Sol_140P3025R0005_Amd_0004.pdf

(x)

140P3025R0005 x x

1 copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted ; or (c) By separate letter or electronic communication which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGEMENT 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 you desire to change an offer already submitted , such change may be made by letter or electronic communication, provided each letter or electronic communication makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

x

PCR

Washington DC 20242-0001 1100 Ohio Drive SW Contracting Annex Acquisition Management Division DOI, NPS, NCR - Regional Contractin

PCR

Washington DC 20242-0001 1100 Ohio Drive SW Contracting Anne Acquisition Management Division NPS, NCR - Regional Contracting

06/13/20250004

13. THIS ITEM ONLY APPLIES TO MODIFICATION OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

12. ACCOUNTING AND APPROPRIATION DATA (If required) is not extended.is extended, Items 8 and 15, and returning

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

The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

FACILITY CODE CODE

10B. DATED (SEE ITEM 13)

10A. MODIFICATION OF CONTRACT/ORDER NO.

9B. DATED (SEE ITEM 11)

9A. AMENDMENT OF SOLICITATION NO.

CODE

8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and ZIP Code)

7. ADMINISTERED BY (If other than Item 6)CODE 6. ISSUED BY

PAGE OF PAGES

4. REQUISITION/PURCHASE REQ. NO.3. EFFECTIVE DATE2. AMENDMENT/MODIFICATION NO. 5. PROJECT NO. (If applicable)

1. CONTRACT ID CODE

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

03/31/2025

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

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER (Specify type of modification and authority) appropriation data, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).

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

ORDER NO. IN ITEM 10A.

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

The purpose of this Amendment 0004 is to:

1. Incorporate provision FAR 52.229-11 Tax on Certain Procurements - Notices and

Representations

2. Remove clause FAR 52.223-19 Compliance with Environmental Management Systems

All other terms and conditions of the solicitation remain unchanged. Offerors are required to acknowledge receipt of this amendment in accordance with the instructions provided in the solicitation.

Period of Performance: 06/30/2025 to 09/30/2030

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

15C. DATE SIGNED 16B. UNITED STATES OF AMERICA 15B. CONTRACTOR/OFFEROR 16C. DATE SIGNED

(Signature of person authorized to sign) (Signature of Contracting Officer)

Kerry Kirby

STANDARD FORM 30 (REV. 11/2016)

Prescribed by GSA FAR (48 CFR) 53.243

Previous edition unusable

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

RFP 140P3025R0005 Rock Creek Park – Grounds Maintenance

COMBINED SYNOPSIS/SOLICITATION

This is a combined synopsis/solicitation for commercial services prepared in accordance with the format in Subpart 12.6, as supplemented with additional information included in this notice. This announcement constitutes the only solicitation;

proposals are being requested, and a separate written solicitation will not be issued.

This solicitation is issued as a Request for Proposal (RFP) 140P3025R0005, under FAR Part 13 Simplified Acquisition Procedures.

The solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular 2025-03 – Effective January 17, 2025

This acquisition will be competitive 100% Total Small Business Set Aside. The associated NAICS code is 561730 – Landscaping Services with a Small Business Size Standard for this NAICS is $9.5M.

1. Description of the Requirement The contractor shall provide all personnel, equipment, tools, supervision, and other items and services necessary to ensure that landscape services and turf maintenance is performed for all areas that are part of or associated with Rock Creek Parks (refer to maps provided Appendix B) for the National Park Service in a manner that will maintain healthy grass, trees, shrubs, and plants and present a clean, neat, and professional appearance. The areas to include are as follows:

• Rock Creek Park Core

• Rock Creek Park East Side

• Rock Creek Park Palisades

The Contractor shall have the ability to perform all the work listed in this PWS. This will be awarded as a Single Award IDIQ Contract which will consist of a Base Period with Four Option Periods and an Optional Six-Month extension.

2. ID/IQ Period of Performance

This Single Award IDIQ contract includes a guaranteed minimum purchase amount. Funding to cover this guaranteed minimum will be obligated at the time of award through issuance of the first task order, which will be awarded concurrently with the base IDIQ contract. Funds will be obligated on individual DOI-NPS Task Orders.

•Base Period: June 30, 2025 – March 30, 2026 •Option Period One: April 1, 2026 – March 30, 2027 •Option Period Two: April 1, 2027 – March 30, 2028 •Option Period Three: April 1, 2028 – March 30, 2029 •Option Period Four: April 1, 2029 – March 30, 2030 •Option to Extend Services (FAR 52.217-8): April 1, 2030 – September 30, 2030

Individual Task Orders will have independent Period of Performance and Delivery Dates, as determined at the time of requested for quote and award. See Performance Work Statement (PWS) for more information regarding the ordering guide.

3. Place of Performance:

Rock Creek Park – See Appendix B (Maps) https://acquisition.gov/far/current/html/Subpart%2012_6.html#wp1088488

4. Acreage Summary

Total Potential Acreage: ~ 530.51 acres across the park landscape

5. Site Visit

A site visit has not been scheduled, but it is highly encouraged that potential vendors visit the locations to verify all estimated quantities provided by the Government and to observe the complexities of conducting landscape maintenance operations in areas with uneven terrain, unique geological features, high pedestrian density, monuments, trees, buildings, and structures.

6. Operational Schedule:

Standard Hours: Monday – Friday, 6:00 AM to 4:00PM ED

No work shall occur on weekends or the following Federal Holidays:

New Year’s Day – January 1st Martin Luther King Junior’s Birthday – Third Monday in January President’s Day – Third Monday in February Memorial Day – Last Monday in May Juneteenth – June 19th Independence Day – July 4th Labor Day – First Monday in September Columbus Day/Indigenous Peoples Day – Second Monday in October Veteran’s Day – November 11th Thanksgiving Day – Fourth Thursday in November Christmas Day – December 25th

Note - if any of the holidays stated above fall on a Saturday, the Friday before the actual day is the official day the Government takes for the holiday. If the holiday falls on a Sunday, the Monday after the actual day is the official day the Government takes for the holiday. These dates do not account for any other days or shorten days that may be added prior to any of the holidays mentioned above that may be added at the discretion of any Presidential Administration and implemented by the DOI.

7. Contractor Responsibilities:

The contractor shall provide all labor, supervision, materials, supplies, equipment, transportation, and quality control necessary to perform services in accordance with the PWS, Federal regulations, and all applicable environmental protections.

All deliverables must meet commercial standards for landscaping services and be performed with care due to the historical sensitivity of the grounds.

The required submittals after award include, but are not limited to the following:

Superintendent & Alt Superintendent Designation and Resumes – 7 days after award Management and Operating Plan (MOP) – 15 days after award (Reviewed and Revised Annually, if needed) Landscape and Turf Management Pan – 15 days after award

Staffing Plan – 7 days after award Safety Plan – 7 days after award Complete Quality Control Plan – 7 days after award Emergency Plan – 7 days after award Construction Materials – As needed Training and Safety Meetings – After each cycle Daily Work Logs – After each cycle

Meetings – The Contractor agrees to attend a post award conference convened by the CO and COR in accordance with Federal Acquisition Regulation Subpart 42.5.

Periodic Progress Meetings- The CO, COR, and other Government personnel will meet as appropriate or monthly, to review the contractor’s performance. At these meetings, the CO will apprise the contractor of how the Government views the contractor’s performance and the contractor shall apprise the Government of problems, if any, experienced working with the Government team. The contractor shall resolve outstanding issues raised by the Government. Contractor attendance at these meetings shall be at no additional cost to the Government.

Personnel - The Superintendent shall have an approved alternate in place. An Alternate is needed if the Superintendent is unavailable for events for any reason.

Within seven (7) calendar days after award, the Contractor shall provide the name(s), telephone number(s) including cell phone number(s), and addresses of the Superintendent and their alternate(s) to the COR.

8. Attachments:

Title Date Number of Pages

1 Attachment 1 – FY25 Rock Creek Park Grounds Maintenance Services PWS Rev 3 June 2025 40 2 Attachment 2 – Appendix A – QASP ROCR Grounds Maintenance Rev 1 June 2025 13 3 Attachment 3(a through h) – Appendix B- Rock Creek Maps March 2025 87 4 Attachment 4 – WD 2015-4281 Rev 33 Dated Apr 25, 2025 April 2025 11 5 Attachment 5 – Limitations in Subcontracting Worksheet Dec 2021 1 6 Attachment 6 – Pricing Sheet – ROCR Grounds Maintenance Rev 1 June 2025 5 7 Attachment 7 – ROCR Turf Maintenance Daily Report Template May 2025 1

9. Submission Instructions:

52.212-1 Instructions to Offerors—Commercial Products and Commercial Services. (SEP 2023) Addendum

The Government intends to issue a Request for Proposal (RFP) for turf maintenance services at Rock Creek Park.

The contract will be awarded to the responsible offeror whose proposal meets the technical requirements and offers the lowest price. The Government contemplates a firm fixed price Single Award IDIQ contract resulting from this solicitation.

The last date for contractor to submit any technical questions is June 2, 2025 at 2:00 PM EDT. ALL technical questions must be submitted via email to Kerry Kirby at kerry_kirby@nps.gov .

Proposals must be submitted in response to this solicitation by 2:00pm EDT on June 20, 2025. Offerors must submit their proposals via email to the Contracting Officer, Kerry Kirby at kerry_kirby@nps.gov. Proposals received after the deadline will not be considered.

mailto:kerry_kirby@nps.gov

The North American Industry Classification System (NAICS) Codes for this requirement is 561730 Landscaping Services with a Small Business Size Standard of $9.5 Million.

This acquisition will a competitive 100% Total Small Business set aside.

Submission of offers – Submit a signed and dated offer to the above-mentioned Contracting Officer at or before the exact time specified above. Offeror will need to submit the following:

a. Completed and signed by an authorized individual the SF1449 with Acknowledgement of any Solicitation Amendments, if applicable.

b. Prior Performance and Understanding of the Requirement, as listed below.

c. Completed Pricing Schedule, all items shall be completed.

All Offeror must include the following information:

a. Past Performance – Provide details of at least two to three previous contracts for mowing services within the past 3 - 5 years. Include the name of the customer, the contract number, and a brief description of the scope of work, the period of performance, and the dollar value. Provide contact information for the reference. Offerors must demonstrate that they have successfully completed at least two to three relevant mowing service contracts of similar scope and value.

b. Understanding of the Requirement – Provide a statement of the offeror’s understand of the scope of work, including the frequency of services to be provided. Include a brief narrative on how the offeror plans to meet the requirements, including equipment to be used, staffing, and any quality control measures in place.

c. Price – Provide a completed pricing sheet for the services required in this solicitation. The pricing sheet will need to be filled out completely to include the price per area, each option period, and total price for the entire performance period.

Electronic Submissions of Proposals:

(a) Definition. "Electronic Proposal," as used in this solicitation, means a proposal, modification of a proposal, or withdrawal of a proposal that is transmitted to and received by the Government via electronic means that communicates and reproduces both printed and handwritten material. The most common and preferred method is direct email.

(b) The government prefers the use of electronic proposals in response to this solicitation. Proposals may be submitted electronically via email to kerry_kirby@nps.gov.

(c) Electronic proposals that fail to furnish required representations or information or that reject any of the terms, conditions, and provisions of the solicitation may be excluded from consideration.

(d) Electronic Proposals must contain the required signatures.

(e) The Government reserves the right to make award solely on the electronic proposal. However, if requested to do so by the Contracting Officer, the apparently successful offeror agrees to promptly submit the complete original signed proposal.

(f) If the offeror chooses to transmit an electronic proposals, the Government will not be responsible for any failure attributable to the transmission or receipt of the electronic proposal including, but not limited to, the following:

(1) Receipt of garbled or incomplete proposal.

(2) Availability or condition of the receiving IT equipment.

(3) Incompatibility between the sending and receiving equipment.

(4) Delay in transmission or receipt of proposal.

(5) Failure of the offeror to properly identify the proposal.

(6) Illegibility of proposal.

(7) Security of proposal data.

The offeror agrees to hold the prices in its offer firm for 60 calendar days from the date specified for the receipt of offers.

The Government intends to evaluate offers and award a contract without discussion with offerors. Therefore, the offeror’s initial offer should contain the offeror’s best terms from a price and technical standpoint. However, the Government reserves the right to conduct discussions if later determined by the Contracting Officer to be necessary.

The Government may reject any or all offers if such action is in the public interest, accept other than the lowest offer, and waive informalities and minor irregularities in offers received.

Unique entity identifier.(Applies to all offers that exceed the micro-purchase threshold, and offers at or below the micro-purchase threshold if the solicitation requires the Contractor to be registered in the System for Award Management (SAM).) The Offeror shall enter, in the block with its name and address on the cover page of its offer, the annotation "Unique Entity Identifier" followed by the unique entity identifier that identifies the Offeror's name and address. The Offeror also shall enter its Electronic Funds Transfer (EFT) indicator, if applicable. The EFT indicator is a four-character suffix to the unique entity identifier. The suffix is assigned at the discretion of the Offeror to establish additional SAM records for identifying alternative EFT accounts (see FAR subpart 32.11) for the same entity. If the Offeror does not have a unique entity identifier, it should contact the entity designated at www.sam.gov for unique entity identifier establishment directly to obtain one. The Offeror should indicate that it is an offeror for a Government contract when contacting the entity designated at www.sam.gov for establishing the unique entity identifier.

10. Evaluation Factors

Evaluation Overview: The Government will evaluate the proposals in accordance with FAR 13.106-2, based on the following criteria:

- Factor 1: Past Performance

- Factor 2: Understanding of the Requirement

- Factor 3: Price

Factor 1 – Past Performance The offeror must demonstrate prior experience providing mowing services or similar services that meet the requirements outlined in the RFQ. At a minimum, the offeror must have successfully completed at least two to three relevant contract of similar size and scope. The Government will assess the relevance and success of past performance, including any demonstrated ability to meet contract requirements, timeliness, and customer satisfaction.

Factor 2 – Understanding of the Requirement The offeror must demonstrate a clear understanding of the scope of work, including the type and frequency of mowing services required. The offeror’s plan to deliver the services will be evaluated for feasibility and alignment with the requirements outlined in the Performance Work Statement (PWS). This includes the resources, equipment, and staffing proposed, as well as any quality control measures.

Factor 3 – Price The Government will evaluate the total price for the entire period of performance, Base Period plus Four, with a 6-month Extension. Price will be evaluated for completeness and reasonableness in relation to the work required.

11. Basis for Award

The Government intends to award a firm, fixed price contract resulting from this solicitation to the responsible offeror whose offer conforming to the solicitation will be most advantageous to the Government, price and other factors considered.

The Government will evaluate offers for award purposes by adding the total price for all options period to the total price for the basic requirement and all optional services. The Government may determine that an offer is unacceptable if the option prices are significantly unbalanced. Evaluation of options shall not obligate the Government to exercise the option(s).

The Government reserves the right to make award without discussions and may make a single award based on initial proposal.

12. Points of Contact

- Kerry Kirby, Contracting Officer, email: kerry_kirby@nps.gov

For additional information about Rock Creek Park, visit:

https://www.nps.gov/rocr/index.htm

13. IDIQ Task Order Information

Pricing – The pricing shall be determined on the Task Order Basis. The awarded firm-fixed price schedule shall be used to price all Task Orders under this IDIQ.

Extent of Obligations – This Single Award IDIQ contract includes a guaranteed minimum purchase amount.

Funding to cover this guaranteed minimum will be obligated at the time of award through issuance of the first task order, which will be awarded concurrently with the base IDIQ contract. Funds will be obligated on individual DOI- NPS Task Orders.

Guaranteed Minimum – The Government guarantees a minimum purchase of $1,000.00 under this IDIQ contract.

This minimum will be met through issuance of the first task order, awarded concurrently with the base contract, and funded accordingly.

Individual Order Limitations – No single task order issued under this contract shall exceed $1,000,000.00, unless otherwise authorized in writing by the Contracting Officer.

Individuals Authorized to Purchase Under the IDIQ – Only a warranted Contracting Officer from the DOI-NPS is authorized to issue Task Orders under this IDIQ.

https://www.nps.gov/rocr/index.htm

Delivery – Delivery/Completion shall be in accordance with the individual Task Order.

Administration – The DOI-NPS is responsible for all administration and overall concerns. Only a specified organizational elements listed may be authorized to place Task Orders under this IDIQ Contract.

Ordering Procedures - Task Orders will be placed against this ID/IQ via email only.

Orders may only be placed by a warranted CO in the DOI – NPS - NCA, or other locations as designated. All orders under this ID/IQ shall be made via a written Task Order (OF-347, SF-1449, or equivalent). A specific, sequential order number shall be included on the order as generated by the acquisition system used by the DOI - NPS and shall specify the ID/IQ Contract number, as will a specific Period of Performance and/or Delivery Date.

A warranted CO and/or non-warranted Contract Specialist (CS), may send a requirement to the Contractor via email, telephone, or other method that will convey the necessary information. Use of electronic commerce (EC) is encouraged.

The contractor must respond by submitting technical specifications and pricing for the proposed requirement via email to the requesting CO or CS and/or COR/POC and CO.

Based on a review of the Contractor's response and any necessary clarifications, the CO will issue a written Task Order award (OF-347, SF-1449 or equivalent) to the Contractor via email.

Ordering Thresholds - Task Orders will be placed against this ID/IQ by the organizational elements in accordance with the following: Competition was completed at the time of the initial solicitation, and only a single ID/IQ award was made as stated in solicitation; therefore, competition is not available at the Task Order Level. Only a single ID/IQ was awarded, therefore additional fair opportunity is not required nor will be provided.

1. Ordering Exceptions – NA

2. Award of Task Orders

Task Orders issued under any resulting ID/IQ will include the following information as applicable:

(1) ID/IQ Contract Number and Delivery/Task Order number,

(2) Date of the order,

(3) Description of the products/services to be performed,

(4) The work Schedule, period of performance, or required completion date,

(5) Place of delivery or performance,

(6) Deliverables,

(7) CLIN number and description, quantity, unit price and extended total; and

(8) Accounting and appropriations data.

Order of Precedence - All the terms and conditions of the base ID/IQ shall be incorporated and apply to all resulting Task Orders. In the event of an inconsistency between the provisions of a specific Task Order, the provisions of the contractor ID/IQ will take precedence unless otherwise determined by the CO. All disputes regarding the individual Task Orders are to be referred to the ID/IQ CO.

14. Applicable FAR Provisions and Clauses:

FAR 52.252-2 Clauses Incorporated by Reference (FEB 1998)

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):

Acquisition.GOV | www.acquisition.gov

FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1) CLAUSES

52.202-1 Definitions JUN 2020 52.203-3 Gratuities APR 1984 52.203-11 Certification and Disclosure Regarding Payments to Influence SEP 2024

Certain Federal Transactions 52.203-12 Limitation on Payments to Influence Certain Federal Transactions JUN 2020 52.204-13 System for Award Management Maintenance OCT 2018 52.204-18 Commercial and Government Entity Code Maintenance AUG 2020 52.204-19 Incorporation by Reference of Representation and Certifications DEC 2014 52.223-2 Reporting of Biobased Products Under Service and Construction MAY 2024

Contracts (DEVIATION FEB 2025) 52.223-23 Sustainable Products and Services (DEVIATION FEB 2025) MAY 2024 52.226-7 Drug-Free Workplace MAY 2024 52.228-5 Insurance -Work on a Government Installation JAN 1997 52.232-13 Notice of Progress Payments APR 1984 52.237-2 Protection of Government Buildings, Equipment, and Vegetation APR 1984 52.242-13 Bankruptcy JUL 1995 52.252-6 Authorized Deviations in Clauses NOV 2020 52.253-1 Computer Generated Forms JAN 1991

DOI Acquisition Regulations (DIAR)

1452.201-70 Authorities and Delegations SEP 2011 1452.204-70 Release of Claims JUL 1996 1452.224-1 Privacy Act Notification JUL 1996 1452.237-70 Information Collected JUL 1996

FULL-TEXT CLAUSES

52.212-4 Contract Terms and Conditions – Commercial Items (NOV 2023)

(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 reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance 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.

http://www.acquisition.gov/

(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 Governmentwide 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 Federal Acquisition Regulation (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 as 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 FAR 32.608-2 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; 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 User 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.

(End of clause)

52.212-5 Contract Terms and Conditions Required to Implement Statutes or Executive Orders – Commercial Items (JAN 2025) (DEVIATION FEB 2025)

(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 products and commercial services:

(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 Covered Entities (Dec 2023) (Section 1634 of Pub. L. 115-91).

(3) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Nov 2021) (Section 889(a)(1)(A) of Pub. L. 115-232).

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

(5) 52.232-40, Providing Accelerated Payments to Small Business Subcontractors (Mar 2023) ( 31 U.S.C. 3903 and 10 U.S.C. 3801).

(6) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(7) 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 incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services:

[Contracting Officer check as appropriate.]

_X_ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Jun 2020), with Alternate I (Nov 2021) (41 U.S.C. 4704 and 10 U.S.C. 4655).

__ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Nov 2021) (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.)

_X_ (4) 52.203-17, Contractor Employee Whistleblower Rights (Nov 2023) ( 41 U.S.C. 4712); this clause does not apply to contracts of DoD, NASA, the Coast Guard, or applicable elements of the intelligence community—see FAR 3.900(a).

_X_ (5) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Jun 2020) (Pub. L. 109-

282) ( 31 U.S.C. 6101 note).

__ (6) [Reserved].

___ (7) 52.204-14, Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

_X_ (8) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Oct 2016) (Pub. L.

111-117, section 743 of Div. C).

_X_ (9) 52.204-27, Prohibition on a ByteDance Covered Application (Jun 2023) (Section 102 of Division R of Pub.

L. 117-328).

__ (10) 52.204-28, Federal Acquisition Supply Chain Security Act Orders—Federal Supply Schedules, Governmentwide Acquisition Contracts, and Multi-Agency Contracts. (Dec 2023) ( Pub. L. 115–390, title II).

_X_ (11) (i) 52.204-30, Federal Acquisition Supply Chain Security Act Orders—Prohibition. (Dec 2023) ( Pub. L.

115–390, title II).

__ (ii) Alternate I (Dec 2023) of 52.204-30.

_X_ (12) 52.209-6, Protecting the Government's Interest When Subcontracting With Contractors Debarred, Suspended, Proposed for Debarment, or Voluntarily Excluded. (Jan 2025) ( 31 U.S.C. 6101 note).

_X_ (13) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Oct 2018) ( 41 U.S.C. 2313).

__ (14) [Reserved].

__ (15) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Oct 2022) ( 15 U.S.C. 657a).

__ (16) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Oct 2022) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

__ (17) [Reserved] _X_ (18) (i) 52.219-6, Notice of Total Small Business Set-Aside (Nov 2020) (15 U.S.C. 644).

__ (ii) Alternate I (Mar 2020) of 52.219-6.

__ (19) (i) 52.219-7, Notice of Partial Small Business Set-Aside (Nov 2020) (15 U.S.C. 644).

__ (ii) Alternate I (Mar 2020) of 52.219-7.

_X_ (20) 52.219-8, Utilization of Small Business Concerns (Jan 2025)( 15 U.S.C. 637(d)(2) and (3)).

___ (21) (i) 52.219-9, Small Business Subcontracting Plan (Jan 2025) ( 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 (Jun 2020) of 52.219-9.

__ (v) Alternate IV (Jan 2025) of 52.219-9.

__ (22) (i) 52.219-13, Notice of Set-Aside of Orders (Mar 2020) (15 U.S.C. 644(r)).

__ (ii) Alternate I (Mar 2020) of 52.219-13.

_X_ (23) 52.219-14, Limitations on Subcontracting (Oct 2022) (15 U.S.C. 657s).

__ (24) 52.219-16, Liquidated Damages—Subcontracting Plan (Sep 2021) (15 U.S.C. 637(d)(4)(F)(i)).

__ (25) 52.219-27, Notice of Set-Aside for, or Sole-Source Award to, Service-Disabled Veteran-Owned Small Business (SDVOSB) Concerns Eligible Under the SDVOSB Program (Feb 2024) (15 U.S.C. 657f).

_X_ (26) (i) 52.219-28, Postaward Small Business Program Rerepresentation (Jan 2025) (15 U.S.C. 632(a)(2)).

__ (ii) Alternate I (Mar 2020) of 52.219-28.

__ (27) 52.219-29, Notice of Set-Aside for, or Sole-Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (Oct 2022) (15 U.S.C. 637(m)).

__ (28) 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 (Oct 2022) (15 U.S.C. 637(m)).

__ (29) 52.219-32, Orders Issued Directly Under Small Business Reserves (Mar 2020) ( 15 U.S.C. 644(r)).

__ (30) 52.219-33, Nonmanufacturer Rule (Sep 2021) ( 15 U.S.C. 637(a)(17)).

_X_ (31) 52.222-3, Convict Labor (Jun 2003) (E.O.11755).

__ (32) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (Jan 2025)( E.O. 13126).

_X_ (33) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

_X_ (34) (i) 52.222-26, Equal Opportunity (Sep 2016) (E.O.11246).

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

_X_ (35) (i) 52.222-35, Equal Opportunity for Veterans (Jun 2020) ( 38 U.S.C. 4212).

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

_X_ (36) (i) 52.222-36, Equal Opportunity for Workers with Disabilities (Jun 2020) (29 U.S.C. 793).

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

_X_ (37) 52.222-37, Employment Reports on Veterans (Jun 2020) (38 U.S.C. 4212).

_X_ (38) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O.

13496).

_X_ (39) (i) 52.222-50, Combating Trafficking in Persons (Nov 2021) (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_ (40) 52.222-54, Employment Eligibility Verification (Jan 2025) (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial products or commercial services as prescribed in FAR 22.1803.)

__ (41) (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.)

__ (42) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (May 2024) (42 U.S.C. 7671, et seq.).

__ (43) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (May 2024) (42 U.S.C. 7671, et seq.).

__ (44) 52.223-20, Aerosols (May 2024) (42 U.S.C. 7671, et seq.).

__ (45) 52.223-21, Foams (May 2024) (42 U.S.C. 7671, et seq.).

_X_ (46) 52.223-23, Sustainable Products and Services (May 2024) (E.O. 14057, 7 U.S.C. 8102, 42 U.S.C. 6962, 42

U.S.C. 8259b, and 42 U.S.C. 7671l).

__ (47) (i) 52.224-3 Privacy Training (Jan 2017) (5 U.S.C. 552 a).

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

__ (48) (i) 52.225-1, Buy American-Supplies (Oct 2022) (41 U.S.C. chapter 83).

__ (ii) Alternate I (Oct 2022) of 52.225-1.

__ (49) (i) 52.225-3, Buy American-Free Trade Agreements-Israeli Trade Act (NOV 2023) (19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, 19 U.S.C. chapter 29 (sections 4501-4732), Public Law 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 [Reserved].

__ (iii) Alternate II (Jan 2025) of 52.225-3.

__ (iv) Alternate III (Feb 2024) of 52.225-3.

__ (v) Alternate IV (Oct 2022) of 52.225-3.

__ (50) 52.225-5, Trade Agreements (NOV 2023) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

_X_ (51) 52.225-13, Restrictions on Certain Foreign Purchases (Feb 2021) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

__ (52) 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. Subtitle A, Part V, Subpart G Note).

__ (53) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C. 5150).

__ (54) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) (42 U.S.C.

5150).

_X_ (55) 52.226-8, Encouraging Contractor Policies to Ban Text Messaging While Driving (May 2024) ( E.O.

13513).

__ (56) 52.229-12, Tax on Certain Foreign Procurements (Feb 2021).

__ (57) 52.232-29, Terms for Financing of Purchases of Commercial Products and Commercial Services (Nov 2021) (41 U.S.C. 4505, 10 U.S.C. 3805).

__ (58) 52.232-30, Installment Payments for Commercial Products and Commercial Services (Nov 2021) (41 U.S.C.

4505, 10 U.S.C. 3805).

_X_ (59) 52.232-33, Payment by Electronic Funds…