2.2.1 Terms and Conditions.pdf

Terms and Conditions Solicitation No: 70FB8026R00000003

Appliances & Safety Equipment for the Transportable Temporary Housing Units

SECTION B - SUPPLIES OR SERVICES AND CONTRACT TYPE

B.1 GENERAL

FEMA is authorized under Section 408, Federal Assistance to Individuals and Households (42 U.S.C. 5174), of The Robert T. Stafford Disaster Relief and Emergency Assistance Act (Stafford Act), as Amended, to provide Direct Assistance to eligible Disaster Survivors. FEMA provides Appliances & Safety Equipment consisting of standard household items to eligible disaster Survivors housed in Transportable Temporary Housing Units (TTHUs)

The purpose of this Blanket Purchase Agreement (BPA) is to fulfill the requirement for the Appliances & Safety Equipment on an as-needed basis. Please refer to Attachment 1- Statement of Work for full description.

B.2 CONTRACT TYPE

This solicitation will result in a Multiple-award, Blanket Purchase Agreement (BPA) that allows for the issuance of Delivery Orders containing firm-fixed-price (FFP) contract line-item numbers (CLINS).

B.3 ORDERING

There is no guaranteed minimum award amount or minimum quantity for this agreement. The Government does not guarantee that it will place any orders under this agreement. The maximum contract value for this agreement (including options) will be determined by the Government at the time of award.

BPAs do not obligate funds. The Government is obligated only to the extent of authorized calls made under the

BPA.

The terms and conditions in the Blanket Purchase Agreement (BPA) apply to all orders placed pursuant to it. In the event of an inconsistency between the provisions of the BPA and BPA calls, the provisions of the BPA will take precedence.

END OF SECTION B

SECTION C – DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

See Attachment 1 – Statement of Work Appliances & Safety Equipment

END OF SECTION C

SECTION D – PACKAGING AND MARKING

D.1 PACKAGING INSTRUCTIONS

All individual items that make up the complete Appliances & Safety Equipment shall remain packaged and sealed in the original factory packaging.

END OF SECTION D

SECTION E – INSPECTION AND ACCEPTANCE

E.1 CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2) (FEB 1998)

This contract incorporates one or more provisions or 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.

FAR Clause Title Date

52.246-2 INSPECTION OF SUPPLIES--FIXED-PRICE AUG 1996

52.246-16 RESPONSIBILITY OF SUPPLIES APR 1984

52.223-23 SUSTAINABLE PRODUCT AND SERVICES MAY 2024 Deviation 26-12

(NOV 2025)

E.2 GOVERNMENT INSPECTION AND ACCEPTANCE

Inspection and acceptance of all items ordered under each Delivery Order will be in accordance with FAR clauses incorporated at Section E.1, Clauses Incorporated by Reference.

The technical point of contact under each Delivery Order will inspect all items. Final acceptance of all deliverables as specified under each Delivery Order will be made in writing, by the Delivery Order Contracting Officer’s Representative (COR), or as detailed in the individual Delivery Orders.

E.3 NON-CONFORMING PRODUCTS

Non-conforming products will be rejected or replaced as directed by the Delivery Order CO or COR as specified in Section C. Unless otherwise agreed by the parties, deficiencies, will be corrected or items will be replaced and delivered within 72 hours of the rejection notice. Replaced items and/or damaged items shall be returned to the Contractor at the Contractor’s expense.

Inspection and acceptance of all products performed under each delivery order will comply with applicable FAR clauses. Additional information regarding inspection and acceptance are included in Attachment 1 – Statement of Work Appliances & Safety Equipment.

END OF SECTION E

SECTION F – DELIVERIES OR PERFORMANCE

F.1 CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2) (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.

FAR Clause Title Date

52.242-15 STOP-WORK ORDER AUG 1989

52.242-17 GOVERNMENT DELAY OF WORK APR 1994

52.247-34 F.O.B DESTINATION JAN 1991

F.2 PERIOD OF PERFORMANCE

The period of performance is a 5-year ordering period, made up of a one (1) 1- year base ordering period and four (4) one-year ordering periods.

The Government will issue Delivery Order(s) for specific items in accordance with G.2 Ordering Procedures.

Each Delivery Order will be negotiated for a specific price, a specific period of performance and delivery requirements.

F.3 DELIVERY ORDERS

Delivery under this contract shall be performed through the issuance of a Delivery Order Proposal Request (DOPR). The period of performance and delivery dates will be established with each delivery order. The contractor will be given a minimum of 12 hours' notice of FEMA’s intention to request a new delivery order.

The contractor shall submit a quote in response to each request within the timeframe specified. After review and quote of the proposal, the Contracting Officer may issue the delivery order.

Delivery Orders issued will have their own period of performance and may include options. Delivery orders issued prior to the end of the period of performance for the BPA may extend up to one (1) year beyond the BPA period of performance.

FEMA reserves the right to decline to issue a specific delivery order to the contractor after reviewing the contractor's proposal. No reimbursement shall be made for preparation of delivery order proposals. After issuance of a delivery order, no changes in scope of work, or changes in delivery dates shall be undertaken without the explicit authorization of the Contracting Officer.

F.4 SHIPPING AND TRACKING

The Contractor may use any of the following methods to ship items: Dedicated Load; Less Than Load (LTL);

or Package Carrier (e.g., FedEx, UPS, DHL, USPS, etc.)

The Contractor shall provide notice of shipping. The notice shall be provided by email to the Delivery Order Contracting Officer (CO), the Delivery Order Contracting Officer’s Representative (COR) and the delivery point of contact. Shipping shall include a copy of the Contractor’s bill of lading (BOL) and an estimated date of delivery. The Contractor shall require that the delivery carrier’s driver notify the delivery point of contact 24 hours prior to delivery unless the delivery is using a carrier such as FedEx, UPS, DHL, USPS, etc. for package delivery. Items that are shipped as package delivery shall have the tracking number provided to the COR within 24 hours of the items being shipped.

Upon invoicing, the Contractor shall provide an electronic spreadsheet showing details of commodity shipped from place of origin to destination. At a minimum, the electronic spreadsheet must provide these details: Load number, Bill of Lading number, nomenclature and units shipped, personal identifier for each unit, carrier, truck number, trailer number, place of origin, and destination.

Appliances & Safety Equipment for the Transportable Temporary Housing Units

F.5 DELIVERY LOCATIONS

Delivery locations Contiguous United States (CONUS) will be identified in the Delivery Order requirements’ requests for delivery.

Standard delivery location is identified below:

FEMA Manufactured Housing Storage Site (MHSS) Selma Cumberland MHSS-FEMA 11601 PPG Road Cumberland, MD 21502

F.6 DELIVERY CAPABILITY

The Contractor shall call the specified POC at the delivery location identified in each Call Order to arrange a delivery window (day and time) and to understand any limitations at the site which would impact a delivery

(ex. clearance levels into garage, building hours, etc.).

All items shall be delivered on (a) pallet(s). Itemized BOL shall accompany all deliveries. Any discrepancies will be reported back to the Contractor within 1 day of completed delivery and inventory inspection. The Contractor shall provide a spreadsheet to the COR indicating totals for each item after each delivery and grand totals for all deliveries within 72 hours of delivery.

The Contractor shall be able to deliver the items identified as Appliances and Safety Equipment to the specified FEMA destination within 30 calendar days from the date of the order. Delivery may take place up to two additional days after this requirement if the order is placed on a weekend day and if the destination facility is not open.

F.7 NOTICE OF DELAY

If the Contractor becomes unable to complete the contract work at the time specified because of technical difficulties, notwithstanding the exercise of good faith and diligent efforts in the performance of the work called for hereunder, the Contractor shall give the Contracting Officer written notice of the anticipated delay and the reasons, therefore. Such notice and reasons shall be delivered promptly after the condition creating the anticipated delay becomes known to the Contractor but in no event less than ten (10) calendar days before the completion date specified in this contract, unless otherwise directed by the Contracting Officer. When notice is so required, the Contracting Officer may extend the time specified in the schedule for such period as deemed advisable.

F.8 DELIVERABLES

The Contractor shall provide a spreadsheet to the designated Delivery Order COR indicating totals for each item after each delivery and grand totals for all deliveries within 72 hours of delivery.

END OF SECTION F

SECTION G – CONTRACT ADMINISTRATION DATA

G.1 IDENTIFICATION OF GOVERNMENT OFFICIALS

The Government Officials assigned to this contract are as follows:

Contracting Officer – BPA Level:

Name: Ejona Lika Email: Ejona.Lika@fema.dhs.gov

Contract Specialist – BPA Level:

Name: Tamara Beach Email: Tamara.Beach@fema.dhs.gov

Contracting Officer’s Representative – BPA Level:

Name: Lavette Ford Email: Lavette.ford@fema.dhs.gov

Alternate Contracting Officer's Representative – BPA Level:

Name: LaToya Britton Email: Latoya.britton@fema.dhs.gov

The Contracting Officer is the only individual who has the authority on behalf of the Government, among other things, to take the following actions under the contract:

(a) Assign additional work within the general scope of the contract.

(b) Issue a change in accordance with the clause entitled Changes.

(c) Change the cost or price of the contract.

(d) Change any of the terms, conditions, specifications, or services required by the contract.

(e) Accept non-conforming work. (f) Waive any requirement of the contract.

All warranted DHS/FEMA Contracting Officers are considered deliver order level Contracting Officers.

Delivery order Contracting Officers may negotiate additional terms and conditions to delivery orders at their discretion, but they do not have the authority to change or include terms and conditions that conflict with those established at the BPA contract level.

Delivery order Contracting Officers may designate delivery order Level CORs. The COR for each delivery order will be appointed by the delivery order Contracting Officer through a written designation. A copy of the letter of appointment with specific duties and responsibilities will be provided to the Contractor.

G.2 DELIVERY ORDER PLACEMENT PROCEDURES

(a) The Government will order any goods to be furnished under this BPA by issuing Delivery Orders from the effective date of the BPA through the expiration date of the BPA.

(b) Warranted COs may directly place Delivery Orders under the BPA. Ordering offices will be responsible for the issuance, administration, payment, and closeout of their Delivery Orders. All orders are subject to the terms and conditions of this BPA. In the event of conflict between an awarded Delivery Order and this BPA, the BPA shall prevail.

(c) Under no circumstances, will a Delivery Order change the requirements of the BPA. Should a BPA user require such a change, specific approval must first be obtained from the BPA CO.

(d) Issued Delivery Orders will identify the goods required, provide specific technical details (including the schedule for all deliverables.

G.3 INVOICES

An invoice is a written request for payment under this contract for supplies delivered. Payment of invoices submitted under this contract shall be made in accordance with the terms and conditions of the Prompt Payment clause in accordance with the terms and conditions of the Prompt Payment clause in accordance with the provisions of other clauses in this contract.

Failure or refusal to provide the following information on all invoices submitted under this contract may result in the invoice being considered improper for payment in accordance with the Prompt Payment clause. In order to be proper, an invoice must include, as applicable, the following:

(a) GENERAL INFORMATION

(1) Name of Contractor

(2) Invoice Date

(3) Contract number (including delivery order number, if any), contract line-item number, contract description of supplies or services, quantity, contract unit of measure and unit price, and extended total.

(4) Shipment number and date of shipment (bill-of-lading number and weight of shipment will be shown for shipments on Government bills of lading).

(5) Name, title, phone number and complete mailing address of responsible Official who can be contacted in the event of an improper invoice, if there are questions, or additional information is needed by this agency to process payment.

(6) Any other information or documentation required by other provisions of the Contract (such as evidence of shipment).

(7) Invoices shall be prepared and submitted as follows:

(b) ELECTRONIC FUNDS TRANSFER (EFT) INFORMATION

(1) As mandated by the Debt collection Improvement Act (DCIA) of 1996 and in accordance with FAR Clause 52.232-33-Payment By Electronic Funds Transfer—System for Award Management (OCT 2018) of this contract, the Contractor must submit the following written EFT information as specified in clause 52.232-33 of this award:

ꞏ The contract number (or other procurement identification number).

ꞏ The Contractor’s name and remittance address, as stated in the contract(s).

ꞏ The signature (manual or electronic, as appropriate), title, and telephone number of the Contractor official authorized to provide this information.

ꞏ The name, address, and 9-digit Routing Transit Number (RTN) of the Contractor’s financial agent.

ꞏ The Contractor’s account number and the type of account (checking, savings, or lockbox).

ꞏ If applicable, the Fedwire Transfer System (FTS) telegraphic abbreviation of the Contractor’s financial agent.

ꞏ If applicable, the Contractor shall also provide the name, address, telegraphic abbreviation, and 9-digit Routing Transit Number (RTN) of the correspondent financial institution receiving the wire transfer payment if the Contractor’s financial agent is not directly on-line to the FTS; and, therefore, not the receiver of the wire transfer payment.

(2) The Contractor should include the EFT information set forth below on all invoices submitted for payment under this contract. Failure to provide the information or failure to notify this agency of changes to this information may result in delays in payments and/or rejection of the invoice in accordance with the Prompt Payment clause of this contract. The following EFT information should be submitted on each invoice”.

(a) Routing Transit Number (RTN) – The Contractor shall provide the current 9-digit RTN of the payee’s bank

(b) Payee’s account number

(c) Contractor’s Tax Identification Number (TIN)

(The EFT information submitted must be that of the Contractor unless there is an official Assignment of Claims on file with the payment office.)

If at any time during the term of this contract, the Contractor changes any EFT information, (i.e.

financial agent, RTN, account number, etc.) the new EFT information must replace the old EFT information on subsequent invoices submitted under this contract.

To avoid delays in processing invoices, the Contractor must also submit written notification of EFT information changes to the office designated in this award document as soon as the new information is known to the Contractor. This notification must be in writing and signed by the individual authorized by the Contractor to make such changes.

In addition, you need to maintain current information in the System for Award Management (SAM) database. The government may reject invoices if you have not maintained your registration, including Electronic Funds Transfer (EFT) information, in the SAM database.

NOTICE OF FILING REQUIREMENTS FOR AGENCY PROTESTS

Prior to submission of an agency protest, all parties must use their best efforts to resolve concerns raised by an interested party. FEMA offers, as an option for disputes resolution, Alternative Dispute Resolution (ADR). ADR is an informal, expeditious and inexpensive way to resolve contract issues and is designed to promote satisfying solutions and fair procedures. For more information on FEMA’s ADR services, please contact FEMA’s ADR office at the following address:

Federal Emergency Management Agency Alternative Dispute Resolution Division FEMA Office of Chief Counsel 400 Virginia Avenue, SW Washington, DC 20472-3400.

If concerns cannot be resolved, protesters may use these procedures when a resolution is requested from the agency. These procedures have been designed to create an avenue for resolving third-party grievances in connection with the acquisition process outside of formal processes through the Government Accountability Office (GAO) and the United States Court of Federal Claim (CFC). Filing an agency protest is not a prerequisite to filing at the GAO or CFC. If the protester files a protest through the GAO or CFC while their protest is pending at the agency level, FEMA may dismiss the agency protest.

Pursuing an agency protest does not extend the time for obtaining a stay at GAO. These procedures are in addition to the existing protest procedures contained in FAR Subpart 33.103.

(8) Definitions.

“Agency protest” is one that may be filed with either the contracting officer or the officer responsible for the resolution of all agency protests filed at the level above the contracting officer.

“Ombudsman” is the agency official above the level of the contacting officer designated by the

Director of Acquisitions Operations to handle and issue the formal agency decision resolving the protest. Protesters using these procedures may protest directly to the ombudsman.

“Day” is a calendar day. In computing a period of time for the purpose of these procedures, the day from which the period begins to run is not counted. When the last day of the period is Saturday, Appliances & Safety Equipment for the Transportable Temporary Housing Units Sunday, or a Federal holiday, the period extends to the next day that is not a Saturday, Sunday, or a Federal holiday. Similarly, when the Washington, DC offices of FEMA are closed for all or part of the last day, the period extends to the next day on which the Agency is open.

(9) Submission Guidelines.

• Agency protests may be filed through the contracting officer or, at a level above the contracting officer, through the ombudsman email as follows:

Ejona Lika, Contracting Officer / Ejona.Lika@fema.dhs.gov Or

FEMA

David Orris, Ombudsman / David.Orris@fema.dhs.gov

The subject line of the email shall state “Agency Protest (and the name of the solicitation or contract”.

If the protester submits the protest directly through the ombudsman, the protester must also, within one

(1) day of submitting the protest to the ombudsman, submit a copy of the protest to the responsible contracting officer by email.

transmission or by “Certified Mail” (Return Receipt Requested).

(39) To be filed on a given day, protests and any subsequent appeals must be received by 4:30 p.m., current-local time. Any protests received after that time will be considered to be filed on the next day.

(40) Protest submission will not be considered filed until all of the following information is provided:

o The protester’s name, address, telephone number and fax number;

o The solicitation or contract number;

o A detailed statement of all factual and legal grounds for protests, to include an explanation of how the protester was prejudiced;

o Copies of relevant documents;

o A request for ruling by the agency;

o A statement detailing the form of relief requested;

o All information establishing that the protester is an interested party for the purpose of filings a protest; and

h. All information establishing the timeliness of the protest.

5. All protests must be signed by an authorized representative of the protester; and must be addressed to the contracting officer or the ombudsman.

C. Timeliness/Resolution of Protests.

(d) Protests based upon alleged improprieties in a solicitation which are apparent prior to bid opening, or the time set for receipt of initial proposals shall be filed prior to bid opening or the time set for receipt of initial proposals. In procurements where proposals are requested, alleged improprieties which are subsequently incorporated into the solicitation must be protested not later than the next closing time for receipt of proposals following the incorporation.

(e) Protests other than those covered by paragraph (1) of this section shall be filed not later than 10 days after the basis of protest is known or should have been known (whichever is earlier), with the exception of protests challenging a procurement conducted on the basis of competitive proposals under which a debriefing is requested and, when requested, is required. In such cases, with respect to any protest basis which is known or should have been known either before or as a result of the debriefing, the initial protest shall not be filed before the debriefing date offered to the protester but shall be filed not later than 10 days after the date on which the debriefing is held.

Appliances & Safety Equipment for the Transportable Temporary Housing Units

(f) Protests filed through the contracting officer within 20 days after the protest is filed through the contracting officer, the contracting officer will send a written ruling and a summary of the reasons supporting the ruling to the protester by “Certified Mail (Return Receipt Requested)”.

D. Appeals.

(f) Protesters who filed protests through the contracting officer may, within five days of receipt of the contracting officer’s written ruling, appeal to the ombudsman.

(g) Requests for appellate review must be submitted to the ombudsman by facsimile transmission or by “Certified Mail” (Return Receipt Requested).

(h) The ombudsman will send a written ruling and a summary of the reasons supporting the ruling to the protester by “Certified Mail (Return Receipt Requested)” within 10 days of receipt of the request for appellate review of the contracting officer’s decision.

(i) In accordance with FAR 33.103(d)(4) and 4 C.F.R. 21.2(a)(3), if there is an agency appellate review of the contracting officer’s decision on the protest, it will not extend GAO’s timeliness requirements.

Therefore, any subsequent protest to the GAO must be filed within 10 days of knowledge of initial adverse agency action.

E. Protests filed through the ombudsman:

(xv) If the protester protests directly through the ombudsman, the ombudsman will send a written ruling and a summary of the reasons supporting the ruling to the protester by “Certified Mail (Return Receipt Requested)” within 35 days after the protest was filed.

(xvi) Protests filed directly through the ombudsman cannot be appealed within the agency.

F. Dismissal of Protests. The agency may dismiss protests when protesters file protests through the GAO or CFC while their protests are pending at the agency level; and for failure to comply with any of the requirements of these agency protest procedures. For example, the agency may dismiss protests that are procedurally or substantively defective (e.g., the protest is untimely, or the protest fails to clearly state legally sufficient grounds of protests).

END OF SECTION G

SECTION H – SPECIAL CONTRACT REQUIREMENTS

H.1 SOLICITATION PROVISIONS INCORPORATED BY FULL TEXT

The following solicitation provisions and clauses are pertinent to this section and are hereby incorporated by full text.

FAR Title Date 52.225-1 Buy American-Supplies (OCT 2025) (DEVIATION 26-09)

52.225-2 Buy American Certificate OCT 2022

H.2 RELEASE, PUBLICATION AND USE OF GOVERNMENT FURNISHED DATA

No contractor shall have the right to use, release to others, reproduce, distribute, or publish any government furnished data first produced or specifically used by the contractor in the performance of this contract with prior written permissions from FEMA.

H.3 INTERPRETATION OF CONTRACT REQUIREMENTS

No interpretation of any provisions of the contract, including applicable specifications, shall be binding on FEMA unless furnished or agreed to in writing by the CO.

H.4 CORRESPONDENCE PROCEDURES

To promote timely and effective administration, correspondence (except for vouchers submitted under the contract) shall be subject to the following procedures:

(a) Technical correspondence (where technical issues relating to compliance with TO specifications are involved) shall be addressed to the Contracting Officer Representative (COR) with information copies to the CO/Contract Specialist (CS).

(b) All other correspondence (that which proposes or otherwise involves waivers, deviations or modifications to the requirements, terms or conditions of the contract) shall be addressed to the CO/CS with a copy to the COR.

H.5 CONTRACTOR COMMITMENTS, WARRANTIES, REPRESENTATIONS

Any written commitment by the Contractor within the scope of the contract shall be binding upon the Contractor. Failure of the Contractor to fulfill any such commitment shall render the Contractor liable under the default provisions for damages due to FEMA under the terms of the contract. For the purpose of the resulting contract, a written commitment by the Contractor is limited to the proposal submitted by the Contractor and to specific written amendments to its proposal. Written commitment by the Contractor are further defined as including (1) any warranty or representation made by the Contractor in a proposal as to performance, (2) any warranty or representation made by the Contractor described in (1) above, made in any literature descriptions, drawings, or specifications accompanying or referred to in a proposal, and (3) any modification of or affirmation or representation as to the above which is made by the Contractor in or during the course of negotiations, whether or not incorporated into a formal amendment to the proposal.

H.6 USE OF FEMA NAME OR CONTRACTUAL RELATIONSHIP IN ADVERTISING

The Contractor agrees not to refer to awards from or contracts with FEMA in commercial advertising in such a manner as to state or imply that the product or service provided is endorsed or preferred by FEMA or is superior to other products or services. The Contractor also agrees not to distribute or release any information which states or implies that FEMA endorses, uses, or distributes the Contractor's product or service.

Appliances & Safety Equipment for the Transportable Temporary Housing Units

H.7 GOVERNMENT PROPERTY

Government property matters shall follow the same policies and procedures for Government property under FAR Part 45, Government Property and other applicable agency specific regulatory supplements.

Unless otherwise specified in a delivery order, the Contactor shall provide all office equipment and supplies at the Contractor’s sole and exclusive expense, including computers/workstations used in daily operation in support of FEMA. The CO must tailor property clauses, provisions, and other applicable terms and conditions specific to each delivery order solicitation and award.

H.8 FEDERAL HOLIDAYS

The following days are considered Federal holidays and will be observed by the Contractor(s) in performance of work under each delivery order:

January 01 New Period’s Day

3rd Monday in January Birthday of Martin Luther King, Jr.

3rd Monday in February Washington’s Birthday

Last Monday in May Memorial Day

June 19 Juneteenth National Independence Day

July 04 Independence Day

1st Monday in September Labor Day

2nd Monday in October Columbus Day

November 11 Veterans Day

4th Thursday in November Thanksgiving Day

December 25 Christmas Day

If any of the above holidays falls on a Saturday, then the preceding Friday is the holiday. If any of the above holidays falls on a Sunday, then the following Monday is the holiday.

In addition to the days designated above as holidays, the Government observes the following as non-working days:

Any other day designated by Federal Statute Any day designated by Executive Order Any other day designated by the President’s Proclamation

Contractor personnel shall work in accordance with the Government’s designated holiday schedule unless otherwise stated specifically in the delivery order.

NOTE: Additional non-working days are sometimes authorized, but these are regional in nature (e.g., Inauguration Day in Washington, DC) and not included as Federal holidays for the purposes of this contract.

END OF SECTION H

Appliances & Safety Equipment for the Transportable Temporary Housing Units

SECTION I – CONTRACT CLAUSES

FAR 52.252-2 – CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This solicitation 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 address: https://www.acquisition.gov/far

FAR 52.202-1 DEFINITIONS (JUN 2020)

FAR 52.203-6 RESTRICTIONS ON SUBCONTRACTOR SALES TO THE GOVERNMENT -

ALTERNATE I (NOV 2021)

FAR 52.203-17 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS (NOV 2023)

FAR 52.203-19 PROHIBITION ON REQUIRING CERTAIN INTERNAL CONFIDENTIALITY

AGREEMENTS OR STATEMENTS (JAN 2017)

FAR 52.204-19 INCORPORATION BY REFERENCE OF REPRESENTATIONS AND

CERTIFICATIONS (DEC 2014)

FAR 52.219-13 NOTICE OF SET-ASIDE OF ORDERS ALTERNATE I (MAR 2020)

FAR 52.222-3 CONVICT LABOR (JUNE 2003)

FAR 52.222-40 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABOR

RELATIONS ACT

FAR 52.222-50 COMBATING TRAFFICKING IN PERSONS (OCT 2025)

FAR 52.226-8 ENCOURAGING CONTRACTOR POLICIES TO BAN TEXT MESSAGING WHILE

DRIVING (MAY 2024)

FAR 52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER—SYSTEM FOR AWARD

MANAGEMENT (OCT 2018)

FAR 52.232-39 UNENFORCEABILITY OF UNAUTHORIZED OBLIGATIONS (JUN 2013)

FAR 52.232-40 PROVIDING ACCELERATED PAYMENTS TO SMALL BUSINESS

SUBCONTRACTORS (MAR 2023)

FAR 52.242-13 BANKRUPTCY (JUL 1995)

FAR 52.249-8 DEFAULT (FIXED-PRICE SUPPLY AND SERVICE) (APR 1984)

FAR 52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES (NOV 2020)

FAR 52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE (AUG 2025) (DEVIATION 25-

19)

(a) Definitions. As used in this clause—

Commercial and Government Entity code means—

Appliances & Safety Equipment for the Transportable Temporary Housing Units

(1) An identifier assigned to entities located in the United States or its outlying areas by the Defense Logistics Agency (DLA) Commercial and Government Entity (CAGE) Branch to identify a commercial or government entity by unique location (referred to as “CAGE code”); or

(2) An identifier assigned by a member of the North Atlantic Treaty Organization (NATO) or by the NATO Support and Procurement Agency to entities located outside the United States and its outlying areas that the DLA CAGE Branch records and maintains in the CAGE master file (referred to as “NCAGE code”).

Unique Entity Identifier (UEI)means an identifier used to identify a specific commercial, nonprofit, or Government entity.

(b) Active registration.

(1) The Contractor shall maintain an active Federal Government contracts registration in the System for Award Management (SAM) at https://www.sam.gov during contract performance and through final payment under this contract. To maintain an active registration in SAM, the Contractor shall review at least annually its registration in SAM and validate that the information is current, accurate, and complete.

(2) The Contractor is responsible for the currency, accuracy, and completeness of the information provided within SAM, and for any liability resulting from the Government’s reliance on inaccurate or incomplete information. Updating SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(c) Novation and change-of-name agreements.

(1) If the Contractor has legally changed its business name or “doing business as” name (whichever is shown on the contract), or has transferred the assets used to perform the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in part 42 of the Federal Acquisition Regulation (FAR), the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to —

(i) Change the legal business name in SAM;

(ii) Comply with the requirements of FAR part 42; and

(iii) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer.

The Contractor shall provide with its written notification sufficient documentation to support the legally changed name.

(2) If the Contractor fails to comply with the requirements of paragraph (c)(1) of this clause, or fails to perform the agreement at paragraph (c)(1)(iii) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the electronic funds transfer (EFT) clause of this contract.

(d) Assignees.

(1) The Contractor shall not change the legal business name or address for EFT payments or manual payments, as appropriate, in the SAM record to reflect an assignee for the purpose of assignment of claims (see FAR part 32). Assignees shall be separately registered in SAM.

Appliances & Safety Equipment for the Transportable Temporary Housing Units

(2) Information provided to the Contractor’s SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be incorrect information within the meaning of the “Suspension of Payment” paragraph of the EFT clause of this contract.

(e) Unique entity identifier (UEI). The Contractor shall ensure that its UEI is maintained throughout the life of the contract.

(f) Commercial and Government Entity (CAGE) code. The Contractor shall ensure that the CAGE code is maintained throughout the life of the contract. To update a CAGE code, the Contractor shall initiate the change by updating its SAM registration.

(g) Communicating changes. The Contractor shall communicate any change to its UEI or CAGE code to the Contracting Officer within 30 days after the change, so a modification can be issued to update the UEI or CAGE code on this contract. A change in the UEI does not necessarily require a novation.

(End of clause)

FAR 52.209-6 PROTECTING THE GOVERNMENT'S INTEREST WHEN SUBCONTRACTING WITH

CONTRACTORS DEBARRED, SUSPENDED, PROPOSED FOR DEBARMENT, OR VOLUNTARILY

EXCLUDED (NOV 2025) (DEVIATION 25-27)

(a) Definition. As used in this clause—

Commercially available off-the-shelf (COTS) item

(1) Means any item of supply (including construction material) that is–

(i) A commercial product (as defined in paragraph (1) of the definition of “commercial product” in Federal Acquisition Regulation (FAR) 2.101);

(ii) Sold in substantial quantities in the commercial marketplace; and

(iii) Offered to the Government, under a contract or subcontract at any tier, without modification, in the same form in which it is sold in the commercial marketplace; and

(2) Does not include bulk cargo, as defined in 46 U.S.C. 40102(4), such as agricultural products and petroleum products.

(b) The Government suspends or debars Contractors to protect the Government's interests. Other than a subcontract for a commercially available off-the-shelf item, the Contractor shall not enter into any subcontract, in excess of the threshold specified in FAR 9.405-2(b) on the date of subcontract award, with a Contractor that is debarred, suspended, or proposed for debarment by any executive agency unless a compelling reason exists to do so.

(c) The Contractor shall require each proposed subcontractor whose subcontract will exceed the threshold specified in FAR 9.405-2(b) on the date of subcontract award, other than a subcontractor providing a commercially available off-the-shelf item, to disclose to the Contractor, in writing, whether as of the time of award of the subcontract, the subcontractor, or its principals, is or is not debarred, suspended, proposed for debarment, or voluntarily excluded by the Federal Government.

(d) A corporate officer or a designee of the Contractor shall notify the Contracting Officer, in writing, before

Appliances & Safety Equipment for the Transportable Temporary Housing Units entering into a subcontract with a party (other than a subcontractor providing a commercially available off-the-shelf item) that is debarred, suspended, proposed for debarment, or voluntarily excluded (see FAR 9.404 for information on the System for Award Management (SAM) Exclusions). The notice must include the following:

(1) The name of the subcontractor.

(2) The Contractor’s knowledge of the reasons for the subcontractor being listed with an exclusion in SAM.

(3) The compelling reason(s) for doing business with the subcontractor notwithstanding its being listed with an exclusion in SAM.

(4) The systems and procedures the Contractor has established to ensure that it is fully protecting the Government's interests when dealing with such subcontractor in view of the specific basis for the party's debarment, suspension, proposed debarment, or voluntary exclusion.

(e) Subcontracts. Unless this is a contract for the acquisition of commercial products or commercial services, the Contractor shall include the requirements of this clause, including this paragraph (e) (appropriately modified for the identification of the parties), in each subcontract that—

(1) Exceeds the threshold specified in FAR 9.405-2(b) on the date of subcontract award; and

(2) Is not a subcontract for commercially available off-the-shelf items.

FAR 52.209-10 PROHIBITION ON CONTRACTING WITH INVERTED DOMESTIC CORPORATIONS

(NOV 2025) (DEVIATION 25-27)

(a) Definitions. As used in this clause Inverted domestic corporation means a foreign incorporated entity that meets the definition of an inverted domestic corporation under 6 U.S.C. 395(b), applied in accordance with the rules and definitions of 6 U.S.C.

395(c).

Subsidiary means an entity in which more than 50 percent of the entity is owned—

(1) Directly by a parent corporation; or

(2) Through another subsidiary of a parent corporation.

(b) If the contractor reorganizes as an inverted domestic corporation or becomes a subsidiary of an inverted domestic corporation at any time during the period of performance of this contract, applicable law may prohibit the Government from paying for Contractor activities performed after the date when it becomes an inverted domestic corporation or subsidiary. The Government may seek any available remedies in the event the Contractor fails to perform in accordance with the terms and conditions of the contract as a result of Government action under this clause.

(c) Exceptions to this prohibition are located at 9.108-3.

(d) In the event the Contractor becomes either an inverted domestic corporation, or a subsidiary of an inverted domestic corporation during contract performance, the Contractor shall give written notice to the Contracting Officer within five business days from the date of the inversion event.

Appliances & Safety Equipment for the Transportable Temporary Housing Units

FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (AUG 2025) (DEVIATION 25-21)

(a) Definitions. The clause at Federal Acquisition Regulation (FAR) 52.202-1, Definitions, is incorporated by reference.

(b) 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.

(c) 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.

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

(e) 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 FAR 52.233-1, Disputes, which is incorporated in this contract by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(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. Examples of occurrences include 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.

When an excusable delay occurs, the Contractor shall—

(1) Notify the Contracting Officer in writing as soon as possible;

(2) Remedy the delay as quickly as possible; and

(3) Notify the Contracting Officer when the occurrence is over.

(g) Invoice. The Government will handle invoices according to the Prompt Payment Act (31 U.S.C. 3903) and 5 CFR part 1315. The Contractor shall submit invoices to the address designated in the contract to receive invoices.

An invoice must include the information required by 5 CFR part 1315.9(b).

(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

Appliances & Safety Equipment for the Transportable Temporary Housing Units 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) 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.

(4) 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.

(5) 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 for interest credits prescribed in FAR part 32 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.

Appliances & Safety Equipment for the Transportable Temporary Housing Units 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 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. The Government will send a cure notice to the Contractor, unless the reason for the termination is late delivery. 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.