19AQMM25R0299_NDR.pdf

Document Number: 19AQMM25R0299 PROCESSED Page 1 of 53

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

NOTE: OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24 & 30 1. REQUISITION NUMBER PAGE 1 OF 53

5. SOLICITATION NUMBER

19AQMM25R0299

2. CONTRACT NUMBER 3. AWARD/EFFECTIVE DATE

09/08/2025

4. ORDER NUMBER 6. SOLICITATION ISSUE

DATE

09/08/2025

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME Rukmal S Perera

b. TELEPHONE NUMBER (No collect calls) 8. OFFER DUE DATE / LOCAL

TIME

09/15/2025

08:00 ET

CODE AGA

Professional Services

TSS/SVC/PS

Office of Global Acquisition 1200 Wilson Blvd (SA-06B) Arlington, VA 22209

9. ISSUED BY X UNRESTRICTED OR SET ASIDE: % FOR

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

(SDVOSB)

WOMEN-OWNED SMALL

BUSINESS (WOSB)

ECONOMICALLY DISADVANTAGED WOMEN-

OWNED SMALL BUSINESS (EDWOSB)

8(A)

NORTH AMERICAN INDUSTRY

CLASSIFICATION STANDARD

(NAICS):

SIZE STANDARD:

10. THE ACQUISITION IS

SEE

SCHEDULE

11. DELIVERY FOR FREE ON BOARD

(FOB) DESTINATION UNLESS BLOCK IS

MARKED

0 Days: 0.00 %

0 Days: 0.00 % 0 Days: 0.00 % 0 Days: 0.00 %

12. DISCOUNT TERMS

13a. THIS CONTRACT IS

RATED ORDER UNDER THE

DEFENSE PRIORITIES AND

ALLOCATIONS SYSTEM -

DPAS (15 CFR 700)

13b. RATING

REQUEST

FOR

QUOTE

(RFQ)

INVITATION

FOR BID

(IFB)

X REQUEST

FOR

PROPOSAL

(RFP)

14. METHOD OF SOLICITATION

CODE15. DELIVER TO CODE16. ADMINISTERED BY

FACILITY

CODE

CODE

Contact UEI:

Telephone No.

17a. CONTRACTOR/

OFFEROR

CODE18a. PAYMENT WILL BE MADE BY

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN

OFFER SEE ADDENDUM

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS

CHECKED

19. ITEM NUMBER 20. SCHEDULE OF SUPPLIES/SERVICES

(Use Reverse and/or Attach Additional Sheets as Necessary)

21. QUANTITY 22. UNIT 23. UNIT PRICE 24. AMOUNT

See Line Information

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Government Use Only)

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA ARE ARE NOT ATTACHED

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN ____ COPIES TO

ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DELIVER ALL ITEMS SET FORTH

OR OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS SUBJECT TO THE

TERMS AND CONDITIONS SPECIFIED.

29. AWARD OF CONTRACT: REFERENCE _____________________________

OFFER DATED _________________ . YOUR OFFER ON SOLICITATION (BLOCK

5) INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH

HEREIN, IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE SIGNED 31b. NAME OF THE CONTRACTING OFFICER (TYPE OR PRINT) Rukmal S Perera

31c. DATE SIGNED 09/08/2025

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 11/2021)

Prescribed by GSA - FAR (48 CFR) 53.212

SENSITIVE BUT UNCLASSIFIED

Document Number: 19AQMM25R0299 PROCESSED Page 2 of 53

19.

ITEM NUMBER

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: _________________________________

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE 32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f. TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

PARTIAL FINAL

33. SHIP NUMBER 34. VOUCHER NUMBER 35. AMOUNT VERIFIED

CORRECT FOR

COMPLETE PARTIAL FINAL

36. PAYMENT 37. CHECK NUMBER

38. S/R ACCOUNT NUMBER 39. S/R VOUCHER NUMBER 40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT 42a. RECEIVED BY (Print)

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42b. RECEIVED AT (Location)

42c. DATE REC'D (YY/MM/DD) 42d. TOTAL CONTAINERS

STANDARD FORM 1449 (REV. 11/2021) BACK

Document Number: 19AQMM25R0299 PROCESSED Page 3 of 53

Section A - Solicitation/Contract Form

Line Item Summary

Solicitation Number:

19AQMM25R0299

Contract Number: Title:

Network Detection & Response

Date of Solicitation:

09/08/2025

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

PSC: DJ01

PSC Description: IT AND TELECOM - SECURITY AND

COMPLIANCE SUPPORT SERVICES (LABOR)

Type of Contract Pricing: Firm Fixed Price

0.0 LT $0.00 $0.00

Period of Performance: 09/30/2025 - 09/29/2026

Description: Project Manager

Pricing Options: Base

CLIN Funding: Cost:

Base Totals: $0.00 $0.00

Exercised Options Totals: $0.00 $0.00

Unexercised Options Totals: $0.00 $0.00

Base and Options Totals: $0.00 $0.00

Clause Title Fill-ins

52.246-4 Inspection of Services-Fixed-Price (Aug 1996)

52.203-3 Gratuities (Apr 1984)

52.203-12 Limitation On Payments to Influence Certain Federal Transactions (Jun 2020)

52.203-13 Contractor Code of Business Ethics and Conduct (Nov 2021)

52.204-9 Personal Identity Verification of Contractor Personnel (Jan 2011)

52.204-12 Unique Entity Identifier Maintenance (Oct 2016)

52.204-13 System for Award Management Maintenance (Oct 2018)

52.204-14 Service Contract Reporting Requirements (Oct 2016)

52.204-18 Commercial and Government Entity Code Maintenance (Aug 2020)

52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters

(Oct 2018)

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

52.212-4 Contract Terms and Conditions-Commercial Products and Commercial

Services (Nov 2023)

52.215-2 Audit and Records-Negotiation (Jun 2020)

Document Number: 19AQMM25R0299 PROCESSED Page 4 of 53

Clause Title Fill-ins

52.215-8 Order of Precedence - Uniform Contract Format (Oct 1997)

52.222-54 Employment Eligibility Verification (Jan 2025)

52.224-1 Privacy Act Notification (Apr 1984)

52.224-2 Privacy Act (Apr 1984)

52.224-3 Privacy Training (Jan 2017)

52.237-2 Protection of Government Buildings, Equipment, and Vegetation (Apr 1984)

52.203-11 Certification And Disclosure Regarding Payments to Influence Certain

Federal Transactions (Sept 2024)

52.212-3 Offeror Representations and Certifications-Commercial Products and

Commercial Services (MAY 2024)(DEVIATION FEB 2025)

52.204-7 System for Award Management (Nov 2024)

52.204-16 Commercial and Government Entity Code Reporting (Aug 2020)

52.204-22 Alternative Line Item Proposal (Jan 2017)

52.215-1 Instructions to Offerors-Competitive Acquisition (Nov 2021)

52.237-1 Site Visit (Apr 1984)

B - SUPPLIES OR SERVICES AND PRICES/COSTS

B.1 Overview

The objective of this procurement is to acquire and deploy a fully operational Network Detection and Response (NDR) solution that significantly enhances the Department of State’s ability to detect, investigate, and respond to advanced network-based threats across its globally distributed IT enterprise.

B.2 General

The Government will award a Firm-Fixed-Price (FFP) contract. The prices below shall include all direct costs, indirect costs, overhead, and profit necessary to perform the requirements in accordance with the Performance Work Statement (PWS).

B.3 Price Schedule

The Government will award a Firm-Fixed-Price (FFP) contract. The prices below shall include all direct costs, indirect costs, overhead, and profit necessary to perform the requirements in accordance with the Performance Work Statement (PWS).

For all service CLINs, the Unit of Measure (UOM) shall be “Month” to support monthly incremental funding. Hardware, travel, or other one-time costs may use “Lot” or another appropriate UOM as specified. Offerors shall ensure their pricing is consistent with these UOM requirements and that all extended prices (unit price × quantity) are accurately calculated.

Figure 1. Base Year Sample CLIN Pricing Table Schedule of Supplies/Services CLIN Description of

Services Quantity Unit Unit Price Total Price

Base Year

Document Number: 19AQMM25R0299 PROCESSED Page 5 of 53

001 Project Manager 12 Month 002 Cybersecurity

Architect III 12 Month

003 Cybersecurity Engineer- Solution

SME

12 Month

004 NDR Software Platform with 24/7 Premium Support

1 Each

005 Annual License Subscription and Support for On-prem & Cloud Hosts

145000 Units Each

006 Hardware (Sensor Nodes, TAP/Network Infrastructure) with OEM Warranty

1 Lot

007 Remote Certified Solution Training *

1 Each $ 15,000.00

008 Travel * 1 Lot $ 5,000.00 Total Firm Fixed Price Base Year

• denotes - Place Holder Number

B.4 Option Periods

The Government may exercise option periods in accordance with FAR 52.217-9, Option to Extend the Term.

Figure 2. Option Year One Option Year One (if excercised)

CLIN Description of Services

Quantity Unit Unit Price Total Price

1001 Project Manager 12 Month 1002 Cybersecurity

Architect III 12 Month

1003 Cybersecurity Engineer- Solution

SME

12 Month

1004 NDR Software Platform with 24/7 Premium Support

1 Each

1005 Annual License Subscription and Support for On-prem & Cloud Hosts

150000 units Each

1006 Hardware (Sensor Nodes, TAP/Network Infrastructure) with OEM Warranty

1 Lot

1007 Remote Certified Solution Training *

1 Each $ 15,000.00

1008 Travel * 1 Lot $ 5,000.00 Total Firm Fixed Price Option Year One

• * denotes - Place Holder Number

Document Number: 19AQMM25R0299 PROCESSED Page 6 of 53

(END OF SECTION B)

C - PERFORMANCE WORK STATEMENT

C.1 Purpose

The purpose of this procurement is to acquire and deploy a fully operational Network Detection and Response (NDR) solution that significantly enhances the Department of State’s ability to detect, investigate, and respond to advanced network-based threats across its globally distributed IT enterprise.

The Office of Cyber Monitoring and Operations (DS/CTS/CMO) is enhancing the Department of State’s cyber defense capabilities to address sophisticated and persistent network-based threats. To support this mission, the Cyber Operations Division (DS/CTS/CMO/ COD) is procuring a Network Detection and Response (NDR) solution that delivers advanced capabilities such as AI-driven traffic analysis, encrypted traffic inspection, east-west visibility, and automated threat detection and response. This acquisition supports CMO’s broader efforts to modernize network security monitoring and reduce the meantime to detect and respond to threats across enterprise and non-enterprise network environments.

C.2 Scope

The Contractor shall furnish all personnel, equipment, materials, and services necessary to perform the requirements set forth in the Performance Work Statement (PWS).

C.3 Statement of Work / Performance Work Statement

The detailed requirements for this contract are provided in Attachment J-1, Performance Work Statement (PWS), which is hereby incorporated by reference into this solicitation and any resulting contract. The Contractor shall perform in accordance with the PWS and all terms and conditions of the contract.

(END OF SECTION C)

D - PACKAGING AND MARKING

D.1 General

All deliverable reports submitted by the Contractor to the Government under this contract shall prominently show on the cover of the report:

1. a. Name and address of the Contractor

b. Contract number

c. Date of report

d. Program Office

All reports become property of the DOS. The Contractor shall not include any company watermarking or statement that would prevent the DOS from utilizing or circulating the information contained in the report. If there are issues with the potential proprietary nature of the information, it shall be brought to the attention of the CO for resolution.

Unless otherwise requested, reports shall be submitted electronically to the Contracting Officer Representative COR.

(End of Section D)

E - INSPECTION AND ACCEPTANCE

E.1 52.252-2 Clauses - (Feb 1998)

Document Number: 19AQMM25R0299 PROCESSED Page 7 of 53

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:

www.acquisition.gov/FAR

Clauses Incorporated by Reference

FAR Clause Title Date 52.212-4 Contract Terms and Conditions—Commercial

Products and Commercial Services Nov 2023

E.2 Standards for Inspection and Acceptance of Deliverables

Inspection and acceptance of all deliverables shall be in accordance with the requirements and standards set forth in the Performance Work Statement (PWS). The PWS serves as the governing reference for determining the acceptability of supplies and services under this contract.

(End of Section E)

F - DELIVERIES OR PERFORMANCE

F.1 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:

www.acquisition.gov/FAR The following clauses apply at the Order level, as applicable, subject to specific delivery and performance requirements as set forth in the applicable Order.

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

FAR Clause Title Date 52.212-4 Contract Terms and Conditions—Commercial

Products and Commercial Services Nov 2023

52.242-15 Stop-Work Order Aug 1989

F.2 Period of Performance

This Period of Performance (POP) from date of award one-year base period from the date of award with one, one-year option period that may be exercised solely at the government's discretion.

The base period of performance is September 30, 2025 – September 29, 2026

The Option year one period of performance is September 30, 2026 – September 29, 2027 if exercised.

F.3 Place of Performance

The Place of Performance of this contract will be as follows:

• Location: SA-26, 8101 O’Dell Rd. Beltsville, MD 20708

• Location: SA-20, 1801 N Lynn Street Arlington VA, 22209

• Location: DOS ESOC West, 1 Denver Federal Center, Building 17, Denver, Colorado 80225

F.4 Deliverables

Performance under this contract shall be in accordance with the Performance Work Statement (PWS) and any task orders issued hereunder. All deliverables, including reports, products, and services, shall be provided in the quantities, at the locations, and within

Document Number: 19AQMM25R0299 PROCESSED Page 8 of 53 the timeframes specified in the PWS. The applicable terms for delivery and performance are incorporated by reference from FAR 52.212-4(f), Contract Terms and Conditions—Commercial Products and Commercial Services.

F.5 Performance Standards and Evaluation The Contractor shall perform all work in accordance with the Performance Work Statement (PWS), meeting the standards and requirements specified therein. Performance will be evaluated based on the following criteria:

1. Quality of Deliverables

• Deliverables, including reports, products, and services, must meet all technical and contractual requirements outlined in the PWS.

• Any deficiencies must be corrected at the Contractor’s expense within the timeframe specified by the Contracting Officer’s Representative (COR).

2. Timeliness of Performance

• Deliverables shall be submitted by the dates specified in the PWS.

• Late or incomplete submissions may be subject to corrective actions or consideration in performance evaluations.

3. Compliance with Contract Requirements

• Contractor performance shall comply with all applicable Federal regulations, contract clauses, and PWS standards.

4. Customer Satisfaction / Responsiveness

• The Government may assess responsiveness, communication, and overall satisfaction with services provided under the contract.

5. Evaluation Process

• Performance evaluations will be conducted periodically (e.g., monthly, quarterly, or as specified in the PWS).

• Results of evaluations may be documented in the Contractor Performance Assessment Reporting System

(CPARS) or equivalent Government system, and may influence future tasking or awards.

The Contractor is expected to proactively monitor performance, address deficiencies, and maintain a high standard of quality and responsiveness throughout the contract period.

F.6 Key Personnel

The key personnel that the Contractor must furnish for the performance of this contract are as follows:

Key Personnel Position Name Project Manager Cybersecurity Architect Cybersecurity Security Engineer, Solutions Engineer, or Solution SME

The Contractor must immediately notify the CO and the COR of any key personnel’s departure and the reasons thereof and propose interim coverage while rectifying the situation. The Contractor will propose a substitute candidate for each vacated position to the CO and the COR along with a budget impact statement in sufficient detail to permit evaluation of the impact on the program. The Contractor must not replace the key personnel without the prior written consent of the COR and prior written approval of the CO, whether provided in advance or by ratification.

F.7 Contractor’s Primary Point of Contact

The contractor’s primary point of contact is TBD and can be reached at TBD and TBD.

(End of Section F)

Document Number: 19AQMM25R0299 PROCESSED Page 9 of 53

G - CONTRACT ADMINISTRATION DATA

G.1 Contract Administration

This contract will be administered as follows:

Contracting Officer

TBD

U.S. Department of State Office of Acquisitions Management Email:

Contracting Officer’s Representative (COR)/EVOLVE Program Manager

TBD

U.S. Department of State Bureau of Diplomatic Security Email:

Written communications regarding the administration of this contract shall refer to the contract number and applicable task order number(s), and shall be submitted electronically to the CO, COR, and any alternate points of contact, as delineated herein.

G.2 Contracting Officer’s Authority

The Contracting Officer (CO) is the only individual authorized to approve or direct any changes to the requirements of this contract.

Notwithstanding any provisions elsewhere in this contract, this authority remains solely with the CO.

If the Contractor undertakes any changes at the direction of any person other than the CO, such changes shall be considered unauthorized, and no adjustment shall be made to the contract terms, including price, fee, or profit.

G.3 652.242-70 - CONTRACTING OFFICER'S REPRESENTATIVE (COR) (AUG 1999)

(a) The Contracting Officer may designate in writing one or more Government employees, by name and position title, to take action for the Contracting Officer under this contract. Each designee shall be identified as a Contracting Officer's Representative (COR).

Such designation(s) shall specify the scope and limitations of the authority so delegated; provided, that the designee shall not change the terms or conditions of the contract, unless the COR is a warranted Contracting Officer and this authority is delegated in the designation.

(b) The COR is [insert job title of COR]. TBD

(End of clause)

(c) The responsibilities of the COR and any alternate CORs include, but are not limited to:

1. Recommending, to the Contracting Officer, deductions for payment for hours not worked;

2. Advising the Contracting Officer of nonperformance or unsatisfactory performance;

3. Advising the Contracting Officer of any factors that may cause delay in performance of work; and

4. Reviewing and approving invoices for payment.

(d) The COR, and any other representatives, will be appointed in writing by the Contracting Officer.

(e) The Contracting Officer reserves the right to appoint other individuals, such as, but not limited to, Government Technical Monitors, Property Administrators, and Plant Clearance Officers to assist in the administration of this contract and any resultant task orders. Depending on the nature of required support, the Government reserves the right to utilize third party contractors to assist in contract administration.

(END OF SECTION G)

Document Number: 19AQMM25R0299 PROCESSED Page 10 of 53

H - SPECIAL CONTRACT REQUIREMENTS

The following pages set forth the Special Contract Requirements applicable to this contract. These requirements are in addition to the general terms and conditions and are integral to the Contractor’s performance under this contract. Offerors are expected to comply fully with all requirements specified herein.

52.202-1 - Definitions (Jun 2020)

When a solicitation provision or contract clause uses a word or term that is defined in the Federal Acquisition Regulation (FAR), the word or term has the same meaning as the definition in FAR 2.101 in effect at the time the solicitation was issued, unless-

(a) The solicitation, or amended solicitation, provides a different definition;

(b) The contracting parties agree to a different definition;

(c) The part, subpart, or section of the FAR where the provision or clause is prescribed provides a different meaning;

(d) The word or term is defined in FAR part 31, for use in the cost principles and procedures; or

(e) The word or term defines an acquisition-related threshold, and if the threshold is adjusted for inflation as set forth in FAR 1.109(a), then the changed threshold applies throughout the remaining term of the contract, unless there is a subsequent threshold adjustment;

see FAR 1.109(d).

(End of clause)

52.203-5 - Covenant Against Contingent Fees (May 2014)

(a) The Contractor warrants that no person or agency has been employed or retained to solicit or obtain this contract upon an agreement or understanding for a contingent fee, except a bona fide employee or agency. For breach or violation of this warranty, the Government shall have the right to annul this contract without liability or, to deduct from the contract price or consideration, or otherwise recover, the full amount of the contingent fee.

(b) "Bona fide agency," as used in this clause, means an established commercial or selling agency, maintained by a contractor for the purpose of securing business, that neither exerts nor proposes to exert improper influence to solicit or obtain Government contracts nor holds itself out as being able to obtain any Government contract or contracts through improper influence.

"Bona fide employee," as used in this clause, means a person, employed by a contractor and subject to the contractor's supervision and control as to time, place, and manner of performance, who neither exerts nor proposes to exert improper influence to solicit or obtain Government contracts nor holds out as being able to obtain any Government contract or contracts through improper influence.

"Contingent fee," as used in this clause, means any commission, percentage, brokerage, or other fee that is contingent upon the success that a person or concern has in securing a Government contract.

"Improper influence," as used in this clause, means any influence that induces or tends to induce a Government employee or officer to give consideration or to act regarding a Government contract on any basis other than the merits of the matter.

(End of clause)

52.203-6 - Restrictions on Subcontractor Sales to the Government (Jun 2020)

(a) Except as provided in (b) of this clause, the Contractor shall not enter into any agreement with an actual or prospective subcontractor, nor otherwise act in any manner, which has or may have the effect of restricting sales by such subcontractors directly to the Government of any item or process (including computer software) made or furnished by the subcontractor under this contract or under any follow-on production contract.

(b) The prohibition in (a) of this clause does not preclude the Contractor from asserting rights that are otherwise authorized by law or regulation.

Document Number: 19AQMM25R0299 PROCESSED Page 11 of 53

(c) The Contractor agrees to incorporate the substance of this clause, including this paragraph (c), in all subcontracts under this contract which exceed the simplified acquisition threshold, as defined in Federal Acquisition Regulation 2.101 on the date of subcontract award.

(End of clause)

52.203-7 - Anti-Kickback Procedures (Jun 2020)

(a) Definitions.

"Kickback," as used in this clause, means any money, fee, commission, credit, gift, gratuity, thing of value, or compensation of any kind which is provided to any prime Contractor, prime Contractor employee, subcontractor, or subcontractor employee for the purpose of improperly obtaining or rewarding favorable treatment in connection with a prime contract or in connection with a subcontract relating to a prime contract.

"Person," as used in this clause, means a corporation, partnership, business association of any kind, trust, joint-stock company, or individual.

"Prime contract," as used in this clause, means a contract or contractual action entered into by the United States for the purpose of obtaining supplies, materials, equipment, or services of any kind.

"Prime Contractor" as used in this clause, means a person who has entered into a prime contract with the United States.

"Prime Contractor employee," as used in this clause, means any officer, partner, employee, or agent of a prime Contractor.

"Subcontract," as used in this clause, means a contract or contractual action entered into by a prime Contractor or subcontractor for the purpose of obtaining supplies, materials, equipment, or services of any kind under a prime contract.

"Subcontractor," as used in this clause, (1)means any person, other than the prime Contractor, who offers to furnish or furnishes any supplies, materials, equipment, or services of any kind under a prime contract or a subcontract entered into in connection with such prime contract, and (2)includes any person who offers to furnish or furnishes general supplies to the prime Contractor or a higher tier subcontractor.

"Subcontractor employee," as used in this clause, means any officer, partner, employee, or agent of a subcontractor.

(b) 41 U.S.C. chapter 87, Kickbacks, prohibits any person from--

(1) Providing or attempting to provide or offering to provide any kickback;

(2) Soliciting, accepting, or attempting to accept any kickback; or

(3) Including, directly or indirectly, the amount of any kickback in the contract price charged by a prime Contractor to the United States or in the contract price charged by a subcontractor to a prime Contractor or higher tier subcontractor.

(c) (1) The Contractor shall have in place and follow reasonable procedures designed to prevent and detect possible violations described in paragraph (b) of this clause in its own operations and direct business relationships.

(2) When the Contractor has reasonable grounds to believe that a violation described in paragraph (b) of this clause may have occurred, the Contractor shall promptly report in writing the possible violation. Such reports shall be made to the inspector general of the contracting agency, the head of the contracting agency if the agency does not have an inspector general, or the Attorney General.

(3) The Contractor shall cooperate fully with any Federal agency investigating a possible violation described in paragraph (b) of this clause.

(4) The Contracting Officer may (i)offset the amount of the kickback against any monies owed by the United States under the prime contract and/or (ii)direct that the Prime Contractor withhold from sums owed a subcontractor under the prime contract the amount of the kickback. The Contracting Officer may order that monies withheld under subdivision (c)(4)(ii) of this clause be paid over to the Government unless the Government has already offset those monies under subdivision (c)(4)(i) of this clause. In either case, the Prime Contractor shall notify the Contracting Officer when the monies are withheld.

(5) The Contractor agrees to incorporate the substance of this clause, including this paragraph (c)(5) but excepting paragraph (c)(1) of this clause, in all subcontracts under this contract that exceed the threshold specified in Federal Acquisition Regulation 3.502-2(i) on the date of subcontract award.

(End of clause)

52.203-17 - Contractor Employee Whistleblower Rights (Nov 2023)

(a) This contract and employees working on this contract will be subject to the whistleblower rights and remedies established at 41 U.S.C. 4712 and Federal Acquisition Regulation (FAR) 3.900 through 3.905.

(b) The Contractor shall inform its employees in writing, in the predominant language of the workforce, of employee whistleblower rights and protections under 41 U.S.C. 4712, as described in FAR 3.900 through 3.905.

(c) The Contractor shall insert the substance of this clause, including this paragraph (c), in all subcontracts.

Document Number: 19AQMM25R0299 PROCESSED Page 12 of 53

(End of clause)

52.204-10 - Reporting Executive Compensation and First-Tier Subcontract Awards (Jun 2020)

(a) Definitions. As used in this clause:

"Executive" means officers, managing partners, or any other employees in management positions.

"First-tier subcontract" means a subcontract awarded directly by the Contractor for the purpose of acquiring supplies or services (including construction) for performance of a prime contract. It does not include the Contractor's supplier agreements with vendors, such as long-term arrangements for materials or supplies that benefit multiple contracts and/or the costs of which are normally applied to a Contractor's general and administrative expenses or indirect costs.

"Month of award" means the month in which a contract is signed by the Contracting Officer or the month in which a first-tier subcontract is signed by the Contractor.

"Total compensation" means the cash and noncash dollar value earned by the executive during the Contractor's preceding fiscal year and includes the following (for more information see 17 CFR 229.402(c)(2)):

(1) Salary and bonus.

(2) Awards of stock, stock options, and stock appreciation rights. Use the dollar amount recognized for financial statement reporting purposes with respect to the fiscal year in accordance with the Financial Accounting Standards Board's Accounting Standards Codification (FASB ASC) 718, Compensation-Stock Compensation.

(3) Earnings for services under non-equity incentive plans. This does not include group life, health, hospitalization or medical reimbursement plans that do not discriminate in favor of executives, and are available generally to all salaried employees.

(4) Change in pension value. This is the change in present value of defined benefit and actuarial pension plans.

(5) Above-market earnings on deferred compensation which is not tax-qualified.

(6) Other compensation, if the aggregate value of all such other compensation (e.g., severance, termination payments, value of life insurance paid on behalf of the employee, perquisites or property) for the executive exceeds $10,000.

(b) Section 2(d)(2) of the Federal Funding Accountability and Transparency Act of 2006 (Pub. L. 109-282), as amended by section 6202 of the Government Funding Transparency Act of 2008 (Pub. L. 110-252), requires the Contractor to report information on subcontract awards. The law requires all reported information be made public, therefore, the Contractor is responsible for notifying its subcontractors that the required information will be made public.

(c) Nothing in this clause requires the disclosure of classified information

(d) (1) Executive compensation of the prime contractor. As a part of its annual registration requirement in the System for Award Management (SAM) (Federal Acquisition Regulation (FAR) provision 52.204-7), the Contractor shall report the names and total compensation of each of the five most highly compensated executives for its preceding completed fiscal year, if--

(i) In the Contractor's preceding fiscal year, the Contractor received--

(A) 80 percent or more of its annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants), cooperative agreements, and other forms of Federal financial assistance; and

(B) $25,000,000 or more in annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants), cooperative agreements, and other forms of Federal financial assistance; and

(ii) The public does not have access to information about the compensation of the executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986. (To determine if the public has access to the compensation information, see the U.S. Security and Exchange Commission total compensation filings at http://www.sec.gov/answers/execomp.htm.)

(2) First-tier subcontract information. Unless otherwise directed by the Contracting Officer, or as provided in paragraph (g) of this clause, by the end of the month following the month of award of a first-tier subcontract valued at or above the threshold specified in FAR 4.1403(a) on the date of subcontract award, the Contractor shall report the following information at http://www.fsrs.gov for that first-tier subcontract. (The Contractor shall follow the instructions at http://www.fsrs.gov to report the data.)

(i) Unique entity identifier for the subcontractor receiving the award and for the subcontractor's parent company, if the subcontractor has a parent company.

(ii) Name of the subcontractor.

(iii) Amount of the subcontract award.

(iv) Date of the subcontract award.

(v) A description of the products or services (including construction) being provided under the subcontract, including the overall purpose and expected outcomes or results of the subcontract.

(vi) Subcontract number (the subcontract number assigned by the Contractor).

(vii) Subcontractor's physical address including street address, city, state, and country. Also include the nine-digit zip code and congressional district.

(viii) Subcontractor's primary performance location including street address, city, state, and country. Also include the nine-digit zip code and congressional district.

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(ix) The prime contract number, and order number if applicable.

(x) Awarding agency name and code.

(xi) Funding agency name and code.

(xii) Government contracting office code.

(xiii) Treasury account symbol (TAS) as reported in FPDS.

(xiv) The applicable North American Industry Classification System code (NAICS).

(3) Executive compensation of the first-tier subcontractor. Unless otherwise directed by the Contracting Officer, by the end of the month following the month of award of a first-tier subcontract valued at or above the threshold specified in FAR 4.1403(a) on the date of subcontract award, and annually thereafter (calculated from the prime contract award date), the Contractor shall report the names and total compensation of each of the five most highly compensated executives for that first-tier subcontractor for the first-tier subcontractor's preceding completed fiscal year at http://www.fsrs.gov , if--

(i) In the subcontractor's preceding fiscal year, the subcontractor received--

(A) 80 percent or more of its annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants), cooperative agreements, and other forms of Federal financial assistance; and

(B) $25,000,000 or more in annual gross revenues from Federal contracts (and subcontracts), loans, grants (and subgrants), cooperative agreements, and other forms of Federal financial assistance; and

(ii) The public does not have access to information about the compensation of the executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78 m(a), 78 o(d)) or section 6104 of the Internal Revenue Code of 1986. (To determine if the public has access to the compensation information, see the U.S. Security and Exchange Commission total compensation filings at http://www.sec.gov/answers/execomp.htm.)

(e) The Contractor shall not split or break down first-tier subcontract awards to a value below the threshold specified in FAR 4.1403(a), on the date of subcontract award, to avoid the reporting requirements in paragraph (d) of this clause.

(f) The Contractor is required to report information on a first-tier subcontract covered by paragraph (d) when the subcontract is awarded. Continued reporting on the same subcontract is not required unless one of the reported data elements changes during the performance of the subcontract. The Contractor is not required to make further reports after the first-tier subcontract expires.

(g) (1) If the Contractor in the previous tax year had gross income, from all sources, under $300,000, the Contractor is exempt from the requirement to report subcontractor awards.

(2) If a subcontractor in the previous tax year had gross income from all sources under $300,000, the Contractor does not need to report awards for that subcontractor.

(h) The FSRS database at http://www.fsrs.gov will be prepopulated with some information from SAM and the FPDS database. If FPDS information is incorrect, the contractor should notify the contracting officer. If the SAM information is incorrect, the contractor is responsible for correcting this information.

(End of clause)

52.204-19 - Incorporation by Reference of Representations and Certifications (Dec 2014)

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)

52.204-23 - Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab Covered Entities (Dec 2023)

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

Kaspersky Lab covered article means any hardware, software, or service that--

(1) Is developed or provided by a Kaspersky Lab covered entity;

(2) Includes any hardware, software, or service developed or provided in whole or in part by a Kaspersky Lab covered entity; or

(3) Contains components using any hardware or software developed in whole or in part by a Kaspersky Lab covered entity.

Kaspersky Lab covered entity means--

(1) Kaspersky Lab;

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(2) Any successor entity to Kaspersky Lab, including any change in name, e.g., "Kaspersky";

(3) Any entity that controls, is controlled by, or is under common control with Kaspersky Lab; or

(4) Any entity of which Kaspersky Lab has a majority ownership.

(b) Prohibition. Section 1634 of Division A of the National Defense Authorization Act for Fiscal Year 2018 (Pub. L. 115-91) prohibits Government use of any Kaspersky Lab covered article. The Contractor is prohibited from--

(1) Providing any Kaspersky Lab covered article that the Government will use on or after October 1, 2018; and

(2) Using any Kaspersky Lab covered article on or after October 1, 2018, in the development of data or deliverables first produced in the performance of the contract.

(c) Reporting requirement.

(1) In the event the Contractor identifies a Kaspersky Lab covered article provided to the Government during contract performance, or the Contractor is notified of such by a subcontractor at any tier or any other source, the Contractor shall report, in writing, to the Contracting Officer or, in the case of the Department of Defense, to the website at https://dibnet.dod.mil. For indefinite delivery contracts, the Contractor shall report to the Contracting Officer for the indefinite delivery contract and the Contracting Officer(s) for any affected order or, in the case of the Department of Defense, identify both the indefinite delivery contract and any affected orders in the report provided at https://dibnet.dod.mil.

(2) The Contractor shall report the following information pursuant to paragraph (c)(1) of this clause:

(i) Within 3 business days from the date of such identification or notification: The contract number; the order number(s), if applicable;

supplier name; brand; model number (Original Equipment Manufacturer (OEM) number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended.

(ii) Within 10 business days of submitting the report pursuant to paragraph (c)(1) of this clause: any further available information about mitigation actions undertaken or recommended. In addition, the Contractor shall describe the efforts it undertook to prevent use or submission of a Kaspersky Lab covered article, any reasons that led to the use or submission of the Kaspersky Lab covered article, and any additional efforts that will be incorporated to prevent future use or submission of Kaspersky Lab covered articles.

(d) Subcontracts. The Contractor shall insert the substance of this clause, including this paragraph (d), in all subcontracts including subcontracts for the acquisition of commercial products or commercial services.

(End of clause)

52.204-25 - Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment (Nov 2021)

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

Backhaul means intermediate links between the core network, or backbone network, and the small subnetworks at the edge of the network (e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet).

Covered foreign country means The People's Republic of China.

Covered telecommunications equipment or services means--

(1) Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities);

(2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications

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Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities);

(3) Telecommunications or video surveillance services provided by such entities or using such equipment; or

(4) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.

Critical technology means--

(1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations;

(2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal Regulations, and controlled--

(i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology; or

(ii) For reasons relating to regional stability or surreptitious listening;

(3) Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities);

(4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material);

(5) Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of title 9 of such Code, or part 73 of title 42 of such Code; or

(6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018 (50 U.S.C.

4817).

Interconnection arrangements means arrangements governing the physical connection of two or more networks to allow the use of another's network to hand off traffic where it is ultimately delivered (e.g., connection of a customer of telephone provider A to a customer of telephone company B) or sharing data and other information resources.

Reasonable inquiry means an inquiry designed to uncover any information in the entity's possession about the identity of the producer or provider of covered telecommunications equipment or services used by the entity that excludes the need to include an internal or third-party audit.

Roaming means cellular communications services (e.g., voice, video, data) received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high.

Substantial or essential component means any component necessary for the proper function or performance of a piece of equipment, system, or service.

(b) Prohibition.

(1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. The Contractor is prohibited from providing to the Government any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104.

(2) Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2020, from entering into a contract, or extending or renewing a contract, with

Document Number: 19AQMM25R0299 PROCESSED Page 16 of 53 an entity that uses any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract.

(c) Exceptions. This clause does not prohibit contractors from providing--

(1) A service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or

(2) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles.

(d) Reporting requirement.

(1) In the event the Contractor identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Contractor is notified of such by a subcontractor at any tier or by any other source, the Contractor shall report the information in paragraph (d)(2) of this clause to the Contracting Officer, unless elsewhere in this contract are established procedures for reporting the information; in the case of the Department of Defense, the Contractor shall report to the website at https://dibnet.dod.mil. For indefinite delivery contracts, the Contractor shall report to the Contracting Officer for the indefinite delivery contract and the Contracting Officer(s) for any affected order or, in the case of the Department of Defense, identify both the indefinite delivery contract and any affected orders in the report provided at https://dibnet.dod.mil.

(2) The Contractor shall report the following information pursuant to paragraph (d)(1) of this clause

(i) Within one business day from the date of such identification or notification: the contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended.

(ii) Within 10 business days of submitting the information in paragraph (d)(2)(i) of this clause: any further available information about mitigation actions undertaken or recommended. In addition, the Contractor shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services.

(e) Subcontracts. The Contractor shall insert the substance of this clause, including this paragraph (e) and excluding paragraph (b)(2), in all subcontracts and other contractual instruments, including subcontracts for the acquisition of commercial products or commercial services.

(End of clause)

52.204-27 - Prohibition on a ByteDance Covered Application (Jun 2023)

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

Covered application means the social networking service TikTok or any successor application or service developed or provided by ByteDance Limited or an entity owned by ByteDance Limited.

Information technology, as defined in 40 U.S.C. 11101(6)--

(1) Means any equipment or interconnected system or subsystem of equipment, used in the automatic acquisition, storage, analysis, evaluation, manipulation, management, movement, control, display, switching, interchange, transmission, or reception of data or information by the executive agency, if the equipment is used by the executive agency directly or is used by a contractor under…