240000000749.pdf

NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 240000000749 .

between

THE STATE OF MICHIGAN

and

C O

N

TR

A C

TO

R

Vanguard Ind. East Inc.

ST

A

TE

Pr og ra m

M an ag er Troy Johnson MYCA

1172 Azalea Garden Rd 269-968-1176

Norfolk VA, 23502 johnsont68@michigan.gov

Marco Soave

C on tra ct

Ad m in is tra to r Tim Cole DMVA

1-800-221-1264 517-256-2399 msoave@vanguardmil.com ColeT7@Michigan.Gov

VS0031678

CONTRACT SUMMARY

DESCRIPTION: Decorations, Medals, Ribbons, Coins, and Military Award Items

INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE

INITIAL AVAILABLE

OPTIONS

EXPIRATION DATE BEFORE

CHANGE(S) NOTED BELOW

5/14/2024 5/13/2028 2, 1yr Options

PAYMENT TERMS DELIVERY TIMEFRAME

Net 45

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING

☐ P-card ☐ Payment Request (PRC) ☐ Other ☐ Yes ☒ No

MINIMUM DELIVERY REQUIREMENTS

MISCELLANEOUS INFORMATION

THIS IS NOT AN ORDER. This Contract Agreement is awarded on the basis of the State’s inquiry bearing the solicitation number 240000000865. Orders for Delivery will be issued directly by the Departments through the issuance of a Delivery Order.

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $240,000.00

STATE OF MICHIGAN PROCUREMENT

The Department of Military and Veterans Affairs 3423 N. Martin Luther King Jr. Blvd., Bldg. 30, Suite 320, Lansing, MI 48906

Revised 5/03/2016

STATE OF MICHIGAN

PROCUREMENT

STANDARD CONTRACT TERMS (SHORT FORM)

This STANDARD CONTRACT (“Contract”) is agreed to between the State of Michigan (the “State”) and Vanguard Ind., East Inc. This Contract is effective on May 14, 2024 (“Effective Date”), and unless terminated, will expire on May 13, 2028 (the “Term”).

This Contract may be renewed for up to 2 additional 1-year periods. Renewal is at the sole discretion of the State and will automatically extend the Term of this Contract. The State will document its exercise of renewal options via Contract Change Notice.

Vendor is deemed to have accepted these terms upon the earliest of vendor’s:

written acceptance of these terms; commencement of work; receipt of payment; or submission of a bid, proposal, or other offer in response to a solicitation.

1. General. Vendor’s failure to deliver or comply with any of these terms, may result in damages against the Vendor and the termination of the Contract.

2. Delivery, Title and Risk of Loss. Vendor must pay all costs associated with packaging, freight, and shipping, and must ship all deliverables F.O.B.

destination, inside delivery, unless otherwise specified in the Contract. Title and risk of loss or damage to deliverables remains with Vendor until the deliverables have been received, inspected and accepted by the State in accordance with these terms. All containers and packaging become the State’s exclusive property upon final acceptance. Vendor shall ensure that all deliverables and services (“Deliverables”) are provided to the State by the date and time specified on the Contract. If Vendor fails to provide the Deliverables in accordance with the Contract, the State may reject the delivery and terminate the Contract without any termination charges or penalties, and Vendor must pay all associated costs, including, but not limited to, expedited routing costs, return shipping charges, the procurement of the Deliverables from another source, and any storage removal, or disposal expenses. The risk of loss of rejected or non-conforming Deliverables remains with Vendor. Rejected Deliverables not removed by Vendor within 10 calendar days will be deemed abandoned by Vendor, and the State will have the right to dispose of such Deliverables as its own property. Vendor is responsible for filing, processing, and collecting all damage claims.

3. Inspection. The State may inspect the work and activities of Vendor, and its subcontractors, at all reasonable times and places before, during and after delivery of the Deliverables. All Deliverables are subject to final inspection and acceptance by the State notwithstanding any prior payments or inspections.

Final inspection will take place within 30 calendar days of the later of the delivery date, installation, or completion of services. If any Deliverables are non-conforming or defective, the State is entitled to, at its option and at Vendor’s expense: (a) a refund; (b) a credit; or (c) correction or replacement. If Vendor fails to correct defects or replace non-conforming Deliverables within 10 calendar days, the State may, in addition to its other remedies: (i) reject such Deliverables; (ii) accept such Deliverables at a discount; or (iii) make such corrections or replace such Deliverables and charge Vendor any resulting costs incurred by the State plus an additional 10% administrative fee.

4. Payment. Invoices must include an itemized statement of all charges. All undisputed amounts are payable within 45 calendar days of the later of the State’s: (a) receipt of an invoice; or (b) final acceptance of the Deliverables.

The State is exempt from State sales tax for direct purchases and may be exempt from federal excise tax, if Deliverables purchased under the Contract are for the State’s exclusive use. Notwithstanding the foregoing, all fees are inclusive of taxes, and Vendor is responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by federal, state or local government entities on any amounts payable by the State. The State may withhold payment in whole or in part for Deliverables the State determines are defective, untimely, or otherwise non-conforming to the Contract. All amounts due and payable by the State to Vendor shall be subject to deduction or setoff by the State against any claim the State may have against Vendor whether arising out of the Contract or any other transactions with the State. The State will only disburse payments through Electronic Funds Transfer (EFT). If Vendor does not register to receive payments at http://www.michigan.gov/SIGMAVSS, the State is not liable for failure to provide payment.

5. Warranties and Representations. Vendor represents and warrants: (a) all Deliverables furnished under the Contract will conform to all specifications and industry standards, and will be free from defects, including, where applicable and without limitation, defects in material, workmanship, and title; (b) Vendor is the owner or licensee of all Deliverables it licenses, sells, or develops and Vendor has the rights necessary to convey title, ownership rights, or licensed use; (c) all Deliverables are provided free from any security interest, lien, or encumbrance and will continue in that respect; (d) the Deliverables will not infringe the patent, trademark, copyright, trade secret, or other proprietary rights of any third party; (e) Vendor must assign or otherwise transfer to the State or its designee any manufacturer's warranty for the Deliverables; (f) Vendor will not negate, exclude, limit, or modify in any warranty otherwise available to the State in any way; (g) the Deliverables are merchantable and fit for the State’s intended use ; (h) the Deliverables furnished will conform in all respects to samples, advertisements, and other forms of representation made to the State; (i) the Contract signatory has the authority to enter into the Contract; (j) all information furnished and representations made in connection with the Contract is true, accurate, and complete, and contains no false statements or omits any fact that would make the information misleading, and the (k) Vendor is neither currently engaged in nor will engage in the boycott of a person based in or doing business with a strategic partner as described in 22 USC 8601 to 8606. Vendor agrees to promptly replace or correct any http://www.michigan.gov/SIGMAVSS

Deliverables not conforming to the foregoing warranty, without expense to the State, when notified of such non-conformity by the State. A breach of this Section is a material breach of the Contract.

6. Termination for Cause. The State may terminate the Contract, in whole or in part, at any time for cause in the event Vendor fails to comply with any of these terms, including, without limitation, late delivery or performance, the delivery of defective or non-conforming Deliverables, or failure to provide the State with reasonable assurances of future performance. In the event of termination for cause, the State will not be liable to Vendor for any amount, and Vendor will be liable to the State for any and all damages, including but not limited to, administrative fees, court costs, attorney fees, and cover costs. Any ineffectual termination for cause is hereby deemed a termination for convenience, effective as of the same date and limited to those rights.

7. Termination for Convenience. The State may immediately terminate the Contract, in whole or in part, without penalty and for any reason or no reason, including but not limited to, appropriation or budget shortfalls. Upon termination for convenience, the State will only pay for those Deliverables, not including standard stock, then in progress and which cannot be returned under these terms.

8. Indemnification. Vendor must defend, indemnify and hold the State, all of its instrumentalities, and employees harmless, without limitation, from and against any and all actions, claims, losses, liabilities, damages, costs, attorney fees, and expenses (including those required to establish the right to indemnification), arising out of or relating to: (a) any breach by Vendor (or any of Vendor’s employees, agents, subcontractors, or by anyone else for whose acts any of them may be liable) of any of the promises, agreements, representations, warranties, or other requirements contained in the Contract;

(b) any infringement, misappropriation, or other violation of any intellectual property right or other right of any third party; (c) any bodily injury, death, or damage to real or tangible personal property occurring wholly or in part due to action or inaction by Vendor (or any of Vendor’s employees, agents, subcontractors, or by anyone else for whose acts any of them may be liable);

and (d) any acts or omissions of Vendor (or any of Vendor’s employees, agents, subcontractors, or by anyone else for whose acts any of them may be liable).

Due to constitutional prohibitions, the State will not indemnify Vendor, or its employees or affiliates, for any reason whatsoever.

9. Confidentiality. Vendor agrees that any information, including State Data, disclosed by the State in relation to the Contract will be used only in the performance thereof. Vendor will keep the information confidential, will not disclose it to any third party, except as authorized by the State, and will only disclose it to those within its organization who need it for performance of the Contract. Upon completion or termination of the Contract, Vendor will return all such information to the State, or make such other disposition thereof as directed or approved by the State. No item furnished under the Contract, or tools, plans, designs, or specifications for producing the same, which have been specifically designed for or by the State, will be duplicated or used by

Vendor. Nothing in this provision will restrict Vendor’s right to use or disclose any information which is or becomes known to the public without breach of this provision by Vendor or is rightfully obtained without restriction from other sources.

10. Proprietary Rights. All materials, tools, plans, designs, specifications, equipment, and other property either furnished by the State to Vendor or paid for by the State, will remain the property of the State, but the Vendor assumes the risks of, and will be responsible for, any loss or damage, until returned in good order to the State. Such property must be safely stored and properly maintained by Vendor. Upon completion of this Contract, Vendor will return such property to the State or to any other entity as the State may direct, in the condition in which it was received, manufactured or procured by Vendor, except for reasonable wear and tear and except if such property has been incorporated into the Deliverables.

11. State Data. All data and information provided to Vendor by or on behalf of the State, and all data and information derived therefrom, is the exclusive property of the State (“State Data”) and may only be used as specifically required by the Contract; this definition is to be construed as broadly as possible. Upon request, Vendor must provide to the State, or its third-party designee, all State Data within 10 calendar days of the request and in the format requested by the State. Vendor will assume all costs incurred in compiling and supplying State Data. No State Data may be used for any marketing purposes.

12. Intellectual Property. Unless otherwise stated in the Contract, Vendor: (a) agrees that any computer program, software, documentation, copyrightable work, discoveries, inventions or improvements developed by Vendor resulting from supplying the Deliverables are the property of the State; and (b) hereby assigns all rights therein to the State. Vendor further agrees to provide the State with any assistance which the State may require to obtain patents or copyright registrations.

13. Limitation of Liability. The State is not liable for consequential, incidental, indirect, or special damages, regardless of the nature of the action. Under no circumstances will the State be liable for any amounts, in whatever form, in excess of the total aggregate value set forth in the Contract.

14. Records Maintenance, Inspection, Examination, and Audit. The State or its designee may audit Vendor to verify compliance with the Contract. Vendor must retain and provide to the State or its designee and the auditor general upon request, all financial and accounting records related to the Contract through the term of the Contract and for 4 years after the latter of termination, expiration, or final payment under the Contract or any extension.

15. Notices. All notices and other communications required or permitted under the Contract must be in writing and will be considered given and received: (a) when verified by written receipt if sent by courier; (b) when actually received if sent by mail without verification of receipt; or (c) when verified by automated receipt or electronic logs if sent by facsimile or email.

16. Modifications. The Contract may not be amended except by signed agreement between the parties (a “Change Notice”).

17. Independent Contractor. Vendor is an independent contractor and assumes all rights, obligations and liabilities set forth in the Contract. Vendor, its employees, and agents are not considered employees of the State.

18. Subcontracting and Assignment. Vendor may not delegate or assign any of its obligations or rights under the Contract without the prior written approval of the State.

19. Compliance with Laws and Policies. Vendor must comply with all applicable federal, state and local laws, rules and regulations. Vendor must also comply with all applicable State physical and IT security policies and standards, which will be made available upon request

20. Nondiscrimination. Under the Elliott-Larsen Civil Rights Act, 1976 PA 453, MCL 37.2101, et seq., the Persons with Disabilities Civil Rights Act, 1976 PA 220, MCL 37.1101, et seq., and Executive Directive 2019-09. Vendor and its subcontractors agree not to discriminate against an employee or applicant for employment with respect to hire, tenure, terms, conditions, or privileges of employment, or a matter directly or indirectly related to employment, because of race, color, religion, national origin, age, sex (as defined in Executive Directive 2019-09), height, weight, marital status, partisan considerations, any mental or physical disability, or genetic information that is unrelated to the person’s ability to perform the duties of a particular job or position. Breach of this covenant is a material breach of the Contract.

21. Unfair Labor Practice. Under MCL 423.324, the State may void any Contract with a Contractor, Vendor, or subcontractor who appears on the Unfair Labor Practice register compiled under MCL 423.322.

22. Governing Law. The Contract is governed, construed, and enforced in accordance with Michigan law, excluding choice-of-law principles, and all claims relating to or arising out of the Contract are governed by Michigan law, excluding choice-of-law principles. Any dispute arising from the PO must be resolved in Michigan Court of Claims. Vendor hereby waives any objections, such as lack of personal jurisdiction or forum non conveniens. Vendor must appoint agents in Michigan to receive service of process.

23. Non-Exclusivity. Nothing contained in the Contract is intended nor will be construed as creating any requirements contract with Vendor. The Contract does not restrict the State or its agencies from acquiring similar, equal, or like Deliverables from other sources.

24. Force Majeure. Neither party will be in breach of the Contract because of any failure arising from any disaster or acts of god that are beyond their control and without their fault or negligence. Each party will use commercially reasonable efforts to resume performance. Vendor will not be relieved of a breach or delay caused by its subcontractors. If immediate performance is necessary to ensure public health and safety, the State may immediately contract with a third party.

https://www.michigan.gov/whitmer/0,9309,7-387-90499_90704-486781--,00.html

25. Media Releases. News releases (including promotional literature and commercial advertisements) pertaining to the Contract or project to which it relates must not be made without prior written State approval, and then only in accordance with the explicit written instructions of the State. Vendor will provide the State, for its review, copies of all presentations or articles being submitted for publication at least 30 calendar days in advance.

26. Website Incorporation. The State is not bound by any content on Vendor’s website unless expressly incorporated directly into the Contract.

27. Severability. If any part of the Contract, or these terms, is held invalid or unenforceable, by any court of competent jurisdiction, that part will be deemed deleted and the severed part will be replaced by agreed upon language that achieves the same or similar objectives. The remaining Contract terms will continue in full force and effect.

28. Waiver. Failure to enforce any provision of the Contract, or these terms, for any period of time will not constitute a waiver.

29. Survival. The provisions of these terms that impose continuing obligations, including warranties and representations, termination, indemnification, intellectual property, and confidentiality, will survive the expiration or termination of the Contract.

30. Entire Contract. The Contract and these terms constitute the sole and entire agreement of the parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings and agreements, both written and oral, with respect to such subject matter. No terms on any invoice, quote, purchase order, website, browse-wrap, shrink-wrap, click-wrap or other non-negotiated terms and conditions provided with any of the Deliverables (including software and hardware) or documentation, whether by Vendor, Contractor, subcontractor, or any third-party, will constitute a part or amendment of the Contract or is binding on the State or any authorized user for any purpose.

FEDERAL PROVISIONS ADDENDUM

This addendum applies to purchases that will be paid for in whole or in part with funds obtained from the federal government. The provisions below are required, and the language is not negotiable. Contractor agrees to comply with all obligations under federal rules or regulations for such funding, including but not limited to the provisions contained in this addendum. If any provision below conflicts with the State’s terms and conditions, including any attachments, schedules, or exhibits to this Contract, the provisions below take priority to the extent a provision is required by federal law; otherwise, the order of precedence set forth in the Contract applies. Further, Contractor agrees to, through a Contract Change Notice, append or modify specific federal provisions to this Contract, if reasonably necessary to keep the State and Contractor in compliance with federal funding requirements, and comply with the terms set forth therein.

Hyperlinks are provided for convenience only; broken hyperlinks will not relieve Contractor from compliance with the law.

A. Equal Employment Opportunity This Contract is not a “federally assisted construction contract” as defined in 41 CFR Part 60-1.3.

B. Davis-Bacon Act (Prevailing Wage) This Contract is not a “federally assisted construction contract” as defined in 41 CFR Part 60-1.3, nor is it a prime construction contract in excess of $2,000.

C. Copeland “Anti-Kickback” Act This Contract is not a “federally assisted construction contract” as defined in 41 CFR Part 60-1.3, nor is it a prime construction contract in excess of $2,000 where the Davis-Bacon Act applies.

D. Contract Work Hours and Safety Standards Act The Contract does not involve the employment of mechanics or laborers.

E. Rights to Inventions Made Under a Contract or Agreement If this Contract is funded by a federal “funding agreement” as defined under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.

F. Clean Air Act and the Federal Water Pollution Control Act https://www.govinfo.gov/content/pkg/CFR-2019-title41-vol1/pdf/CFR-2019-title41-vol1-part60.pdf https://www.govinfo.gov/content/pkg/CFR-2019-title41-vol1/pdf/CFR-2019-title41-vol1-part60.pdf https://www.govinfo.gov/content/pkg/CFR-2019-title41-vol1/pdf/CFR-2019-title41-vol1-part60.pdf https://www.govinfo.gov/content/pkg/CFR-2019-title37-vol1/pdf/CFR-2019-title37-vol1-sec401-2.pdf https://www.govinfo.gov/content/pkg/CFR-2019-title37-vol1/pdf/CFR-2019-title37-vol1-sec401-2.pdf https://www.govinfo.gov/app/details/CFR-2019-title37-vol1/CFR-2019-title37-vol1-part401

If this Contract is in excess of $150,000, the Contractor must comply with all applicable standards, orders, and regulations issued under the Clean Air Act (42 USC 7401-7671q) and the Federal Water Pollution Control Act (33 USC 1251-1387), and during performance of this Contract the Contractor agrees as follows:

(1) Clean Air Act

(i) The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq.

(ii) The Contractor agrees to report each violation to the State and understands and agrees that the State will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency or the applicable federal awarding agency, and the appropriate Environmental Protection Agency Regional Office.

(iii) The Contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA or the applicable federal awarding agency.

(2) Federal Water Pollution Control Act

(i) The Contractor agrees to comply with all applicable standards, orders, or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq.

(ii) The Contractor agrees to report each violation to the State and understands and agrees that the State will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency or the applicable federal awarding agency, and the appropriate Environmental Protection Agency Regional Office.

(iii) The Contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA or the applicable federal awarding agency.

G. Debarment and Suspension A “contract award” (see 2 CFR 180.220) must not be made to parties listed on the government-wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (51 FR 6370; February 21, 1986) and 12689 (54 FR 34131; August 18, 1989), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.

(1) This Contract is a covered transaction for purposes of 2 C.F.R. Part 180 and 2 C.F.R. Part 3000. As such, the Contractor is required to verify that https://www.govinfo.gov/app/details/USCODE-2018-title42/USCODE-2018-title42-chap85 https://www.govinfo.gov/app/details/USCODE-2018-title33/USCODE-2018-title33-chap26 https://www.govinfo.gov/app/details/USCODE-2018-title33/USCODE-2018-title33-chap26 https://www.govinfo.gov/app/details/CFR-2019-title2-vol1/CFR-2019-title2-vol1-sec180-220 https://sam.gov/SAM/pages/public/index.jsf https://www.govinfo.gov/app/details/CFR-2019-title2-vol1/CFR-2019-title2-vol1-part180 https://www.archives.gov/federal-register/codification/executive-order/12549.html https://www.govinfo.gov/content/pkg/FR-1986-02-21/pdf/FR-1986-02-21.pdf https://www.govinfo.gov/content/pkg/FR-1989-08-18/pdf/FR-1989-08-18.pdf https://www.govinfo.gov/content/pkg/FR-1989-08-18/pdf/FR-1989-08-18.pdf https://www.archives.gov/federal-register/codification/executive-order/12549.html none of the Contractor’s principals (defined at 2 C.F.R. § 180.995) or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935).

(2) The Contractor must comply with 2 C.F.R. Part 180, subpart C and 2 C.F.R. Part 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into.

(3) This certification is a material representation of fact relied upon by the State.

If it is later determined that the contractor did not comply with 2 C.F.R. Part.

180, subpart C and 2 C.F.R. Part. 3000, subpart C, in addition to remedies available to the State, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment.

(4) The bidder or proposer agrees to comply with the requirements of 2 C.F.R.

Part 180, subpart C and 2 C.F.R. Part 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions.

H. Byrd Anti-Lobbying Amendment, 31 U.S.C. § 1352 (as amended) Contractor has applied or bid for an award of more than $100,000 and shall file the required certification in Exhibit 1 – Byrd Anti-Lobbying Certification attached to the end of this Addendum. Each tier certifies to the tier above that it will not and has not used federally appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, officer or employee of Congress, or an employee of a Member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Each tier shall also disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the federal awarding agency.

I. Procurement of Recovered Materials If this Contract is a procurement to purchase products or items designated by the EPA under 40 C.F.R. part 247 during the course of a fiscal year, then under 2 CFR 200.323, Contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act.

(1) In the performance of this contract, the Contractor shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired:

(i) Competitively within a timeframe providing for compliance with the contract performance schedule;

(ii) Meeting contract performance requirements; or

(iii) At a reasonable price.

https://www.ecfr.gov/current/title-40/chapter-I/subchapter-I/part-247 https://www.ecfr.gov/current/title-2/subtitle-A/chapter-II/part-200/subpart-D/subject-group-ECFR45ddd4419ad436d/section-200.323

(2) Information about this requirement, along with the list of EPA- designated items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive- procurement-guideline-cpg-program.

(3) The Contractor also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.

J. Prohibition on Contracting for Covered Telecommunications Equipment or Services Contractor acknowledges and agrees that Section 889(b) of the John S.

McCain National Defense Authorization Act for Fiscal Year 2019, Pub. L. No.

115-232 (the “McCain Act”), and 2 C.F.R. §200.216, prohibit the obligation or expending of federal award funds on certain telecommunication products or with certain entities for national security reasons on or after August 13, 2020.

During performance of this Contract, the Contractor agrees as follows:

(a) Definitions. As used in this Section J. Prohibition on Contracting for Covered Telecommunications Equipment or Services (“Section J”):

(1) the terms “backhaul,” “critical technology,” “interconnection arrangements,” “reasonable inquiry,” “roaming,” and “substantial or essential component” have the meanings defined in 48 CFR § 4.2101;

(2) the term “covered foreign country” has the meanings defined in § 889(f)(2) of the McCain Act; and

(3) the term “covered telecommunications equipment or services” has the meaning defined in § 889(f)(3) of the McCain Act.

(b) Prohibitions.

(1) Unless an exception in paragraph (c) of this Section J applies, neither the Contractor nor any of its subcontractors may use funds received under this Contract to:

(i) Procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system;

(ii) Enter into, extend, or renew a contract to procure or obtain any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology of any system;

(iii) Enter into, extend, or renew a contract with an entity that uses any covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system; or https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program https://www.congress.gov/115/plaws/publ232/PLAW-115publ232.pdf https://www.congress.gov/115/plaws/publ232/PLAW-115publ232.pdf https://www.congress.gov/115/plaws/publ232/PLAW-115publ232.pdf https://www.ecfr.gov/current/title-2/subtitle-A/chapter-II/part-200/subpart-C/section-200.216

(iv) Provide, as part of its performance of this contract, subcontract, or other contractual instrument, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system.

(c) Exceptions.

(1) This Section J does not prohibit Contractor from providing—

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

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

(d) Reporting requirement.

(1) In the event the Contractor identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the contractor is notified of such by a subcontractor at any tier or by any other source, the Contractor shall report the information in paragraph (d)(2) of this Section J to the recipient or subrecipient, unless elsewhere in this contract are established procedures for reporting the information.

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

(i) Within one business day from the date of such identification or notification: The contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand;

model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended.

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

(e) Subcontracts. The Contractor shall insert the substance of this Section J, including this paragraph (e), in all subcontracts and other contractual instruments.

K. Domestic Preferences for Procurements As appropriate, and to the extent consistent with law, the Contractor should, to the greatest extent practicable, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States. This includes, but is not limited to iron, aluminum, steel, cement, and other manufactured products.

For purposes of this Section K – Domestic Preferences for Procurements:

“Produced in the United States” means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States.

“Manufactured products” mean items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete;

glass, including optical fiber; and lumber.

L. Affirmative Socioeconomic Steps

For all contracts utilizing federal funding sources subject to Title 2 of the Code of Federal Regulations (C.F.R.) Part 200 issued on or after November 12, 2020, if subcontracts are to be let, the prime contractor is required to take all necessary steps identified in 2 C.F.R. § 200.321(b)(1)-(5) to ensure that small and minority businesses, women’s business enterprises, and labor surplus area firms are used when possible.

M. Copyright and Data Rights Pursuant to 2 CFR § 200.315(b), the State may copyright any work which is subject to copyright and was developed, or for which ownership was acquired, under a Federal award. The Federal awarding agency reserves a royalty-free, nonexclusive and irrevocable right to reproduce, publish, or otherwise use the work for Federal purposes, and to authorize others to do so.

N. Additional FEMA Contract Provisions This Contract does not involve purchases that will be paid for in whole or in part with funds obtained from the Federal Emergency Management Agency (FEMA).

O. Other Federal Contract Provisions No additional federal provisions currently apply to this Contract.

SCHEDULE A – STATEMENT OF WORK

CONTRACT ACTIVITIES

Contract No. 240000000749

Decorations, Medals, Ribbons, Coins, and Military Award Items

BACKGROUND

Supply and delivery of ribbons, medals, coins, appurtenances, badges, patches, tabs, and decorations for the Department of Military and Veterans Affairs (DMVA), including any and all items listed in Army Regulation 600-8-22 and Michigan National Guard State Awards.

SCOPE

This contract is intended to support operations across all DMVA locations. The State and Military need to be regularly resupplied to keep award items on-hand for events and incentive programs throughout the year.

REQUIREMENTS

1. Products the Contractor must provide –

1.1. All medals and ribbons listed in Army Regulation 600-8-22, including:

a. Federal Medals

b. Federal Ribbons

c. Federal Appurtenances

d. Federal Badges

1.2. Michigan National Guard Medals and Ribbons, including:

a. Michigan Medal for Valor

b. Michigan Distinguished Service Medal

c. Michigan Legion of Merit

d. Michigan National Guard Lifesaving Medal

e. Michigan Achievement Medal

f. Michigan Excellence in Competition Ribbon

g. Michigan Exercise Ribbon

h. Michigan COVID Service Ribbon

i. Michigan Valiant Service Award Gold

j. Michigan Valiant Service Award Silver

k. Michigan National Guard Recruiting Ribbon

l. Michigan Honor Guard Service Ribbon

m. Michigan National Guard Broadsword Service Medal

n. Michigan Active State Service Ribbon

o. Michigan State War on Terrorism Ribbon

p. Michigan Outside United States Service Ribbon

q. Michigan Outside the United States Training Ribbon

r. Michigan State Partnership Ribbon

s. MG Earl R. Stewart Award

t. Movement Challenge Medal and Coin

1.3. Michigan National Guard Appurtenances, including:

a. Gold Star (1,2,3,4)

b. Gold Oak Leaf Cluster

c. Gold Hourglass

1.4. Michigan National Guard Badges, including:

a. Governor’s Twenty Tab

b. Michigan Honor Guard Tab

1.5. Frequently Ordered Items:

a. Single ribbons sized 35-mm wide by 9.5-mm tall according to Section 1.7

b. Standard medal set package according to Section 1.7

c. (small) laurel border frame attachment, gold (1-7/16” width, 7/16” height)

d. (small) campaign/battle service star, bronze (3/16”)

e. Double star, bronze (3/16”)

f. Triple star, bronze (3/16”)

g. Quadruple star, bronze (3/16”)

h. Oak Leaf Cluster, bronze (7/32”)

i. Letter ‘E’ with a wreath around it – circular device, silver, (roughly 3/16”)

j. No Prong Good Conduct Ribbon Attachment, 4 knots, bronze

k. No Prong Palm Attachment, bronze (3/8”)

l. Compass Rose Ribbon, silver

m. Miniature Hourglass, bronze

n. Bronze Arrow-Head, bronze (1/4”)

o. Bronze Diamond, bronze

p. Bronze Lamp of Knowledge

q. Gold Pvt Rank (metal)

r. Gold PFC Rank (metal)

s. Gold CPL Rank (metal)

t. Gold Sgt Rank (metal)

u. Gold 1SG Rank (metal)

v. Gold SSG E6 Rank (metal)

w. Gold SFC E7 Rank (metal)

x. Silver 2nd Lt Single disc/dot

y. Silver 1st Lt Double disc/dot

z. Silver Captain Triple disc/dot

aa. Silver Major Diamond (pin-on)

bb. Yellow Braid Shoulder Cord

cc. Forest (Not Kelly) Green Shoulder Cord

dd. Green-White Braid Shoulder Cord

ee. Red or Red-Gray Braid Shoulder Cord

ff. 1-23 Individual Mounting Bars (connectors to display [1,2,3,4 up to 23] ribbons)

1.6. Inventory and Quality Control

a. The Contractor must currently carry or supply all the Michigan Army

National Guard badges, appurtenances, medals, ribbons, and federal awards listed in the most up to date version of Army Regulation 600-8-22, and must maintain this availability throughout the life of the contract.

b. The DMVA reserves the right to add, remove, or create new and custom items to the contract as necessary.

c. All products will be made new. If used product is offered, the Contractor must clearly mark the product as used and provide a price discount.

d. Items must be checked for defects at the end of the manufacturing process and again before shipping.

1.7. Standard Orders and Sizes

a. The Contractor must be able to provide products in the below standard sizes and packaging:

1. Medal Set Package

Medalion hooked to ribbon streamer with pin fixture at the top plus separate single ribbon sized 35-mm wide and 9.5-mm tall.

2. Single Ribbons with pin fixture on back Purchased individually or in bulk.

Standard ribbon size: 35-mm wide and 9.5-mm tall.

3. Single ribbons with metal rack insert on back Purchased individually or in bulk.

Standard ribbon size: 35-mm wide and 9.5-mm tall.

1.8. Custom Products

a. The Contractor must be able to provide custom award items in various sizes, colors, materials, and patterns, according to the needs of the DMVA requestor. The Contractor must be able to provide proofs of these custom products and must create shareable digital artwork to match the design requested by the DMVA. The Contractor must also be able to manufacture these custom items within the specifications and dimensions requested by the DMVA.

1.9. Locations

a. This contract is intended to support all DMVA locations and program areas, including Michigan Youth Challenge Academy (MYCA), Michigan Job Challenge Program (MJCP), Michigan Army National Guard Personnel office (G1), Office of the Adjutant General for the State of Michigan (TAG Ops), Volunteer Defense Force (VDF), Counterdrug, Construction and Facilities Management Office (CFMO), and State Operations. These locations are primarily located in Battle Creek, MI and Lansing, MI. DMVA locations or program areas may be added in the future.

1.10. Delivery

Delivery will be expected within 10 calendar days upon receipt of the Delivery Order. Delivery will be made to various addresses across the State of Michigan.

1.11. Technical Support and Returns

a. The Contractor must respond to both email and phone inquiries same day and must provide satisfactory resolution for the problem same day. This applies to any contract inquiries or order inquiries made by the DMVA.

b. Some products may need to be returned due to defect, damage, or an order that did not provide products according to the request. In this event, the requestor POC at the ship-to destination must receive a return label from the Contractor within 3 business days to use on the return box. The same boxes used to receive the incorrect order or other boxes on-hand must be able to be used to return the order. The requestor must receive the corrected order within at least 10 business days of the date the return box(es) are placed in the mail.

2. Staffing

2.1. Contractor Representative

The Contractor appoints Marco Soave, msoave@vanguardmill.com, 800-221- 1264, as specifically assigned to State of Michigan accounts who will be directly responsible for the day-to-day operations of the Contract across all locations, orders, production, and delivery, and who will respond to State inquiries regarding all Contract Activities. (the “Contractor Representative”).

mailto:msoave@vanguardmill.com

The Contractor Representative must be available via phone and email between the hours of 8am-5pm, Mon-Fri.

The Contractor must notify the Contract Administrator at least 10 calendar days before removing or assigning a new Contractor Representative.

3. Pricing

3.1. Price Term

Pricing is firm for a 365-day period (“Pricing Period”). The first pricing period begins on the Effective Date. Adjustments may be requested in writing by either party and, if accepted, will take effect no earlier than the next Pricing Period.

3.2. Price Changes

Adjustments will be based on changes in actual Contractor costs. Any request must be supported by written evidence documenting the change in costs. The State may consider sources, such as the Consumer Price Index; Producer Price Index; other pricing indices as needed; economic and industry data;

manufacturer or supplier letters noting the increase in pricing; and any other data the State deems relevant.

Following the presentation of supporting documentation, both parties will have 30 days to review the information and prepare a written response. If the review reveals no need for modifications, pricing will remain unchanged unless mutually agreed to by the parties. If the review reveals that changes are needed, both parties will negotiate such changes, for no longer than 30 days, unless extended by mutual agreement.

The Contractor remains responsible for Contract Activities at the current price for all orders received before the mutual execution of a Change Notice indicating the start date of the new Pricing Period.

4. Ordering

4.1. Authorizing Document

The appropriate authorizing document for this Contract is a Delivery Order.

4.2. Packaging

Packaging must be optimized to ensure the lowest freight rate.

5. Acceptance

5.1. Acceptance, Inspection and Testing

The State will use the following criteria to determine acceptance of the contract activities:

a. The requestor must confirm that all ordered products were received as requested, without defect or damage. All unaccepted items will be replaced at no additional cost to the State of Michigan. Products are considered accepted once the requestor signs the invoice verifying that all requested product has been received in good condition.

b. The Contract Administrator will confirm acceptance and request any returns as needed.

c. If an issue regarding contract performance goes unresolved the State may:

i. At time of first non-acceptable condition, call for a meeting with the Contractor to review the problem, and the Contractor must resolve the issue according to the course of action determined by the Contract Administrator within 30 days.

ii. If the initial problem continues to go unresolved or a second non-acceptable condition occurs, another meeting will be held, and a Vendor Performance issued.

iii. If the issue continues to go unresolved or a third non-acceptable condition occurs, a written notice of termination may be sent to the Contractor.

6. Invoice and Payment

6.1. Invoice Requirements

a. All invoices submitted to the DMVA must include:

i. Date of order

j. Delivery Order #

k. Unique alphanumeric Invoice Number

l. Description of all contract activities performed

m. Unit price

n. Total price

b. Locations with separate DO authorizations must not appear on the same bill.

c. Invoices must adhere to the terms and conditions outlined in the contract, and all charges must match current pricing established under Schedule B of the contract.

d. The Contractor must provide historical invoices between any given time period, such as the Fiscal Year period of 9/30–10/01 of any given year, within 7 calendar days of a DMVA request for previous or outstanding bills.

e. The Contractor must email all invoices directly to DMVA-AccountsPayable@Michigan.gov for approval and payment.

mailto:DMVA-AccountsPayable@Michigan.gov

6.2. Payment Methods

The State will make payment for Contract Activities via EFT. The Vendor must be registered for EFT within the State of Michigan Payment system (SIGMA).

7. Licensing Agreement

The Contractor must provide a copy of any applicable licensing agreement.

8. Liquidated Damages Late or improper completion of the Contract Activities will cause loss and damage to the State and it would be impracticable and extremely difficult to fix the actual damage sustained by the State. Therefore, if there is late or improper completion of the Contract Activities the State is entitled to collect liquidated damages in the amount of $100 and an additional $20 per day for each day the Contractor fails to remedy the late or improper completion of the activities.

9. Additional Requirements

9.1. Environmental and Energy Efficiency Product Standards

The Contractor must identify any energy efficient, bio-based, or otherwise environmentally friendly products used in the products. The Contractor must include any relevant third-party certification, including the verification of a United States Department of Agriculture certified bio-based product label.

9.2. Hazardous Chemical Identification

In accordance with the federal Emergency Planning and Community Right-to- Know Act, 42 USC 11001, et seq., as amended, the Contractor must provide a Material Safety Data Sheet listing any hazardous chemicals as defined in 40 CFR §370.2, to be delivered. Each hazardous chemical must be properly identified, including any applicable identification number, such as a National Stock Number or Special Item Number.

The Contractor must identify any hazardous chemicals that will be provided.

9.3. Mercury Content

Pursuant to MCL 18.1261d, mercury-free products must be procured when possible. The Contractor must explain if it intends to provide products containing mercury, the amount or concentration of mercury, and whether cost competitive alternatives exist. If a cost competitive alternative does exist, the Contractor must provide justification as to why the particular product is essential. All products containing mercury must be labeled as containing mercury.

9.4. Brominated Flame Retardants

The State prefers to purchase products that do not contain brominated flame retardants (BFRs) whenever possible. The Contractor must disclose whether the products contain BFRs. Contractor must describe how products that meet these requirements are identified or otherwise labelled.

12.5. Perfluoroalkyl and Polyfluoroalkyl Substances (PFAS)

The Contractor provided products must not intentionally contain PFAS. This consists of all components of the provided products, including product packaging.

OR

If the Contractor’s product or its components contain intentionally added PFAS, the Contractor must:

a. provide an explanation with respect to the intentionally added PFAS contents, including the purpose for which PFAS are used in the product or its components, the types of PFAS used in the product or its components, and the amount…