is asserted, the Contractor shall affix the appropriate copyright notice of 17 U.S.C. 401 or 402 and acknowledgment of Government sponsorship (including contract number) to the data when delivered to the Government, as well as when the data are published or deposited for registration as a pub-lished work in the U.S. Copyright Office. The Contractor grants to the Government, and others acting on its behalf, a paid-up, nonex-clusive, irrevocable, worldwide license for all delivered data to reproduce, prepare derivative works, distribute copies to the public, and perform publicly and display publicly, by or on behalf of the Government.

(ii) If the Government desires to obtain copyright in data first produced in the performance of this contract and permission has not been granted as set forth in paragraph (c)(1)(i) of this clause, the Contracting Officer shall direct the Contractor to assign (with or without registration), or obtain the assignment of, the copyright to the Government or its designated assignee.

(2) Data not first produced in the performance of this contract.