1204N719Q0025-Spraying.rtf

Sol. 1204N719Q0025 Hand Herbicide Spraying of Noxious Weeds Rogue River- Siskiyou N. F. - Forest Wide

BLANKET PURCHASE AGREEMENT (BPA) TERMS AND CONDITIONS

Pricing The Government is only obligated to the extent of authorized BPA calls/orders actually placed against this BPA by authorized pool of BPA holder's personnel, against authorized line items. All calls will be Firm Fixed Price.

Purchase Limitation The limitation for each individual Call under this BPA shall not exceed $150,000.00.

Individuals Authorized to Purchase Under this BPA:

Calls under this BPA may be issued by any Contracting Officers operating within the limits of their warrants located on the Rogue River-Siskiyou National Forest.

Invoices BPA Call invoicing shall be submitted via the Invoice Processing Platform (IPP). See FAR 52.212-4(g) for Electronic Funds Transfer (EFT) requirements. www.ipp.gov.

Cancellation of BPA The United States government reserves the unilateral right to cancel this BPA by providing written notification to the contractor. Cancellation of the BPA does not affect any calls/orders placed which shall be completed as ordered.

Points of Contact and Mailing Address Amy Chapman, Contracting Officer 3040 Biddle Road Medford, Oregon 97504 541-618-2016 amy.chapman@usda.gov Period of Performance The agreement shall be reviewed annually before the anniversary of its effective date and revised as necessary to conform to the requirements of the Federal Acquisition Regulation. The BPA will not run longer than 5 years from date of award or $150,000.00 whichever comes first.

Modifying the BPA This Blanket Purchase Agreement shall be changed only by modifying the agreement itself and not by individual orders issued under it. Only the Contracting Officer or their designated successor may modify this BPA.

Source Selection for Award of Individual BPA Call: Source selection will be based on the best overall value to the Government, price and other factors considered. These factors may include one or more of the following:

Technical Capabilities relating to the specific project [including elements such as Project Sequencing, Scheduling, Resource Availability, Technical Experience] Sol. 1204N719Q0025 Hand Herbicide Spraying of Noxious Weeds Rogue River- Siskiyou N. F. - Forest Wide

SCOPE AND LOCATION

The work consists of searching for and spot-spraying noxious weeds with herbicides, at known infestation sites on the Rogue River-Siskiyou National Forest with the majority of the work being on the Gold Beach Ranger District. Before each season's work begins, a task order will be issued to the contractor with maps showing specific locations, acres, weed species to be treated, herbicides to use, application rates, and appropriate timing of applications.

Over the duration of the BPA, individual calls with actual quantities will be issued and competed. Only vendors in the initial award pool will be allowed to submit a quote on the work offered, but are not required to offer on all orders. No restrictions have been set regarding the number of vendors in the award pool; however, sufficient awards will be made to provide for adequate competition for calls.

CONTRACTORS OBLIGATIONS

The Contractor shall furnish, except for Government-furnished property, all labor, equipment, supervision, transportation, supplies, and incidentals. All federal and state rules and regulations shall be followed as well as appropriate federal agency jurisdictional guidelines unique to each agency.

GENERAL DESCRIPTIONS FOR ITEMS 1-2

Item 1: Respraying Noxious Weeds

Item 1 requires searching for, finding and respraying, noxious weeds in defined areas that have been under a spraying, hand pulling or mowing program in the past (concentration of weeds is very low, most time is spent searching an area, rather than spraying).

Item 2: Spraying New Infestations

Item 2 requires searching for, finding, and spraying new infestations recently discovered by the Forest Service or that have been under a spraying, hand pulling or mowing program in the past (concentration of weeds would be variable, high in some cases).

General Information -

Contractor provides all labor, equipment, supervision, transportation, herbicides, supplies (except those designated as Government-furnished) and incidentals

The herbicide applications are all spot-spraying, not broadcast spraying. It is most suitably done with backpack sprayers or hand-held sprayers. At some sites, an ATV with equipped with a handheld wand may be permitted (must be cleared by the Forest service on a case by case bases). Boom sprayers are not appropriate.

Spraying overview

Contractor, supervisors, and employees shall adhere to all Oregon Dept. of Agriculture (ODA) licensing requirements, laws, and regulations concerning herbicide use in the state of Oregon. In addition, the Forest Service requires the application of any herbicide to be performed or directly supervised by a licensed applicator (even herbicides which are not “restricted use” formulations). ODA applicator licenses have “category” endorsements on them. One or more of the following category endorsements must be on the applicator’s licenses: Agriculture-Herbicide, Forestry, or Regulatory Weed. Additionally, a “pesticide operator” license is required of all contractors performing commercial pesticide application on Forest Service land. “Trainee” licenses are allowed as long as the supervising licensed applicator is readily available to all trainees.

The Forest Service will specify, in each BPA call, which chemicals will be used on each target weed species as well as the application rates. All herbicide will be specify and linked to the Forest Service Region 6 approved Herbicide List.

Contractors, supervisors, and employees shall follow all herbicide label requirements, including the label requirements for worker’s protective equipment and clothing. Contractor shall have Material Data Safety Sheets, for each herbicide being used, accessible to workers and the public, at job sites.

Treatment shall follow the Forest Service Regional 6 approved herbicides, signed NEPA Decision and coordinated with the Rogue River-Siskiyou National Forest Representative. The following herbicides may be prescribed in work orders: Chlorsulfuron, clopyralid, glyphosate, imazapic, imazapyr, metsulfuron methyl, picloram, sethoxydim, sulfometuron, or triclopyr. These are the active ingredients in herbicides formulated for sale under various brand names. The Forest Service may or may not specify the brand name to be used.

Allowable adjuvants include but are not limited to: Entry II (POEA)™, R-11™, Activator 90™, X-77™, Latron AG-98™, Latron AG-98 (N)™, Activator N.F.™, Sylgard 309™, Freeway™, Cidekick I™, Cidekick II™, Sil-wet L-77™, Kinetic™, Bond™, Tactic™, R-56™, Cohere™, Dyne-amic™, Phase™, Hasten™, MSO™, Improved JLB Oil Plus™, Cygnet Plus™, Syl-tac™, Kerosene, Agri-dex™, Mor-Act™, Herbimax™, LI-700™. Adjuvant trade names not listed may be used only if their active ingredients match that of one of the approved formulations listed. All herbicide will be specify and linked to the Forest Service Region 6 and Rogue River-Siskiyou NF approved Herbicide lists and authorized by the COR or Noxious weed coordinator on the Forest.

Currently Standard 16 (applicable for both the Rogue and Siskiyou) for the forest plan reads:

Select from herbicide formulations containing one or more of the following 10 active ingredients: chlorsulfuron, clopyralid, glyphosate, imazapic, imazapyr, metsulfuron methyl, picloram, sethoxydim, sulfometuron methyl, and triclopyr.

A non-toxic water-soluble colored dye shall be added to all spray mixes to make sprayed plants visible for inspection and for workers to keep track of their progress through infested areas.

Public notices shall be placed along roads and trails where spraying is occurring. Notices shall list the herbicide used, the application dates, and a contact number.

Herbicide containers shall be secured and prevented from tipping during transport. Spill Response Kits, adequate for the amount of herbicide being transported, shall be in any vehicles transporting herbicides. Workers or crews transporting or applying herbicides must know how to use the Spill Response Kits.

Herbicides shall not be applied within 50 feet of streams, open water, or wetlands.

Herbicide mixing and tank or sprayer washing shall not occur within 150 feet of surface water. Rinse water shall be applied to treatment sites.

Herbicide applications shall not be made when wind speeds exceed 5 miles per hour (to lessen drift) or if precipitation is expected within 24 hours.

Empty pesticide containers and excess herbicides shall be disposed of in accordance with label requirements.

Workers shall hang Noxious Weed flagging (orange, with text, government-provided) at each patch of target species weeds found during the searching and spraying, in order to facilitate finding these patches in the future.

Noxious weed species in approximate order of frequency that would appear on a work order, are himalayan blackberry, canada thistle, spotted knapweed, scotch broom, yellow toadflax, tansy ragwort, hounds tongue, and yellow star thistle.

Contractor is responsible for completing daily activity report forms. Completed forms shall list the Site ID, numbers of sites treated, date of treatment, applicator’s names, and herbicide used, concentration in spray tanks, and gallons of mix applied. A subjective estimate of numbers of plants sprayed will also be requested.

To prevent noxious weed seeds from moving off-site: Before moving between sites and before leaving at the end of each day’s work, workers shall empty pockets and cuffs, clean soil and debris from shoes, vehicles, and equipment used.

CONTRACTOR'S QUALITY CONTROL PLAN

The Contractor may be required to provide a detailed Quality Control Plan per individual BPA Calls. In General, the Quality Control Plan must demonstrate how the contractor will assure quality, and meet the requirements and specifications of the contract. It shall describe: how quality will be monitored to assure the performance standards are met; the supervision of the work; key personnel assigned to the project; and personnel that will be performing the quality control. In addition, the Contractor should address industry standard guidelines, and any applicable State or Federal specifications, protection to the environment and wildlife habitat, and public safety in constructing a Quality Control Plan.

The Government may or may not require a specific quality control plan for each call order competed. If required it will be described in the call order. The Government may ask for additional information in the Quality Control Plan prior to acceptance.

When required and after the Contractor's Quality Control Plan has been accepted by the Government, it will be incorporated into the Government's Quality Assurance Surveillance Plan.

GOVERNMENT QUALITY ASSURANCE SURVEILLANCE PLAN

The Contracting Officer or the Contracting Officer's duly authorized representative (COR) will inspect and accept the supplies and/or services to be provided under this contract.

Monitoring of work will vary by call, but will consist of monitoring Contractor's:

DESIGNATION OF CONTRACTING OFFICER'S REPRESENTATIVE

The Contracting Officer designates the Contracting Officer's Representative(s) (COR). The COR is responsible for administering the performance of work under this agreement. In no event, however, will any understanding, agreement, modification, change order, or other matter deviating from the terms of this contract be effective or binding upon the Government unless formalized by proper contractual documents executed by the Contracting Officer prior to completion of the agreement.

The Contracting Officer should be informed as soon as possible of any actions or inactions by the Contractor or the Government which will change the required delivery or completion times stated in the contract, and the contract will be modified accordingly. (This does not apply to individual calls assignments which were issued by the COR provided they do not affect the delivery schedule or performance period stated in the agreement.) COR should be notified of invoices prior to entering into IPP, to make sure the work has been completed with the Technical contact

On all matters that pertain to the terms, the Contractor must communicate with the Contracting Officer. Whenever, in the opinion of the Contractor, the COR requests effort outside the scope, the Contractor shall so advise the COR. If the COR persists and there still exists a disagreement as to proper contractual coverage, the Contracting Officer should be notified immediately, preferably in writing if time permits. Proceeding with work without proper contractual coverage could result in nonpayment or necessitate submittal of a claim.

GOVERNMENT FURNISHED PROPERTY

The Government will provide the following item(s) of Government property to the Contractor for use in the performance of this agreement. This property shall be used and maintained by the Contractor in accordance with the provisions of the "Government Property" FAR clause contained elsewhere in the agreement.

Government provides 1:24,000 scale (or larger) maps of sites to be treated and the acreage figures upon which payment is based.

Noxious Weed Flagging

PUBLIC OFFICIALS NOT PERSONALLY LIABLE

There shall be no personal liability upon the Contracting Officer or officer in charge, their agents or employees, for any act performed in the discharge of any duty imposed or the exercise of any power or authority conferred upon them by, or within the scope, it being understood that in all such matters they act solely as agents and representatives of the Government.

INVOICE PROCESSING PLATFORM (IPP)

The "Submit Invoice-to" address for USDA orders is the Department of Treasury's Invoice Processing

Platform (IPP). The Contractor must follow the instructions on how to register and submit invoices via IPP as prescribed in the previous communications from USDA and Treasure. All invoices shall be submitted via the electronic Invoice Processing Platform. This platform is managed by the U.S. Department of Treasury and additional information is available at this website: https://a.ipp.gov/index.htm." www.ipp.gov/index.htm.

Vendors register at: https://www.ipp.gov/vendors/enrollment-vendors.htm to establish an account.

SAFETY

A Safety Plan Certification will be required for all field work. Contractors shall submit a safety plan certification to the Contracting Officer that is in accordance with OSHA Regulations prior to starting work on each individual call. Safety plan certifications shall include all tasks and related activities anticipated to successfully complete the work.

Projects are located on Government lands that include rugged and steep terrain. Many roads are rough, and often recommend 4X4 vehicles during adverse weather conditions. Walk-ins on rocky, uneven surfaces are often required for spraying services. Summer temperatures can reach over 100 deg. F. and fall temperatures can be below 32 deg. F. resulting in extreme working conditions. Bees, ticks and other insects can be present and especially hazardous for those allergic. Caution is needed where ever hazards exist. Contractors will be required to provide a job specific safety plan prior to starting work on all Calls, which will address hazardous conditions applicable to the specific job.

PERSONAL PROTECTIVE EQUIPMENT

The contractor shall train all workers in the safe operation and use of equipment. Personal protective equipment, including personal protective equipment for eyes, face, head, and extremities shall be provided, used, and maintained in a sanitary and reliable condition wherever it is necessary by reason of hazards or processes encountered in a manner capable of causing injury or impairment in the function of any part of the body.

Defective or damaged personal protective equipment shall not be used.

The contractor shall assure that each employee wears foot protection that provides adequate traction and ankle support.

The contractor shall provide, at no cost to the employee, and assure that each employee who works in an area where there is potential for head injury from falling objects or flying objects wears a hard hat that meets the minimum requirements of American National Standards Institute (ANSI) standard Z89.1- 1997. Some Agencies, such as Bonneville Power Administration (BPA) restricts the use of specific hard hat colors (i.e., yellow is permitted to be worn only by BPA qualified electrical workers, orange is permitted only by BPA safety observers, etc.). The contractor shall provide, at no cost to the employee, a hard hat of acceptable color as stated in each call order.

The contractor shall provide, at no cost to the employee, eye protection where there is potential for eye injury due to flying objects. This eye protection must meet the minimum requirements of ANSI standard Z87.1-2003.

The contractor shall provide, at no cost to the employee, hearing protection where there is a potential for hearing loss due to high intensity noise e.g., chain saw operation.

LANDSCAPE PRESERVATION

The Contractor shall give attention to the effect of contract operation upon the landscape, shall take care to maintain natural surroundings undamaged, and shall conduct the work at all times in compliance with the following requirements.

Prevention of the Landscape Defacement. The Contractor shall not remove, deface, injure, or destroy trees, shrubs, lawns, or other natural features or any other improvements in the work area unless specifically authorized by the Contracting Officer. Unless otherwise provided herein, the Contractor shall confine contract operations to within the areas designated in contract documents.

Protection of Streams, Lakes, and Reservoirs. The Contractor shall take sufficient precautions to prevent pollution of streams, lakes, small ponds, and reservoirs with fuels, oils, bitumen's, calcium chloride, silt, or other harmful materials. Mechanical equipment shall not be operated in live streams without written approval of the Contracting Officer.

AGAR 452.236-72 USE OF PREMISES (NOV 1996)

Before any camp, quarry, borrow pit, storage, detour, or bypass site, other than shown on the drawings, is opened or operated on USDA land or lands administered by the USDA, the Contractor shall obtain written permission from the Contracting Officer. A camp is interpreted to include a camp site or trailer parking area of any employee working on the project for the Contractor.

Unless accepted elsewhere in the contract, the Contractor shall (i) provide and maintain sanitation facilities for the work force at the site and (ii) dispose of solid waste in accordance with applicable Federal, State, and local regulations.

AGAR 452.236-73 ARCHAEOLOGICAL OR IDSTORICAL SITES (FEB 1988)

If a previously unidentified archaeological or historic site(s) is encountered, the Contractor shall discontinue work in the general area of the site(s) and notify the Contracting Officer immediately.

AGAR 452.236-74 CONTROL OF EROSION, SEDIMENTATION, AND POLLUTION (NOV 1996)

Operations shall be scheduled and conducted to minimize erosion of soils and to prevent silting and muddying of streams, rivers, irrigation systems, and impoundments (lakes, reservoirs, etc.).

FINAL CLEANUP

Before final acceptance, all areas occupied by the Contractor in connection with the work shall be cleaned of all contractor's rubbish, excess materials, temporary structures, and equipment, and all parts of the work area shall be left in a neat and presentable condition.

MOTORIZED EQUIPMENT

Use of motorized equipment other than hand-held equipment such as power saws and brush cutters will not be permitted off designated roads in the project area without approval of the Contracting Officer’s Rep. or as provided elsewhere herein.

Attachment Title No. of

Pages Oregon Wage Determination #1977-0079 (Revision No. 59) Dated 12/26/2018 Maps Fire Protection and Suppression, Form R6-FS-6300-52 (5/97) Relevant Experience Questionnaire

Additional Attachments and Wage Determinations will be identified per individual BPA Call.

GOVERNMENT EMPLOYEES, FORMER USDA EMPLOYEES, AND USDA RETIREES

The offeror/quoter represents and certifies that--

The firm [ ] is, [ ] is not substantially owned or controlled by a former USDA employee or retiree.

52.209-11 Representation by Corporations Regarding (Feb 2016)

As required by sections 744 and 745 of Division E of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235), and similar provisions, if contained in subsequent appropriations acts, the Government will not enter into a contract with any corporation that-

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

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or re-performance of nonconforming services at no increase in contract price. If repair/replacement or re-performance will not correct the defects or is not possible, the government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights --

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C.3727). However, when a third party makes payment (e.g., use of the Government-wide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(d) Disputes. This contract is subject to 41 U.S.C. chapter 71, Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice.

(1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include --

(i) Name and address of the Contractor;

(ii) Invoice date and number;

(iii) Contract number, line item number and, if applicable, the order number;

(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;

(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(vi) Terms of any discount for prompt payment offered;

(vii) Name and address of official to whom payment is to be sent;

(viii) Name, title, and phone number of person to notify in event of defective invoice; and

(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(x) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer— System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer—Other Than System for Award Management), or applicable agency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR part 1315.

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment.

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt Payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR Part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall—

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i) (6)(v) of this clause, and then at the rate applicable for each six-month period at fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv)If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi)The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon:

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor’s records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause.

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

(9) The specification.

(t) Reserved

(u) Unauthorized Obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End Use License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

ADDENDUM TO FAR 52.212-4

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

http: // farsite.hill.af.mil/ www.usda.gov/procurement/poli cy/aqar.html

FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1) CLAUSES

52.204-4 Printed or Copied Double-sided on Post Consumer Fiber Content (MAY 2011) 52.211-18 Variation of Estimated Quantity (APR 1984) 52.223-6 Drug-Free Workplace (MAY 2001) 52.232-18 Availability of Funds (APR 1984) 52.236-2 Differing Site Conditions (APR 1984) 52.236-3 Site Investigation and Conditions Affecting the Work (APR 1984) 52.236-6 Superintendence by the Contractor (APR 1984) 52.236-7 Permits and Responsibilities (NOV 1991) 52.236-8 Other Contracts (APR 1984) 52.236-9 Protection of Existing Vegetation, Structures, Equipment, Utilities, and Improvements (APR 1984) 52.236-13 Accident Prevention (NOV 1991) 52.242-15 Stop Work Order (AUG 1989)

AGRICULTURE ACQUISITION REGULATION (48 CFR CHAPTER 4) CLAUSES

452.237-70 Loss, Damage, Destruction or Repair (FEB 1988) 452.236-72 Use of Premises (NOV 1996) 452.236-73 Archaeological or Historic Sites (FEB 1988) 452.236-74 Control of Erosion, Sedimentation, and Pollution (NOV 1996) 452.237-75 Restrictions against Disclosure (FEB 1988) 452.236-77 Emergency Response (NOV 1996)

AGAR 452.211-72 STATEMENT OF WORK/SPECIFICATIONS {FEB 1988)

The Contractor shall furnish the necessary personnel, material, equipment, services and facilities (except as otherwise specified) to perform the Performance Statement of Work, Investigation plan and Quality Assurance Surveillance Plan referenced in the attachments.

FAR 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS-COMMERCIAL ITEMS (MAY 2019)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract 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 Division 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) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Nov 2015)

(4) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(5) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Public Laws 108-77, 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 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) 52.203-6, 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 (Jun 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).

___ (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] _X_ (14) (i) 52.219-6, Notice of Total Small Business 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.

___ (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—Subcontracting 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 (Nov 2011) (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)).

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

___ (26) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (Jan 2018) (E.O. 13126).

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

_X_ (28) (i) 52.222-26, Equal Opportunity (Sep 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.

___ (30) (i) 52.222-36, Equal Opportunity for Workers with Disabilities (Jul 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).

___ (34) 52.222-54, Employment Eligibility Verification (Oct 2015). (E. O. 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 ___ (ii) Alternate I (Oct 2015) of 52.223-13.

___ (39) (i) 52.223-14, Acquisition of EPEAT® -Registered Television (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. 13696).

___ (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 (Aug 2018) (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 Office 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)).

_X_ (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.

___ (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…