20356221Q00005.pdf

20356221Q00005

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

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

52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES (NOV 2020)

(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR Chapter1) clause with an authorized deviation is indicated by the addition of “(DEVIATION)” after the date of the clause.

(b) The use in this solicitation or contract of any _____ [insert regulation name] (48 CFR _____) clause with an authorized deviation is indicated by the addition of “(DEVIATION)” after the name of the regulation.

(End of clause)

52.212-4 CONTRACT TERMS AND CONDITIONS -- COMMERCIAL ITEMS (OCT 2018)

1052.212-4 CONTRACT TERMS AND CONDITIONS-COMMERCIAL ITEMS (OCT 2018) (DEVIATION 2017- 00001)

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C.

1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C.

431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

52.212-4 CONTRACT TERMS AND CONDITIONS -- COMMERCIAL ITEMS (JAN 2017) (Alternate I)

A time and materials or labor-hour contract is contemplated. As such, the following information is being provided.

(a) (4) Insert portion of labor rate attributable to profit.

(e) (1)(iii)(D) Insert any subcontracts for services to be excluded from the hourly rates prescribed in the schedule.

(i) (1)(ii)(D)

(1) Insert each element of other direct costs (e.g., travel, computer usage charges, etc. Insert “None” if no reimbursement for other direct costs will be provided. If this is an indefinite delivery contract, the Contracting Officer may insert “Each order must list separately the elements of other direct charge(s) for that order or, if no reimbursement for other direct costs will be provided, insert ‘None’.”

(2) Insert a fixed amount for the indirect costs and payment schedule. Insert “$0” if no fixed price reimbursement for indirect costs will be provided. (If this is an indefinite delivery contract, the Contracting Officer may insert “Each order must list separately the fixed amount for the indirect costs and payment schedule or, if no reimbursement for indirect costs, insert ‘None’.”

1052.201-70 CONTRACTING OFFICER’S REPRESENTATIVE (COR) APPOINTMENT AND AUTHORITY

(APR 2015)

(a) The COR(s) are named on the award form. Should a change to the COR(s) be necessary in the future, they will be named on the modification SF-30.

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

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

(1) Constitutes a change of assignment or additional work outside the contract specification(s)/work statement;

(2) Constitutes a change as defined in the clause entitled “Changes”;

(3) In any manner causes an increase or decrease in the contract price, or the time required for contract performance;

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

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

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

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

(e) The Contractor shall proceed promptly with performance resulting from the technical direction issued by the

COR. If, in the opinion of the contractor, any direction of the COR or the designated representative falls within the limitations of (c) above, the contractor shall immediately notify the Contracting Officer no later than the beginning of the next Government work day.

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

52.203-17 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM

EMPLOYEES OF WHISTLEBLOWER RIGHTS (JUN 2020)

1052.210-70 CONTRACTOR PUBLICITY (APR 2015)

The Contractor, or any entity or representative acting on behalf of the Contractor, shall not refer to the supplies or services furnished pursuant to the provisions of this contract in any news release or commercial advertising, or in connection with any news release or commercial advertising, without first obtaining explicit written consent to do so from the Contracting Officer. Should any reference to such supplies or services appear in any news release or commercial advertising issued by or on behalf of the Contractor without the required consent, the Government shall consider institution of all remedies available under applicable law, including 31 U.S.C. 333, and this contract. Further, any violation of this clause may be considered during the evaluation of past performance.

52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days of contract expiration.

52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor prior to the expiration of each contract period; provided, that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed

36 Months.

52.232-18 AVAILABILITY OF FUNDS (APR 1984)

LAPSE FUNDING

In the event of a lapse funding resulting in a government shutdown, the status of Fiscal Year funding and any necessary action required of the Contractor will be made available at the following website:

https://www.fiscal.treasury.gov/doing-business-with-fiscal-service/ . It is the Contractor's responsibility to monitor this website for information regarding Fiscal Year funding.

1052.232-39 UNENFORCEABILITY OF UNAUTHORIZED OBLIGATIONS. (April 2018) (DEVIATION 00002)

(a) Definition. As used in this clause-

"Commercial supplier agreements" means terms and conditions customarily offered to the public by vendors of supplies or services that meet the definition of commercial item set forth in FAR 2.101 and intended to create a binding legal obligation on the end user. Commercial supplier agreements (CSA) are particularly common in information technology acquisitions, including acquisitions of commercial computer software and commercial technical data, but they may apply to any supply or service. The term applies-

(1) Regardless of the format or style of the document. For example, a CSA may be styled as standard terms of sale or lease, Terms of Service (TOS), End User License Agreement (EULA), or another similar legal instrument or agreement, and may be presented as part of an offer or quotation responding to a solicitation;

(2) Regardless of the media or delivery mechanism used. For example, a CSA may be presented as one or more paper documents or may appear on a computer or other electronic device screen during a purchase, software installation, other product delivery, registration for a service, or another transaction.

(b) Except as stated in paragraph (c) of this clause, when any supply or service acquired under this contract is subject to any CSA, that includes any language, provision, or clause requiring the Government to pay any future fees, penalties, interest, legal costs or to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(1) Any such language, provision, or clause is unenforceable against the Government.

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

(3) Any such language, provision, or clause is deemed to be stricken from the CSA.

(c) Paragraph (b) of this clause does not apply to indemnification or any other payment by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

1052.232-7003 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (APR 2015)

(a) Definitions. As used in this clause—

(1) “Payment request” means a bill, voucher, invoice, or request for contract financing payment with associated supporting documentation. The payment request must comply with the requirements identified in FAR 32.905(b), "Content of Invoices" and the applicable Payment clause included in this contract.

(b) Except as provided in paragraph (c) of this clause, the Contractor shall submit payment requests electronically using the Invoice Processing Platform (IPP). Information regarding IPP, including IPP Customer Support is available at www.ipp.gov or any successor site.

(c) The Contractor may submit payment requests using other than IPP only when the Contracting Officer authorizes alternate procedures in writing in accordance with Treasury procedures.

(d) If alternate payment procedures are authorized, the Contractor shall include a copy of the Contracting

Officer’s written authorization with each payment request.

PAYMENT AND INVOICE QUESTIONS (IPP)

For payment and invoice questions, go to https://arc.fiscal.treasury.gov/ipp/fsippqrg.htm or contact Accounts Payable at (304) 480-8000 option 7 or via email at AccountsPayable@fiscal.treasury.gov.

OVERPAYMENTS

In accordance with 52.212-4 section (i) 5 Overpayments: Accounts Receivable Conversion of Check Payments to electronic funds transfer (EFT): If the Contractor sends the Government a check to remedy duplicate contract financing or an overpayment by the government, it will be converted into an EFT. This means the Government will copy the check and use the account information on it to electronically debit the Contractor's account for the amount of the check. The debit from the Contractor's account will usually occur within 24 hours and will be shown on the regular account statement.

The Contractor will not receive the original check back. The Government shall destroy the Contractor's original check, but will keep a copy of it. If the EFT cannot be processed for technical reasons, the Contractor authorizes the Government to process the copy in place of the original check.

MARKING OF SHIPMENTS

The Contractor shall ensure the contract number is clearly visible on all shipping/service documents, containers, and invoices.

PERFORMANCE EVALUATION

This award is subject to a performance evaluation via the Contractor Performance Assessment Reporting System (CPARS) at www.cpars.gov. Following the end of each 12 month performance period and at completion, a completed Government evaluation shall be forwarded to the Contractor. The Contractor may submit written comments, if any, within the time period specified in the evaluation transmittal. The Contractor’s comments shall be considered in the issuance of the final evaluation document. Any disagreement between the parties regarding the evaluation shall be forwarded to the Contracting Officer. The final evaluation of the Contractor’s performance is the decision of the Contracting Office. The final performance evaluation will be available to the Contractor through the Government’s past performance database at https://www.cpars.gov/.

1052.242-70 POSTAWARD CONFERENCE (JAN 2017)

(a) A postaward conference will be held with the successful offeror.

(b) The postaward conference will be held in person. The Contracting Officer or authorized designee will provide the Contractor with the date, time and location as well as agenda for the postaward conference.

Alternate I (JAN 2017) If the Contractor is not required to attend the postaward conference in person, but will attend via an alternate method (e.g. telephone and video conferencing), substitute paragraph (b) with the following:

(b) The postaward conference will be held via [insert, e.g. telephone, video conferencing, or other method]. The Contracting Officer or authorized designee will provide the Contractor with the date and time along with other pertinent information, including the agenda for the postaward conference.

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR

EXECUTIVE ORDERS -- COMMERCIAL ITEMS (SEP 2021) (DEVIATION APR 2020) [(DEVIATION

00001 JUL 2020)]

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

(1) 52.203-19 Prohibition on requiring certain internal confidentiality agreements or statements. (Jan 2017) (Section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-

235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

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

(3) 52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Aug 2020) (Section 889(a)(1)(A) of Pub. L. 115-232).

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

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

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

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

(1) 52.203-6 52.203-6, Restrictions on Subcontractor Sales to the Government

(JUN 2020), with Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

(2) 52.203-13 Contractor Code of Business Ethics and Conduct (JUN 2020) (41 U.S.C. 3509)).

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

(4) 52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (Pub. L. 109-282) (31 U.S.C. 6101 note).

(5) [Reserved]

(6) 52.204-14 Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111-

117, section 743 of Div. C).

(7) 52.204-15 Service Contract Reporting Requirements for Indefinite-Delivery

Contracts (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

(8) 52.209-6 Protecting the Government’s Interest When Subcontracting with

Contractors Debarred, Suspended, or Proposed for Debarment. (JUN 2020) (31 U.S.C. 6101 note).

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

(10) [Reserved]

(11) 52.219-3 (i) 52.219-3, Notice of HUBZone Set-Aside or Sole Source Award (SEP 2021) (15 U.S.C. 657a).

(12) 52.219-4 Notice of Price Evaluation Preference for HUBZone Small Business Concerns (SEP 2021) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

(13) [Reserved] (14)(i) 52.219-6 Notice of Total Small Business Set-Aside (NOV 2020) (15 U.S.C.

644).

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

(15)(i) 52.219-7 Notice of Partial Small Business Set-Aside (NOV 2020) (15 U.S.C.

644).

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

(16) 52.219-8 Utilization of Small Business Concerns (Oct 2018) (15 U.S.C.

637(d)(2) and (3)).

(17)(i) 52.219-9 Small Business Subcontracting Plan (SEP 2021) (15 U.S.C.

637(d)(4)).

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

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

(iv) Alternate III (JUN 2020) of 52.219-9.

(v) Alternate IV (SEP 2021).

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

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

(19) 52.219-14 Limitations on Subcontracting (SEP 2021) (15 U.S.C. 637(a)(14)).

(20) 52.219-16 Liquidated Damages—Subcontracting Plan (SEP 2021) (15 U.S.C.

637(d)(4)(F)(i)).

(21) 52.219-27 Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (SEP 2021) (15 U.S.C. 657 f).

(22)(i) 52.219-28 Post Award Small Business Program Representation (SEP 2021) (15 U.S.C. 632(a)(2)).

(ii) Alternate I (MAR 2020) of 52.219-28

(23) 52.219-29 Notice of Set-Aside for, or Sole-Source Award to, Economically

Disadvantaged Women-Owned Small Business Concerns (SEP 2021) (15 U.S.C. 637(m)).

(24) 52.219-30 Notice of Set-Aside for, or Sole-Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (SEP 2021) (15 U.S.C. 637(m)).

(25) 52.219-32 Orders Issues Directly Under Small Business Reserves (Mar 2020) (15 U.S.C. 644(r)).

(26) 52.219-33 Nonmanufacturer Rule (SEP 2021) (15 U.S.C. 637 (a)(17)).

(27) 52.222-3 Convict Labor (June 2003) (E.O. 11755).

(28) 52.222-19 Child Labor—Cooperation with Authorities and Remedies [(Deviation

00001) JUL 2020)] (JAN 2020) (E.O. 13126).

(29) 52.222-21 Prohibition of Segregated Facilities (Apr 2015).

(30)(i) 52.222-26 Equal Opportunity (Sept 2016) (E.O. 11246).

(ii) Alternate I (FEB 1999) of 52.222-26 (31)(i) 52.222-35 Equal Opportunity for Veterans (JUN 2020)(38 U.S.C. 4212).

(ii) Alternate I (JULY 2014) of 52.222-35.

(32)(i) 52.222-36 Equal Opportunity for Workers with Disabilities (JUN 2020)(29 U.S.C.

793).

(ii) Alternate I (JULY 2014) of 52.222-36.

(33) 52.222-37 Employment Reports on Veterans (JUN 2020) (38 U.S.C. 4212).

(34) 52.222-40 Notification of Employee Rights Under the National Labor Relations

Act (Dec 2010) (E.O. 13496).

(35)(i) 52.222-50 Combating Trafficking in Persons (OCT 2020) (22 U.S.C. chapter 78 and E.O. 13627).

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

(36) 52.222-54 Employment Eligibility Verification (OCT 2015). (Executive Order

12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

(37)(i) 52.223-9 Estimate of Percentage of Recovered Material Content for EPA– Designated Items (May 2008) (42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

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

(38) 52.223-11 Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (Jun 2016) (E.O. 13693).

(39) 52.223-12 Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (Jun 2016) (E.O. 13693).

(40)(i) 52.223-13 Acquisition of EPEAT®-Registered Imaging Equipment (JUN 2014) (E.O.s 13423 and 13514).

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

(41)(i) 52.223-14 Acquisition of EPEAT®-Registered Televisions (JUN 2014) (E.O.s

13423 and 13514).

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

(42) 52.223-15 Energy Efficiency in Energy-Consuming Products (MAY 2020) (42

U.S.C. 8259b).

(43)(i) 52.223-16 Acquisition of EPEAT®-Registered Personal Computer Products

(OCT 2015) (E.O.s 13423 and 13514).

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

(44) 52.223-18 Encouraging Contractor Policies to Ban Text Messaging While

Driving (JUN 2020) (E.O. 13513).

(45) 52.223-20 Aerosoles (JUN 2016) (E.O. 13693).

(46) 52.223-21 Foams (JUN 2016) (E.O. 13693).

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

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

(48) 52.225-1 Buy American—Supplies (JAN 2021) (41 U.S.C. chapter 83).

(49)(i) 52.225-3 Buy American—Free Trade Agreements—Israeli Trade Act

[(Deviation 00001)(JUL 2020)] (JAN 2021) (19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, (19 U.S.C. chapter 29 (sections 4501-4732,)Pub. L. 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110-138, 112- 41, 112-42, and 112-43212-3.

(ii) Alternate II Alternate II [(Deviation 00001)(JUL 2020)] (JAN 2021) of 52.225-3.

(iii) Alternate III Alternate III (JAN 2021) of 52.225-3.

(50) 52.225-5 Trade Agreements [(Deviation 00001)(JUL 2020)] (OCT 2019) (19

U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

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

(52) 52.225-26 Contractors Performing Private Security Functions Outside the United States (Oct 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note).

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

(54) 52.226-5 Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) (42 U.S.C. 5150).

(55) 52.229-12 Tax on Certain Foreign Procurements (FEB 2021)

(56) 52.232-29 Terms for Financing of Purchases of Commercial Items (Feb 2002)

(41 U.S.C. 4505, 10 U.S.C. 2307(f)).

(57) 52.232-30 Installment Payments for Commercial Items (Jan 2017) (41 U.S.C.

4505, 10 U.S.C. 2307(f)).

(58) 52.232-33 Payment by Electronic Funds Transfer—System for Award

Management (Oct 2018) (31 U.S.C. 3332).

(59) 52.232-34 Payment by Electronic Funds Transfer—Other than System for Award

Management (Jul 2013) (31 U.S.C. 3332).

(60) 52.232-36 Payment by Third Party (May 2014) (31 U.S.C. 3332).

(61) 52.232-40 Providing Accelerated Payments to Small Business Subcontractors

(DEC 2013)(DEVIATION APR 2020)(31 U.S.C. 3903 and 10 U.S.C.

2307).

(62) 52.239-1 Privacy or Security Safeguards (Aug 1996) (5 U.S.C. 552a).

(63) 52.242-5 Payments to Small Business Subcontractors (JAN 2017)(15 U.S.C.

637(d)(13)).

(64)(i) 52.247-64 Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb

2006) (46 U.S.C 55305 and 10 U.S.C. 2631).

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

(iii) Alternate II (FEB 2006) of 52.247-64.

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

(1) 52.222-41 Service Contract Labor Standards (Aug 2018) (41 U.S.C. chapter 67).

(2) 52.222-42 Statement of Equivalent Rates for Federal Hires (May 2014) (29 U.S.C.

206 and 41 U.S.C. chapter 67).

(3) 52.222-43 Fair Labor Standards Act and Service Contract Labor Standards-Price

Adjustment (Multiple Year and Option Contracts) (Aug 2018) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

(4) 52.222-44 Fair Labor Standards Act and Service Contract Labor Standards— Price Adjustment (May 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

(5) 52.222-51 Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment—Requirements (May 2014) (41 U.S.C. chapter 67).

(6) 52.222-53 Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services—Requirements (May 2014) (41 U.S.C.

chapter 67).

(7) 52.222-55 Minimum Wages Under Executive Order 13658 (NOV 2020).

(8) 52.222-62 Paid Sick Leave Under Executive Order 13706 (JAN 2017) (E.O.

13706).

(9) 52.226-6 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations

(JUN 2020) (42 U.S.C. 1792).

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

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

(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR subpart 4.7, Contractor Records Retention, of the other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement.

Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

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

(e) (1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c), and (d) of this clause, the

Contractor is not required to flow down any FAR clause, other than those in this paragraph (e)(1) in a subcontract for commercial items. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (JUN 2020) (41 U.S.C. 3509).

(ii) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan

2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

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

(iii) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Aug 2020) (Section 889(a)(1)(A) of Pub. L. 115-232).

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

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

(vii) 52.222-26, Equal Opportunity (Sept 2015) (E.O. 11246).

(viii) 52.222-35, Equal Opportunity for Veterans (JUN 2020) (38 U.S.C. 4212).

(ix) 52.222-36, Equal Opportunity for Workers with Disabilities (JUN 2020) (29 U.S.C. 793).

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

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

13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222-40.

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

(xiii) (A) 52.222-50, Combating Trafficking in Persons (OCT 2020) (22 U.S.C. chapter 78 and E.O

13627).

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

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

chapter 67).

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

(xvi) 52.222-54, Employment Eligibility Verification (OCT 2015) (E.O. 12989).

(xvii) 52.222-55, Minimum Wages Under Executive Order 13658 (NOV 2020).

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

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

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

(xx) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016)

(Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note).

(xxi) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (JUN 2020) (42 U.S.C.

1792). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

(xxii) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C 55305 and 10 U.S.C. 2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.

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

CONTRACT DOCUMENTS, EXHIBITS, AND ATTACHMENTS

PERFORMANCE WORK STATEMENT

BLAST MODELING SERVICES

I. OVERVIEW

This is a non-personal services agreement to provide blast modeling support services. The Government will not exercise any supervision or control over contractor support personnel. Such support personnel providers shall be accountable solely to the Contractor who, in-turn is responsible to the Government as defined in this performance work statement (PWS). The Contractor shall perform to the standards herein.

II. BACKGROUND

The U.S. Chemical Safety and Hazard Investigation Board (CSB) is an independent federal agency charged with investigating and determining the cause or probable cause of industrial chemical incidents resulting from the accidental release of a regulated or extremely hazardous substance into the ambient air. The mission of the CSB is to drive chemical safety change through independent investigations to protect people and the environment. The Agency was created by the Clean Air Act Amendments of 1990, and the CSB was first funded and commenced operations in 1998. The CSB’s core mission activities include conducting incident investigations; formulating preventive or mitigative recommendations based on investigation findings and advocating for their implementation; issuing reports containing the findings, conclusions, and recommendations arising from incident investigations; and conducting studies on chemical hazards.

III. SCOPE OF WORK

The Contractor shall provide specialized expertise to perform blast modeling based upon an evaluation of indicators at an explosion site, including but not limited to structural damage, the debris field, and the known or suspected chemical(s) involved in the incident. The experts selected will have established credentials and reputations in this area of expertise.

IV. TASKS

The Contractor shall have the ability to perform the following tasks. All tasks may not be required for each incident. The Government will determine the specific services to be performed by the Contractor at each incident location.

1. Damage mapping. Damage mapping may include, but not be limited to, the following activities:

a. Develop a general map of the debris field from the explosion

b. Identify, document, and map structures within or outside the facility that were damaged by the explosion and document the nature and extent of the damage

c. Record, document, and map the degree of equipment congestion in the explosion area

d. Analyze the damage to structures to estimate the blast pressure and impulse they received due to the explosion

2. Blast Modeling and Analysis. Blast modeling and analysis may include, but not be limited to, the following activities:

a. Estimate the energy of the blast from the totality of blast pressure and impulse indicators

b. Use estimates of release rates and quantities of material provided by the CSB to perform dispersion analysis of the postulated flammable cloud prior to ignition

c. Make blast calculations based on results of dispersed cloud calculations. Compare the calculation results to the blast damage patterns. Refine the calculations to converge on a blast damage derived estimate of the quantity of flammable vapor released and its condition

d. Evaluate the likelihood that ignition sources postulated by CSB are the actual ignition source

3. Report Writing

a. Develop a report discussing the blast indicators, blast modeling findings, and analysis.

V. MINIMUM QUALIFICATIONS

The Contractor shall have the necessary skill and personnel to conduct the scope and tasks as described in section III and IV above. Contractor shall provide the CSB with resumes of its technical personnel performing the work. Contractor personnel in support of the tasks under this contract shall have, at a minimum, the following experience:

a) At least five years of experience performing blast modeling and analysis.

b) Possession or acquiring of any training or certifications needed to enter chemical facilities, when necessary.

c) The training and equipment necessary should they be required to wear an air purifying respirator within the facility.

VI. DELIVERABLES

The Contractor shall have the ability to provide the following deliverables. All deliverables may not be required for each incident. The Government will determine the specific deliverables to be provided by the Contractor for each incident.

(1) Reports

(a) Task #3: The contractor shall provide the investigation team a written report based upon the full findings of the damage mapping, blast modeling, and analysis.

VII. Progress Meetings

The Contractor agrees to attend progress meetings. The Contracting Officer (CO) or Contracting Officer’s Representative (COR), and other Government stakeholders, as appropriate, may meet periodically with the Contractor to review the Contractor's performance. At these meetings, the CO or COR will apprise the Contractor of how the government views the Contractor's performance and the Contractor will apprise the

Government of problems, if any, are being experienced. Appropriate action shall be taken to resolve outstanding issues. These meetings shall be at no additional cost to the Government.

VIII. Progress Reports

At the request of the COR, the Contractor shall provide progress reports. At the COR’s discretion, these reports may be submitted orally or in writing. If written, each report shall include the following information to the extent to which it is applicable for the reporting period:

a) Summary of task assignments finished, and deliverables completed and delivered, during the reporting period;

b) Summary of labor hours expended and hourly fees billed, for the reporting period and cumulatively; and

c) Itemized summary of any non-labor costs billed to Government for the reporting period and cumulatively.

In addition to progress reports, the Contractor shall promptly report to the COR any noteworthy accomplishments, significant problems, and/or other matters requiring immediate attention. The COR may ask the Contractor for informal ad-hoc progress updates at any time.

IX. CONTRACT TYPE

The Government anticipates awarding a labor-hour contract for all services.

X. FEDERAL HOLIDAYS (to be observed during execution):

New Year’s Day Labor Day Veteran’s Day Martin Luther King Jr.’s Birthday Columbus Day President’s Day Thanksgiving Day Juneteenth National Independence Day Memorial Day Independence Day Christmas Day

In some instances, work may be required on a Federal holiday and will be directed by the COR, if required.

XI. PERIOD OF PERFORMANCE

The period of performance with respect to this agreement shall include a 12-month base period from the date of award and two 12-month option periods.

XII. PLACE OF PERFORMANCE AND HOURS OF OPERATION

The work to be performed under this contract shall be performed at the Contractor’s location, the incident site, or other sites identified by the Government. Meetings may also be held at CSB headquarters in Washington, DC at 1750 Pennsylvania Ave NW, Washington, DC 20006.

Working hours will typically be between 8 a.m. and 5 p.m. Monday through Friday. Dependent on the incident, work may be required at night and on weekends.

XIII. TRAVEL

Travel shall be required as a result of this agreement. The locations will be determined based on the needs of the Government. All Travel shall be approved by the COR prior to any travel occurring. Travel is reimbursable and shall be paid within the per diem set within the Federal Travel Regulation (FTR) located at: https://www.gsa.gov/policy-regulations/regulations/federal-travel-regulation-ftr/d25e240#d25e243.

XIV. QUALITY ASSURANCE SURVEILLANCE PLAN

Task Area Performance Standard

Acceptable Quality Level

(AQL)

Method of

Surveillance Incentive/

Disincentive

Reports

Contractor shall provide accurate and complete reports delivered to the COR on the agreed-upon delivery date.

Accurate and complete based on task.

100% Inspection by

COR.

Incentive: Consistently meets/exceeds AQL, favorable comments may be documented on Past Performance Disincentive: If Contractor does not consistently meet AQL, unfavorable comments may be documented on past performance.

XV. PAYMENT

The Contractor shall invoice the CSB monthly. Payment of invoices will be authorized upon the determination by the COR that the deliverables covered by the invoice have been received and meet the requirements set forth in this performance work statement. All payments will be made using electronic transfer through the Invoice Processing Platform (www.ipp.gov). Contractor must be registered in the System for Award Management (SAM) database (www.sam.gov) to receive payment. Payment of each invoice will be authorized upon the COR’s determination that the work covered by the invoice has been performed and received, and meets the requirements set forth in this statement of work.

XVI. CONTRACTING OFFICER AUTHORITY

In no event shall any understanding or agreement between the Contractor and any government employee other than the appointed Contracting Officer on any contract modifications, change orders, letter or verbal direction (other than direction within the scope of the COR's authority) to the Contractor be effective or binding upon the government. All such actions must be formalized by the proper contract modification executed by the appointed Contracting Officer. The Contractor is hereby put on notice in the event a government employee other than the Contracting Officer directs a change in the work to be performed or increases the scope of work to be performed, it is the Contractor's responsibility to make inquiry of the Contracting Officer before making the deviation.

XVII. CONFIDENTIALITY

Prior to commencing performance, the Contractor will be required to complete a confidentiality agreement.

XVIII. ADDITIONAL TERMS

Performance under this agreement is subject to the following additional terms, which are hereby incorporated into the agreement. For purposes of this entire section (1-7), the term “contractor” applies to any person who provides services for the CSB under this Agreement.

1. Public Release of Information

Contractor shall submit any proposed public release of information pertaining to its work for the CSB to the General Counsel of the CSB for approval prior to release. Contractor shall release no such information without prior written approval from the CSB General Counsel.

2. Personnel Security Requirement Contractor, and Contractor personnel assigned to perform work for the CSB, shall execute a non-disclosure agreement as a condition for granting Contractor, and its personnel, access or potential access to confidential information.

3. Contractor Testimony

Contractor shall immediately report to the General Counsel of the CSB any and all requests for the testimony of Contractor and/or its personnel, and any intention to testify as a witness relating to: (a) any work required by and/or performed for the CSB; (b) any information or data produced by Contractor in the course of its work for the CSB; or (c) any information provided by any individual or entity to assist Contractor in performing work for the CSB. All requests for testimony of Contractor and/or its personnel that fall within the scope of 40 C.F.R. Part 1611 shall be handled in accordance with the provisions of that regulation.

4. Organizational Conflicts of Interest

a. Contractor, its personnel, and any other person or entity performing work for

Contractor on behalf of the CSB, shall execute a certification of non-conflict of interest.

b. Contractor and its personnel performing work for the CSB under this agreement should not undertake nor be placed in a conflicting role because of current or planned interests (whether legal, financial, contractual, organizational, or otherwise) which relate to the work performance under this agreement, nor should Contractor obtain an unfair competitive advantage over other parties by virtue of its performance under this agreement. See FAR Subpart 9.5, Organizational and Consultant Conflicts of Interest.

c. Contractor warrants, to the best of its knowledge and belief, there are no facts or circumstances which could give rise to an organizational conflict of interest, as defined in FAR Subpart 9.5, or in the alternative, warrants that it has fully disclosed all such relevant information. Additionally, during the term of this agreement, Contractor agrees to forego entering into any other contractual arrangements with any firm or organization, the result of which may give rise to a conflict of interest with respect to the work being performed under this agreement. Contractor shall ensure that all agents, employees, and subcontractors retained for any purpose shall abide by all conflicts of interest provisions.

d. The Contractor shall comply with FAR 52.203-16, Preventing Personal Conflicts of

Interest. Further, the Contractor shall not advise the agency to take any action that will benefit, or appear to benefit, the Contractor beyond the scope of this contract.

The Contractor shall inform the agency if the appearance of such a conflict exists.

e. Contractor agrees that if, after it commences work for the CSB, it discovers any conflicts of interest as defined in this agreement, it shall make an immediate and full disclosure in writing to the Contracting Officer. This disclosure will include a description of the action that Contractor has taken or proposes to take to avoid or mitigate the conflicts. The contractor’s mitigation plan will be determined to be acceptable solely at the discretion of the Contracting Officer and in the event the Contracting Officer determines that any such conflict(s) cannot be satisfactorily avoided or mitigated, the Contracting Officer may implement any lawful remedies as he or she deems appropriate under the circumstances.

f. For breach of any of the above restrictions, or for intentional nondisclosure or misrepresentation of conflicts of interest required to be disclosed, or for such erroneous representations that imply bad faith, the CSB may (1) terminate the agreement for default, (2) disqualify Contractor from subsequent contracts, (3) refer Contractor employees to appropriate professional disciplinary authorities, and/or (4) pursue other remedies permitted by law or this agreement. Note: Notwithstanding these remedies, the CSB may always terminate the agreement for convenience, in whole or in part, if termination is in the best interests of the government.

5. Proprietary Rights

Contractor agrees that all property rights, including publication rights, in the information and materials produced by Contractor for the CSB shall vest in the government.

Information and materials shall include, but not be limited to: final de1iverables, progress reports, source data, plans, systems analyses, reports, extracts, test data, and procedures. Contractor shall not publish any of the results of its work for the CSB without the prior written approval of the General Counsel of the CSB.

6. Prohibition of Personal Services Contract

The use of personnel under this contract will not create an employer-employee relationship between the CSB and the contractor personnel. The Contractor is at all times the legally responsible employer of any personnel assigned to the CSB under this contract. The Contractor --not the CSB -- will recruit, test, hire, train, assign, pay, provide benefits and leave to, and as necessary, address performance problems, discipline, and terminate its employees. Personnel supplied to the CSB under this contract will not be considered Federal employees for any purpose, will not be regarded as performing a personal service, and will not be eligible for civil service employee benefits, including retirement.

7. Records Management

a. Applicability This section (7.a-7.d) applies to all Contractors whose employees create, work with, or otherwise handle Federal records, as defined in Section b, regardless of the medium in which the record exists.

b. Definitions “Federal record” as defined in 44 U.S.C. § 3301, includes all recorded information, regardless of form or characteristics, made or received by a Federal agency under Federal law or in connection with the transaction of public business and preserved or appropriate for preservation by that agency or its legitimate successor as evidence of the organization, functions, policies, decisions, procedures, operations, or other activities of the United States Government or because of the informational value of data in them. The term Federal record specifically includes CSB records, and includes Contractor records created, received, or maintained by Contractors pursuant to this contract.

c. Requirements for Federal Records Contractor shall comply with all applicable records management laws and regulations, as well as National Archives and Records Administration (NARA) records policies, including but not limited to the Federal Records Act (44 U.S.C. chs. 21, 29, 31, 33), NARA regulations at 36 CFR Chapter XII Subchapter B, and those policies associated with the safeguarding of records covered by the Privacy Act of 1974 (5 U.S.C. 552a).

These policies include the preservation of all records, regardless of form or characteristics, mode of transmission, or state of completion.

In accordance with 36 CFR 1222.32, all data created for Government use and delivered to, or falling under the legal control of, the Government are Federal records subject to the provisions of 44 U.S.C. chapters 21, 29, 31, and 33, the Freedom of Information Act (FOIA) (5 U.S.C. 552), as amended, and the Privacy Act of 1974 (5U.S.C. 552a), as amended and must be managed and scheduled for disposition only as permitted by statute or regulation.

In accordance with 36 CFR 1222.32, Contractor shall maintain all records created for Government use or created in the course of performing the contract and/or delivered to, or under the legal control of the Government and must be managed in accordance with Federal law. Electronic records and associated metadata must be accompanied by sufficient technical documentation to permit understanding and use of the records and data.

CSB and its contractors are responsible for preventing the alienation or unauthorized destruction of records, including all forms of mutilation. Records may not be removed from the legal custody of CSB or destroyed except for in accordance with the provisions of the agency or NARA records schedules and with the written concurrence of COR and pertinent records custodian. Willful and unlawful destruction, damage or alienation of Federal records is subject to the fines and penalties imposed by 18 U.S.C. 2701. In the event of any unlawful or accidental removal, defacing, alteration, or destruction of records, Contractor must report to the COR. The agency must report promptly to NARA in accordance with 36 CFR 1230 The Contractor shall immediately notify the appropriate COR upon discovery of any inadvertent or unauthorized disclosures of information, data, documentary materials, records or equipment. Disclosure of non-public information is limited to authorized CSB personnel as described by the COR in writing.