26Q0054_RFQ document.pdf

August 20, 2026

To: Prospective Offerors

Subject: Request for Quotations 19PE5026Q0054 – DHS/HSI – Government

Official Vehicle Purchase

Enclosed is a Request for Quotations (RFQ) for the purchase of a Sport Utility

Vehicle (SUV) for an agency in Lima, Peru. If you would like to submit a quotation, follow the instructions in Section 3 of the solicitation, complete the required portions of the attached document and submit it to the email address shown below. The RFQ consists of the following parts:

1. Section 1: Standard Form SF-1449

2. Section 2: Vehicle Specifications

3. Section 3: Solicitation Provisions and Instructions to Offerors

4. Section 4: Evaluation Factors

5. Section 5: FAR & DOSAR clauses, Certifications and Other Statements of

Offerors

Questions regarding this RFQ must be sent in English to the same email address no later than August 24, 2026; the answers to these questions will be advertised within the same RFQ notice in the System for Award Management (SAM) on August 26, 2026.

Quotations are due by September 2, 2026 at 4 p.m., Lima time. Quotations must be in English and incomplete quotations will not be accepted. Your quotation must be submitted electronically to Mr. Patrick McElroy at McElroyPH@state.gov and Mr.

Christian Rivas at RivasCR@state.gov in a single file using Word or PDF file format.

For a quotation to be considered you must complete and submit the following:

• Section 1: the blanks 12, 17, 23, 24 and 30 of Standard Form SF-1449

Embassy of the United States of America

Lima, Peru mailto:McElroyPH@state.gov mailto:RivasCR@state.gov

• Section 3- information as requested

• Section 5: information as requested

Offerors are required to have an active registration in the System for Award

Management (SAM) at the time of quotation submission.

The Government intends to award a firm-fixed-price purchase order to the responsible offeror whose quotation is technically acceptable, complies with all solicitation requirements, and offers the lowest evaluated price.

Sincerely, Patrick McElroy

Contracting Officer

Enclosure: As stated

08/20/2026 12:54 GMT

McElroy, Patrick (McElroyPH@state.gov)

AUTORIZED FOR LOCAL REPRODUCTION STANDARD FORM 1449 (REV. 02/2012)

PREVIOUS EDITION IS NOT USABLE Computer Generated Prescribed by GSA - FAR (48 CFR) 53.212

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

1. REQUISITION NUMBER

PR16176262

PAGE 1 OF 24 PAGES

2. CONTRACT NO. 3. AWARD/ EFFECTIVE

DATE

4. ORDER NUMBER 5. SOLICITATION NUMBER

19PE5026Q0054

6. SOLICITATION ISSUE

DATE 08/20/2026

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME Christian R Rivas

b. TELEPHONE NUMBER(No collect calls) (51 ) 618-2192

8. OFFER DUE DATE/

LOCAL TIME

09/02/2026 / 16:00

CODE PE500 10. THIS ACQUISITION IS UNRESTRICTED OR SET ASIDE: % FOR:

SMALL BUSINESS WOMEN-OWNED SMALL BUSINESS

HUBZONE SMALL

BUSINESS

(WOSB) ELLIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM NAICS: 336110

EDWOSB EMERGING SMALL BUSINESS

9. ISSUED BY

AMERICAN EMBASSY LIMA

Av. Lima Polo cdra 2 s/n, Monterrico, Surco ATTN: GSO/Procurement Lima

PERU

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS 8 (A) SIZE STANDARD:

13b. RATING11. DELIVERY FOR FOB DESTINAT-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS 13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

14. METHOD OF SOLICITATION

X RFQ IFB RFP

15. DELIVER TO CODE 16. ADMINISTERED BY CODE

AMERICAN EMBASSY LIMA

Av. Lima Polo cdra 2 s/n, Monterrico, Surco, ATTN: GSO/Procurement Lima

PERU

AMERICAN EMBASSY LIMA

Av. Lima Polo cdra 2 s/n, Monterrico, Surco ATTN: GSO/Procurement Lima

PERU

CODE FACILITY

CODE

17a. CONTRACTOR/

OFFERER

TELEPHONE NO.

18a. PAYMENT WILL BE MADE BY

AMERICAN EMBASSY LIMA

AV. Lima Polo cdra 1 s/n Monterrico-Surco

ATTN: FMO / DBO

Lima

PERU

CODE

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

OFFER

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

BELOW IS CHECKED SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

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

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt. Use Only) x 27a.SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1 AND 52.212-4. ADDENDA ARE ARE NOT ATTACHED

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

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

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

SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS

SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED HEREIN.

29. AWARD OF CONTRACT: REF. _ _______________ OFFER DATED

_ __________. YOUR OFFER ON SOLICITATION (BLOCK 5), INCLUDING ANY

ADDITIONS OR CHANGES WHICH ARE SET FORTH HEREIN, IS ACCEPTED AS

TO ITEMS:

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

30b. NAME AND TITLE OF SIGNER (Type or print) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (Type or print) 31c. DATE SIGNED

X

Patrick McElroy

X

X

ITEM NO. 20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

32a. QUANTITY IN COLUMN 21 HAS BEEN

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

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

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

REPRESENTATIVE

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

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

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

CORRECT FOR

36. PAYMENT 37. CHECK NUMBER

PARTIAL FINAL COMPLETE PARTIAL FINAL

38. S/R ACCOUNT NO. 39. S/R VOUCHER NO. 40. PAID BY

41.a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT 42a. RECEIVED BY (Print) 41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41C. DATE

42b. RECEIVED AT (Location)

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

STANDARD FORM 1449 (REV. 2/2012) BACK

Solicitation to purchase a Sport Utility Vehicle (SUV) in accordance of the attached Specifications and related documents.

Incoterms CIF Callao

1 1 each

Page | 3

SECTION 2 - VEHICLE SPECIFICATIONS

ONE (1) SPORT UTILITY VEHICLE FOR U.S MISSION LIMA, PERU

1. Introduction This Specification outlines the comprehensive requirements for the acquisition of a vehicle for The United States Government (USG). The vehicle will serve a critical role in field operations, ensuring efficient and reliable transportation to support our mission objectives. The selected vehicle must meet stringent standards of safety, performance, and comfort to facilitate the demanding needs of our operations.

2. Scope of Work The contractor shall provide a vehicle that adheres to the following detailed specifications, ensuring it meets the highest standards of quality and functionality.

3. Vehicle Specifications Japanese origin. Sport Utility Vehicle (SUV) 4WD, 7 passengers, Gasoline

Fuel, Left Hand Drive (LHD), automatic transmission, windows all sides, power windows, locks, keyless entry, air conditioner and alarm.

Quantity: One (1) each

Specifications

(1) Sport Utility Vehicle (SUV), 4WD, 4 cylinders, 250 HP minimum, year 2026

(2) 3-row seats (7 Passengers)

(3) Left Hand Drive (LHD)

(4) Engine: 2.4L turbocharged, desirable

(5) Electronic Fuel Induction System

(6) Automatic Transmission

(7) Gasoline Fuel Type

(8) Seats:

Driver/Front passenger seat: Bucket seat, reclining, sliding with lumbar support, ventilation, and heating.

2nd/3rd Row Rear Seats: 60:40 split-folding

(9) Tri-zone Air Conditioning/heater

(10) Remote Keyless Entry: Including power tailgate

(11) Electric Steering Assistance

(12) Cruise Control

Page | 4

(13) Multi-camera system

(14) Headlights: Projector LED type with manual power on and automatic leveling

(15) Fog lights: Front LED

(16) Front and Rear Proximity Sensors

(17) Safety Features: Airbags (multi-zone driver + passengers), ABS Brakes, anti-lock braking system, stability control, electronic brake force distribution, brake assist, HAC/DAC hill assist, traction control parking support brake

(18) 3-point Seat Belts on all passenger seats and driver's seat

(19) Exterior Color: Gray, desirable

(20) Floor Mats: Both front and rear

(21) Manuals in English:

➢ One (1) set of operator manual.

➢ One (1) set of Technical (shop repair) manuals and parts catalog to be furnished by Contractor at time of vehicle delivery

(22) Window tinting

Page | 5

SECTION 3 – SOLICITATION PROVISIONS AND

INSTRUCTIONS TO OFFERORS

52.212-1 INSTRUCTIONS TO OFFERORS—COMMERCIAL PRODUCTS

AND COMMERCIAL SERVICES (SEP 2023) (DEVIATION NOV

2025)

(a) Submission of offers. Submit signed and dated offers to the office specified in this solicitation at or before the exact time specified in this solicitation. As a minimum, offers shall include—

(1) The solicitation number;

(2) The name, address, telephone number of the Offeror;

(3) The Offeror’s Unique Entity Identifier (UEI) and, if applicable, Electronic Funds Transfer (EFT) indicator;

(4) Information necessary to evaluate the factors contained in the provision at 52.212-2 or as described in the solicitation;

(5) Responses to provisions that require Offeror completion of information, representations, and certifications (other than those collected via the System for Award Management (SAM)); and

(6) A statement specifying the extent of agreement with all terms, conditions, and provisions included in the solicitation and any solicitation amendments.

(b) Period for acceptance of offers. The Offeror agrees to hold the prices in its offer firm for 60 calendar days from the date specified for receipt of offers, unless another time period is specified in an addendum to the solicitation.

(c) Late submissions, modifications, revisions, and withdrawals of offers.

(1) Offerors are responsible for submitting offers and any modifications or revisions to the Government office designated in the solicitation by the time specified in the solicitation.

Page | 6

(2) Any offer, modification, or revision received after the time specified for receipt of offers is “late” and will not be considered unless it is received before award is made and the Contracting Officer determines that accepting the late offer would not unduly delay the acquisition. However, a late modification of an otherwise successful offer that makes its terms more favorable to the Government will be considered at any time it is received and may be accepted.

(3) If an emergency or unanticipated event interrupts normal Government processes so that offers cannot be received at the Government office designated for receipt of offers by the exact time specified in the solicitation, and urgent

Government requirements preclude amendment of the solicitation or other notice of an extension of the closing date, the time specified for receipt of offers will be deemed to be extended to the same time of day specified in the solicitation on the first work day on which normal Government processes resume.

(4) Offerors may withdraw their offers by written notice to the Government received at any time before award.

(d) Contract award (not applicable to Invitation for Bids). The Government intends to evaluate offers and award a contract without discussions with Offerors. Therefore, the Offeror’s initial offer should contain the Offeror’s best terms. However, the Government reserves the right to conduct discussions, if necessary. The Government may reject any or all offers if such action is in the public interest, accept other than the lowest offer, and waive informalities and minor irregularities in offers received.

(e) Debriefings. If a post award debriefing is given to requesting Offerors, the

Government will disclose the following information, if applicable:

(1) The agency’s evaluation of the significant weak or deficient factors in the debriefed Offeror’s offer.

(2) The overall evaluated cost or price and technical rating of the successful Offeror and the debriefed Offeror and past performance information on the debriefed Offeror.

(3) The overall ranking of all Offerors when any ranking was developed by the agency during source selection.

(4) A summary of the rationale for award.

Page | 7

(5) For acquisitions of commercial products, the make and model of the product to be delivered by the successful Offeror.

(6) Reasonable responses to relevant questions posed by the debriefed Offeror as to whether the agency followed source-selection procedures set forth in the solicitation, applicable regulations, and other applicable authorities.

(End of provision)

ADDENDUM TO 52.212-1

A. Summary of Instructions. Each offer must consist of the following:

A.1. A completed solicitation, in which the SF-1449 cover page (blocks 12, 17, 23, 24 and 30) has been filled out and the requested information in Section 3 and 5 is provided.

A.2. Information demonstrating the offeror’s ability to perform:

(1) The offeror shall provide name, telephone number, and email address of the contractor's authorized representative responsible for contract administration.

(2) The offeror shall demonstrate 5-year experience providing similar passenger vehicles.

(3) Provide proof that vehicles will be sourced through authorized distribution channels,(documented business agreement and/or business partnership), if applicable.

(4) Overseas vendors: shall state in writing their compliance with the CIF Callao

Incoterms.

(5) Offerors are required to have an active registration in the System for Award

Management (SAM) at the time of quotation submission.

Page | 8

52.212-2 EVALUATION—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (NOV 2021) (DEVIATION NOV 2025)

(a) Evaluation factors. The Government will award a contract resulting from this solicitation to the responsible Offeror whose offer conforming to the solicitation will be most advantageous to the Government, price and other factors considered.

The following factors will be used to evaluate offers:

Described in Section 4

(b) Options (if applicable). The Government will evaluate offers for award purposes by adding the total price for all options to the total price for the basic requirement. The Government may determine that an offer is unacceptable if the option prices are significantly unbalanced. The evaluation of options does not obligate the Government to exercise the option(s).

(c) Notice of award. A written notice of award or acceptance of an offer furnished to the successful Offeror within the time for acceptance specified in the offer, shall result in a binding contract without further action by either party. Before the offer’s specified expiration time, the Government may accept an offer (or part of an offer), whether or not there are negotiations after its receipt, unless a written notice of withdrawal is received before award.

(End of provision)

THE FOLLOWING FEDERAL ACQUISITION REGULATION

SOLICITATION PROVISIONS ARE INCORPORATED BY REFERENCE

NUMBER TITLE DATE

52.203-18 PROHIBITION ON CONTRACTING WITH

ENTITIES THAT REQUIRE CERTAIN

INTERNAL CONFIDENTIALITY

AGREEMENTS OR STATEMENTS-

REPRESENTATION

JAN 2017

52.204-7 SYSTEM FOR AWARD MANAGEMENT NOV 2024

(DEVIATION

NOV 2025)

52.209-2

PROHIBITION ON CONTRACTING WITH

INVERTED DOMESTIC CORPORATIONS-

REPRESENTATION

NOV 2015

(DEVIATION

Page | 9

52.209-11 REPRESENTATION BY CORPORATIONS

REGARDING DELINQUENT TAX LIABILITY

OR A FELONY CONVICTION UNDER ANY

FEDERAL LAW

FEB 2016

(DEVIATION

NOV 2025)

52.225-18 PLACE OF MANUFACTURE AUG 2018

52.240-90 SECURITY PROHIBITIONS AND

EXCLUSIONS REPRESENTATIONS AND

CERTIFICATIONS

NOV 2025

52.252-1 SOLICITATION PROVISIONS

INCORPORATED BY REFERENCE

FEB 1998

52.252-5 AUTHORIZED DEVIATIONS IN

PROVISIONS.

NOV 2020

PROPOSAL FORMAT AND CONTENT

The vehicle to be purchased is for the US Government official use. To assure timely and fair consideration of your proposal, you must follow the instructions contained herein. Proposals must be complete, self-sufficient, and respond directly to the requirement of this RFQ. Failure to provide requested information in the format specified in this section may result in an unfavorable evaluation or non-consideration of your company’s proposal.

The contractor shall identify and explain/justify any deviations, exceptions, or conditional assumptions taken with respect to any of the instructions or requirements of this request for quotation.

Page | 10

Pricing

The Government intends to award a Firm Fixed Price (FFP) purchase order payable entirely in US dollars. It must include all direct and indirect costs, overhead, general and administrative expenses, per-diem, travel, profit, shipping/delivery charges, customs duties, insurance, and taxes, where applicable.

Final Inspection and Acceptance

The final inspection and acceptance of the vehicle will be performed by the U.S.

Government’s representative upon its arrival to the US Embassy in Lima, Peru.

Estimated Delivery Time

Final delivery must be made to the US Embassy in Lima, peru within 60 days after receipt of the order.

Local maintenance/repair service

Contractor shall be able to provide local maintenance service through experienced and authorized repair shops.

Contractor shall provide name, address, phone of the dealer’s POC in Peru which shall provide warranty services. It also must ensure the availability of in-country spare parts, service, and warranty support.

Warranty

Warranty: 5 years or 150,000 km, whichever occurs first.

Payment Terms

Within 30 days upon satisfactory delivery of the vehicle and an accurate invoice.

SAM Registration

Contractors are required to have an active registration in the System for Award

Management (SAM) at the time of quotation submission. Offerors that do not have an active SAM registration shall complete the applicable portions of FAR

Page | 11

52.204-90, Offeror Identification, and provide the required identification information with their quotation.

Delivery Terms

The Delivery Terms are CIF Incoterms. The vendor is responsible for the delivery of the item listed on the SF-1449 at Callao Port in Lima, Peru. The US Embassy will manage import customs clearance of the vehicle assisted by the awardee resulting from this solicitation.

The contractor shall ensure that all items are prepared for safe shipment and include all necessary export approvals, required Material Data Safety Sheet, licenses, and documents detailed below.

List of Endorsed Documents for Vehicle Import (for the resulting awardee)

1. DAM ( Declaracion Unica de Mercancias) for Temporary Regime signed by the Legal Representative of the Custom Broker of the vendor. Three (3) copies.

2. Local Certificate of Temporary Bonded Warehouse provided by the vendor.

Three (3) copies.

3. Bill of Lading. Three (3) copies endorsed to EMBAJADA DE LOS

ESTADOS UNIDOS AMERICA.

4. Commercial Invoice. One original and two copies.

5. Invoice / Packing List, issued by the vendor at point of origin, specifying:

a) Description of units, specifying brand, commercial name, model, year of manufacture, country of origin, customs position (Code) as well as customs description in which the maximum tonnage load capacity must be included.

b) Number of Units

c) Unit FOB value

d) Total FOB value

e) Unit Volume and Total Volume

f) Unit Weight (kg) and Total Weight

g) P/C) Number(s)

Page | 12

6. Engine frame list issued by the vendor at origin. Should specify Frame Number, VIN, Motor Number and color.

7. Equipment List. It should make reference to the commercial invoice number and be issued by the vendor at origin. Should specify vehicle's commercial name, as well as model and main equipment (Exterior, Interior and Security/Safety).

8. Emission Certificate, in the form of affidavit, issued by the vendor and addressed to Customs.

9. Insurance Policy.

10.Technical specifications of the units per brand/model.

The official consignee in all shipping documents must be:

EMBAJADA DE LOS ESTADOS UNIDOS AMERICA

Direccion: Avenida La Encalada cuadra 17 s/n, Surco

RUC: 20293588776

Page | 16

SECTION 4 – EVALUATION FACTORS

The Government intends to award a firm-fixed-price purchase order to the responsible quoter whose quotation is technically acceptable, complies with all solicitation requirements, and offers the lowest evaluated price.

Per FAR 9.104-1, to demonstrate responsibility, a prospective contractor must:

• Have adequate financial resources or the ability to obtain them;

• Be able to comply with the required performance period, taking into consideration all existing commercial and governmental business commitments;

• Have a satisfactory record of integrity and business ethics;

• Have the necessary organization, experience, and skills or the ability to obtain them;

• Have the necessary equipment and facilities or the ability to obtain them; and

• Be otherwise qualified and eligible to receive an award under applicable laws and regulations.

Page | 17

SECTION 5 - FAR & DOSAR CLAUSES CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

52.212-4 TERMS AND CONDITIONS—COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (NOV 2023) (DEVIATION NOV 2025)

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

(b) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post acceptance rights—

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(c) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

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

(e) Disputes. This contract is subject to 41 U.S.C. chapter 71, Contract Disputes.

Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal, or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause FAR

52.233-1, Disputes, which is incorporated in this contract by reference. The

Page | 18

Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence. Examples of occurrences include acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. When an excusable delay occurs, the Contractor shall—

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

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

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

(g) Invoice. The Government will handle invoices according to the Prompt Payment Act (31 U.S.C. 3903) and 5 CFR part 1315. The Contractor shall submit invoices to the address designated in the contract to receive invoices. An invoice must include the information required by 5 CFR part 1315.9(b).

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees, and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark, or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment—

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt payment. The Government will make payment in accordance with the

Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR part 1315.

(3) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date that appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(4) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall— http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title31-section3903&num=0&edition=prelim

Page | 19

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected line item or subline item, if applicable;

(D) Contractor point of contact; and

(ii) Provide a copy of the remittance and supporting documentation to the

Contracting Officer.

(5) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by FAR part 33 if–

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see FAR part 32).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a termination for cause.

Page | 20

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on-

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures for interest credits prescribed in FAR part 32 in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon—

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work and shall immediately cause any and all of its suppliers and subcontractors to cease work.

Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor’s records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to

Page | 21 provide the Government, upon request, with adequate assurances of future performance. The Government will send a cure notice to the Contractor, unless the reason for the termination is late delivery. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the

Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) Warranty. The Contractor warrants and implies that the items delivered under this contract are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) 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; 40 U.S.C. chapter 37, Contract Work

Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 49 U.S.C. 40118, Government-financed air transportation; and 41 U.S.C. chapter 21 relating to procurement integrity.

(r) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services;

(2) The Disputes, Payments, Invoice, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) Other contract clauses incorporated in the solicitation or contract;

(4) Addenda to this solicitation or contract;

(5) Solicitation provisions incorporated in the solicitation;

(6) Other paragraphs of this clause;

(7) Other documents, exhibits, and attachments; and

(8) The specification.

(s) Unauthorized obligations.

Page | 22

(1) Except as stated in paragraph (s)(2) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement

(EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

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

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (s)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(t) Comptroller General examination of record. This paragraph applies if this contract was awarded using other than sealed bid procedures and is in excess of the simplified acquisition threshold on the date of award of this contract.

(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 part 4, longer period required by statute, or periods specified in 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

Page | 23 form. This clause 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.

(u) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management

(SAM), are incorporated by reference into the contract.

(End of clause)

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This purchase order or BPA incorporates the following 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-overhaul/far-part-deviation-guide ; this address is subject to change.

DOSAR clauses may be accessed at: https://acquisition.gov/dosar

FEDERAL ACQUISITION REGULATION CLAUSES

52.203-17 CONTRACTOR EMPLOYEE

WHISTLEBLOWER RIGHTS

NOV 2023

52.203-19 PROHIBITION ON REQUIRING CERTAIN

INTERNAL CONFIDENTIALITY

AGREEMENTS OR STATEMENTS

JAN 2017

52.204-19 INCORPORATION BY REFERENCE OF

REPRESENTATIONS AND

CERTIFICATIONS

DEC 2014

52.204-13 SYSTEM FOR AWARD MANAGEMENT

MAINTENANCE

OCT 2018

(DEVIATION

NOV 2025)

52.209-6 PROTECTING THE GOVERNMENT'S

INTEREST WHEN SUBCONTRACTING

WITH CONTRACTORS DEBARRED,

SUSPENDED, PROPOSED FOR

JAN 2025

(DEVIATION

NOV 2025)

https://www.acquisition.gov/far-overhaul/far-part-deviation-guide https://www.acquisition.gov/far-overhaul/far-part-deviation-guide https://acquisition.gov/dosar

Page | 24

DEBARMENT, OR VOLUNTARILY

EXCLUDED

52.209-10 PROHIBITION ON CONTRACTING WITH

INVERTED DOMESTIC CORPORATIONS

NOV 2015

(DEVIATION

NOV 2025)

52.222-50 COMBATING TRAFFICKING IN PERSONS OCT 2025

(DEVIATION

FEB 2026)

52.226-8 ENCOURAGING CONTRACTOR POLICIES

TO BAN TEXT MESSAGING WHILE

DRIVING

MAY 2024

52.232-33 PAYMENT BY ELECTRONIC FUNDS

TRANSFER-SYSTEM FOR AWARD

MANAGEMENT

OCT 2018

52.232-40 PROVIDING ACCELERATED PAYMENTS

TO SMALL BUSINESS

SUBCONTRACTORS

MAR 2023

52.233-3 PROTEST AFTER AWARD AUG 1996

(DEVIATION

52.233-4

APPLICABLE LAW FOR BREACH OF

CONTRACT CLAIM

OCT 2004

(DEVIATION

52.240-91

SECURITY PROHIBITIONS AND

EXCLUSIONS

NOV 2025

52.244-6 SUBCONTRACTS FOR COMMERCIAL

PRODUCTS AND COMMERCIAL

SERVICES

OCT 2025

(DEVIATION

52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES NOV 2020

Page | 25

DEPARTMENT OF STATE ACQUISITION REGULATION CLAUSES

652.229-71 PERSONAL PROPERTY DISPOSITION AT

POSTS ABROAD

AUG 1999

652.242-73 AUTHORIZATION AND PERFORMANCE AUG 1999

652.243-70 NOTICES AUG 1999