36C26024R0087 Conformed 4.10.25.docx

36C26024R0087 Section M

1. SOLICITATION NUMBER

2. TYPE OF SOLICITATION

3. DATE ISSUED

PAGE OF PAGES

4. CONTRACT NUMBER

5. REQUISITION/PURCHASE REQUEST NUMBER

6. PROJECT NUMBER

7. ISSUED BY

CODE

8. ADDRESS OFFER TO

a. NAME

b. TELEPHONE NUMBER (Include area code) (NO COLLECT CALLS)

10. THE GOVERNMENT REQUIRES PERFORMANCE OF THE WORK DESCRIBED IN THESE DOCUMENTS (Title, identifying number, date) 12a. THE CONTRACTOR MUST FURNISH ANY REQUIRED PERFORMANCE AND PAYMENT BONDS?

(If "YES," indicate within how many calendar days after award in Item 12B.)

12b. CALENDAR DAYS

13. ADDITIONAL SOLICITATION REQUIREMENTS:

STANDARD FORM 1442 (REV. 8/2014)

STANDARD FORM 1442

Prescribed by GSA-FAR (48 CFR) 52.236-1(d)

SOLICITATION, OFFER,

AND AWARD

(Construction, Alteration, or Repair)

SOLICITATION

SOLICITATION

IMPORTANT - The "offer" section on the reverse must be fully completed by offeror.

9. FOR INFORMATION

CALL:

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

SEALED BID (IFB)

NEGOTIATED (RFP)

11. The Contractor shall begin performance within ____________ calendar days and complete it within calendar days after receiving award, notice to proceed. This performance period is mandatory negotiable. (See _____________________________).

YES

NO

a.

Sealed offers in original and ___________________copies to perform the work required are due at the place specified in Item 8 by _____________ (hour) local time _____________________ (date). If this is a sealed bid solicitation, offers must be publicly opened at that time. Sealed envelopes containing offers shall be marked to show the offeror's name and address, the solicitation number, the date and time offers are due.

b.

An offer guarantee is, is not required.

c.

All offers are subject to the (1) work requirements, and (2) other provisions and clauses incorporated in the solicitation in full text or by reference.

d.

Offers providing less than _______________________ calendar days for Government acceptance after the date offers are due will not be considered and will be rejected.

36C26024R0087

X 04-01-2025 To be assigned upon award N/A

Per Task Order 36C260 Network Contracting Office 20

ATTN: V4CONT

1601 E. Fourth Plain Blvd Bldg.17, Suite B428 Vancouver WA 98661 Network Contracting Office 20

ATTN: V4CONT

1601 E. Fourth Plain Blvd Bldg.17, Suite B428 Vancouver WA 98661 Wendy Duval 509-321-1919 This solicitation is for Multiple Award Task Order Contracts(MATOCs) for general construction covering eight (8) facilities across Washington, Oregon, Idaho, and Alaska. Task order (TO) work will include construction, maintenance, alterations, and repair of buildings and other real property belonging to the facilities.

The government intends to award up to 12 Indefinite Delivery Indefinite Quantity (IDIQ) contracts with firm fixed price task orders issued against the contract. The guaranteed minimum award amount for each contract is $2,000. The contract ceiling is a shared dollar value of $500M. The government does not guarantee that it will place any order under this contract(s) in excess of the guaranteed minimum award amount.

The IDIQ contracts awarded resulting from this solicitation shall include a base period of one year and two two-year options.

This acquisition shall be 100% set set-aside for Service-Disabled Veteran-Owned Small Business (SDVOSB) authority of 38 U.S.C. 8127 (Public Law 109 109-461).

NAICS: 236220 - Commercial and Institutional Building Construction / SBA Size Standard: $45 Million

This acquisition features a "Seed Project" with a magnitude value between $1,000,000 and $ 2,000,000 per FAR36.204(c).

A bid bond is required for the Seed Project. NOTE: YOU MUST PARTICIPATE IN THE PROPOSAL PROCESS OF THE SEED PROJECT # 648-22-100, VA Vancouver Consolidate Dental B20 TO BE CONSIDERED AS AN AWARDEE FOR THE MATOC.

A virtual pre-proposal conference is scheduled for April 17, 2025 @ 9:00 AM PST. Offerors wishing to participate must e-mail wendy.duval@va.gov NLT April 16, 2025 4:30 PDT to receive the virtual meeting information.

A site visit for the seed project is scheduled for April 3,2025. See provision 52.236-27, Site Visit, for details.

All Contractors who intend to submit a proposal are strongly encouraged to attend the site visit to review existing site conditions and IDIQ procedures.

This is a competitive acquisition that shall utilize a Tradeoff Process IAW FAR 15.101-1

NOTE: Ensure all correspondence is e-mailed to wendy.duval@va.gov.

Wage Determination WA20240120 dated 9-6-2024 is applicable to the seed project only. Each task order will identify the wage determination applicable to that task order.

* any block or clause that include an asterisk will be completed per Task Order if applicable.

X X

52.211-10 X

15:00

PDT

05-14-2025 X

14. NAME AND ADDRESS OF OFFEROR

15. TELEPHONE NUMBER

16. REMITTANCE ADDRESS

CODE

FACILITY CODE

17. The offeror agrees to perform the work required at the prices specified below in strict accordance with the terms of the solicitation, if this offer is accepted by the Government in writing within __________ calendar days after the date offers are due.

AMOUNTS

18. The offeror agrees to furnish any required performance and payment bonds.

19. ACKNOWLEDGMENT OF AMENDMENTS

AMENDMENT

NUMBER

DATE.

20a. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN OFFER 20b. SIGNATURE 20c. OFFER DATE

21. ITEMS ACCEPTED:

22. AMOUNT

23. ACCOUNTING AND APPROPRIATION DATA

24. SUBMIT INVOICES TO ADDRESS SHOWN IN

ITEM

25. OTHER THAN FULL AND OPEN COMPETITION PURSUANT TO

10 U.S.C. 2304(c)( 41 U.S.C. 3304(a) (

26. ADMINISTERED BY

27. PAYMENT WILL BE MADE BY

PHONE:

FAX:

28. NEGOTIATED AGREEMENT

29. AWARD

Your Contractor agrees offer on this solicitation is hereby accepted as to the items listed. This to furnish and deliver all items or perform all work requirements identified award consummates the contract, which consists of (a) the Government on this form and any continuation sheets for the consideration stated in solicitation and your offer, and (b) this contract award. No further cont-this contract. The rights and obligations of the parties to this contract ractual document is necessary.

shall be governed by (a) this contract award, (b) the solicitation, and (c) the clauses, representations, certifications, and specifications incorporated by reference in or attached to this contract.

30a. NAME AND TITLE OF CONTRACTOR OR PERSON AUTHORIZED 31a. NAME OF CONTRACTING OFFICER

TO SIGN

30b. SIGNATURE 30c. DATE 31b. UNITED STATES OF AMERICA 31c. AWARD DATE

BY

OFFER

AWARD

STANDARD FORM 1442 (REV. 8/2014) BACK

(Include ZIP Code) (Include area code) (Include only if different than Item 14.)

(Insert any number equal to or greater than the minimum requirement stated in Item 13d. Failure to insert any number means the offeror accepts the minimum in Item 13d.)

(The offeror acknowledges receipt of amendments to the solicitation -- give number and date of each) (Type or print) (4 copies unless otherwise specified) (Type or print) (Type or print) (Contractor is required to sign this document and return _______ copies to issuing office.)

(Contractor is not required to sign this document.)

(Must be fully completed by offeror) (To be completed by Government)

CONTRACTING OFFICER WILL COMPLETE ITEM 28 OR 29 AS APPLICABLE

36C260 Network Contracting Office 20

ATTN: V4CONT

1601 E. Fourth Plain Blvd Bldg.17, Suite B428 Vancouver WA 98661

Dept of Veterans Affairs

FMS-VA-2(101)

Financial Services Center

PO BOX 149971

Austin TX 78714-9971

Table of Contents

SECTION B - SUPPLIES OR SERVICES AND PRICE/COSTS

B.1 PRICE/COST SCHEDULE

ITEM INFORMATION

MATOC IDIQ – Construction FFP – General SOW: Contractor shall provide general construction, renovation, maintenance, minor repair, and services ancillary to construction. All work will take place at VISN 20 facilities located in Alaska, Idaho, Oregon, & Washington.

Base Contract Period May 1, 2025 – April 30, 2026

MATOC IDIQ – Construction FFP – General SOW: Contractor shall provide general construction, renovation, maintenance, minor repair, and services ancillary to construction. All work will take place at VISN 20 facilities located in Alaska, Idaho, Oregon, & Washington.

Option Period One May 1, 2026 – April 30, 2028

MATOC IDIQ – Construction FFP – General SOW: Contractor shall provide general construction, renovation, maintenance, minor repair, and services ancillary to construction. All work will take place at VISN 20 facilities located in Alaska, Idaho, Oregon, & Washington.

Option Period Two May 1 2028 – April 30, 2030

GRAND TOTAL

36C26024R0087 Section B

Page 1 of Page 1 of

SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

MULTIPLE AWARD TASK ORDER CONTRACT (MATOC) STATEMENT OF WORK

A. GENERAL INFORMATION

This procurement effort is for construction services at Veterans Integrated Service Network (VISN) 20 station locations in Washington, Idaho, Oregon, and Alaska. Contractors are expected to have the capability and qualifications to provide a wide array of construction services at locations specified.

1. This requirement consists of establishing a MATOC “pool” consisting of up to 12 Indefinite-Delivery Indefinite-Quantity (IDIQ) contracts with each IDIQ contract having a base period of one year, and two two-year options. The total guaranteed minimum under each awarded IDIQ contract is $2,000.00, which will be awarded in the FY which the contract is awarded and represents a bona fide need of the current fiscal year. The MATOC will require contractors to furnish all labor, materials, equipment, and expert supervision needed to accomplish the work in accordance with the Description / Specifications / Statement of Work provided with each task.

2. The MATOC awardees will then be eligible to submit proposals in response to a Task Order Proposal Request (TOPR) issued to the MATOC contractors. The MATOC TOs shall have a minimum value of $2,000.00 and a maximum value of $30,000,000.00 and no dollar limit per year up to a cumulative (all IDIQs inclusive) maximum of $500,000,000.00 for the entire MATOC IDIQ contract term. Firm Fixed Price Task Orders (TO) will vary in size and dollar amounts. TOs will be for general construction categories and may involve some or all of the following examples including maintenance, repair, alteration, mechanical, electrical, heating/air conditioning, demolition, painting, paving and earthwork, carpentry, concrete, roofing, site work, excavation, interior renovation, carpet-window and door installation, electrical, steam fitting, plumbing, exterior and interior painting, plaster/stucco, demolition, masonry or metal stud and sheetrock work, installation of acoustical ceilings and light fixtures, HVAC installation and flooring installation, etc..

3. Task orders shall have defined periods of performance. Each TOs shall have a separate Notice to Proceed (NTP) issued to commence construction activities.

4. Hours of Work and Scheduling: All work will be done during the normal work week Monday through Friday, except holidays, 7:00 AM to 4:30 PM unless otherwise scheduled with the COR, or identified in the TO SOW. If work hours will be different for any specific TO, it will be identified in the SOW for that action. Any contractor request to work outside the normal hours must be requested, in writing at least 48-hours in advance.

6. Federal Holidays: please see the U.S. Office of Personnel Management list of Federal Holidays here: Federal Holidays (opm.gov)

Note: Any of the listed holidays falling on Saturday will be observed on the preceding Friday; holidays falling on Sunday will be observed on the following Monday.

B. CONTRACT AWARD MEETING

The contractor shall not commence performance on the tasks in the MATOC contract or for each subsequently issued TO until the CO has conducted a Preconstruction Conference or has advised the contractor that a conference is waived.

C. GENERAL REQUIREMENTS

1. All written deliverables shall be phrased in layperson language. Statistical and other technical terminology shall not be used without providing a glossary of terms.

2. Where a written milestone deliverable is required in draft form, the VA will complete their review of the draft deliverable within 10-business days from the date of receipt. The contractor shall have 7-business days to deliver the final deliverable from date of receipt of the Government’s comments.

3. Contractor shall adhere to basic VA specifications for all work for all task orders. TIL documents can be found at the VA Technical Information Library (TIL) located at https://www.cfm.va.gov/TIL/spec.asp.

D. SPECIFIC MANDATORY TASKS AND ASSOCIATED DELIVERABLES

1. Description of Tasks and Associated Deliverables: The MATOC contractor(s) shall be responsible for the construction (including new work, additions, alterations, maintenance, and repairs) of commercial and institutional related structures. The primary NAICS code for the MATOC award is 236220 Commercial and Institutional Building Construction. NAICS Code 236220 has a Small Business Size Standard of $45M.

2. All work described above shall be completed in accordance with the construction documents for the individual TO projects.

E. GOVERNMENT FURNISHED PPOPERTY/EQUIPMENT (GFP/GFE)

The IDIQ contract does not have any GFP/GFE pre-designated for provision on a temporary or permanent basis to MATOC contractors. As each subsequently developed project requiring a task order is finalized Government shall evaluate its need to furnish any GFP/GPE.

F. CONTRACTOR EXPERIENCE REQUIREMENTS

1. The contractor must inform the TO project COR when personnel are removed from the contract for any reason.

2. If a TO key person becomes unavailable to complete the contract, proposed substitutions of key personnel shall be made to the COR and approved by the CO.

3. Contractor employees shall not be considered government employees for any purpose under this contract and subsequent TOs.

G. CLAUSES

Any and all FAR or VAAR clauses listed on supporting documents, e.g. specifications, are strictly for reference only and do not supersede, replace, or enhance those clauses or provisions, in full or reference, included in the solicitation or contract. FAR and VAAR clauses or provisions found in the solicitation or contract prevail.

END OF MATOC SOW

TASK ORDER PROCEDURES

A. GENERAL

1. When the Government has a need for a task order (TO), the Government will issue a Task Order Proposal Request (TOPR) using the procedures outlined in this contract and FAR subpart 16.505, Ordering.

2. TOs will be awarded on Standard Form 1442.

3. The Government will not be obligated to reimburse the contractor for work performed, items delivered, or any costs incurred, nor shall the contractor be obligated to perform, deliver, or otherwise incur costs, except as authorized by duly executed TOs.

4. Each TO shall include as a minimum:

(i) Date of order.

(ii) Contract number and order number.

(iii) Contract item number and description, quantity, and unit price or estimated cost.

(iv) Delivery or performance schedule.

(v) Place of performance.

(vi) Any packaging, packing, and shipping instructions.

(vii) Accounting and appropriation data.

(viii) Method of payment and payment office.

5. Modifications to TOs will be issued on Standard Form (SF) 30.

6. MATOC contractors are expected to have the capacity and qualifications to meet a wide array of construction projects in all the identified locations.

7. In accordance with FAR 16.505(a)(10), no protest under FAR Subpart 33.1 is authorized in connection with the issuance or proposed issuance of a TO under an IDIQ Contract except for a protest on the grounds that the order increases the scope, period, or maximum value of the contract; or a protest of an order valued more than $10,000,000.

B. COMPETITION

1. Competition for issuance of TOs is limited to awardees under this contract. All awardees will be given a fair opportunity to be considered for each TO unless the CO applies one of the exceptions noted below. Upon determining the need to issue a TO, all awardees will be considered equally against the criteria stated in the Task Order Proposal Request (TOPR).

2. The CO reserves the right to make award of a TO without fair opportunity based upon one of the circumstances outlined in FAR 16.505(b)(2).

C. REQUEST FOR PROPOSAL

1. When a requirement is identified, a Task Order Proposal Request (TOPR), in letter format, will be issued to IDIQ MATOC awardees. All terms and conditions in this contract will apply to each TOPR and any resultant TO awarded. In accordance with FAR 16.505, IDIQ MATOC awardees shall receive a fair opportunity to be considered for each order unless an exception to fair opportunity exists.

2. IDIQ MATOC awardees will be issued the TOPR through the Electronic Contract Management System (eCMS) Vendor Portal located at the following web link, https://www.vendorportal.ecms.va.gov Only IDIQ MATOC awardees will be able to view documents related to the TOPR. It is the responsibility of the IDIQ MATOC awardee to disseminate related documents to prospective subcontractors. Registration in the Vendor Portal is mandatory. All TOPR documents will be issued through the Vendor Portal. No separate notice will be issued. IDIQ MATOC awardees not registered in the vendor portal at the time the issuance of the TOPR risk not being considered for TO award.

3. Projects will be of varying size and complexity, however, the magnitude of a majority of projects is anticipated to be between $250,000.00 and $20,000,000.00. The notification posted to the Vendor Portal will provide instruction and information to prospective offerors which may include the following:

· Statement of work, specifications, and/or drawings

· Magnitude of construction in terms of physical characteristics and estimated price range

· Site reports, analysis, and/or evaluation requirements

· Site visit requirements

· Quote, proposal, or other submission requirements

· Liquidated Damages (if applicable)

4. Unless otherwise specified, a bid bond is required to be submitted with every offer.

D. TASK ORDER EVALUATION

1. The basis of award for each TO will be stated in the TOPR. In the event a contractor is unable to submit an offer in response to a TOPR; the contractor shall notify the CS/CO that issued the TOPR via e-mail or through the VA Vendor Portal by checking “No Offer” on the TOPR form.

2. While no mandatory requirement exists for the submission of an offer, firms consistently declining to submit an offer/response to the TOPR is at risk of not having their option period exercised or the IDIQ contract continued at any time.

3. The Contractor will not be reimbursed for any pre-award costs including items such as proposal preparation, travel, and attendance during negotiations, site visits, or pre-proposal meetings.

4. The Contracting Officer reserves the right to cancel, withdraw, and/or re-release any TOPR or reject all offers and solicit open market.

E. TASK ORDER AWARD

1. TOs may be placed via e-mail, telephone, or other electronic means. The appropriate issuing, administration, and payment offices will be cited on each TO.

2. The TO awardee may be provided one copy of all TO documents including the statement of work, specification, drawings, reports and/or as-builts, etc. The Government may provide these as hard copy or as electronic media, such as web postings or e-mail. All further reproduction shall be at the Contractor's expense.

3. The following submittals shall be due within 10 days of TO award, or as otherwise directed by the Contracting Officer:

· Schedule & Schedule of Values

· Payment and Performance Bonds

· Letter of Delegation (Superintendent)

· Standard Form 1413, Statement and Acknowledgment (Subcontractor)

· On-site general and sub-contractor’s construction workers OSHA 10 hour Construction Safety training, 30 hour Construction Safety course, and other relevant competency training.

· Any other submittal as required by the Contracting Officer.

4. A Notice to Proceed (NTP) will be issued by the Contracting Officer after receipt and approval of the documents identified above. Unless otherwise specified, on-site work shall not begin until the NTP is issued. The NTP can be either one-phase or two-phase depending on the requirements and period of performance stated in the TO solicitation.

36C26024R0087 Section C

END OF TASK ORDER PROCEDURES

Page 1 of Page 1 of

PART II - CONTRACT CLAUSES

SECTION I - CONTRACT CLAUSES

I.1 52.203-14 DISPLAY OF HOTLINE POSTER(S) (NOV 2021)

(a) Definition.

United States, as used in this clause, means the 50 States, the District of Columbia, and outlying areas.

(b) Display of fraud hotline poster(s). Except as provided in paragraph (c)—

(1) During contract performance in the United States, the Contractor shall prominently display in common work areas within business segments performing work under this contract and at contract work sites-

(i) Any agency fraud hotline poster or Department of Homeland Security (DHS) fraud hotline poster identified in paragraph (b)(3) of this clause; and

(ii) Any DHS fraud hotline poster subsequently identified by the Contracting Officer.

(2) Additionally, if the Contractor maintains a company website as a method of providing information to employees, the Contractor shall display an electronic version of the poster(s) at the website.

(3) Any required posters may be obtained as follows:

(Contracting Officer shall insert—

(i) Appropriate agency name(s) and/or title of applicable Department of Homeland Security fraud hotline poster; and

(ii) The website(s) or other contact information for obtaining the poster(s).)

(c) If the Contractor has implemented a business ethics and conduct awareness program, including a reporting mechanism, such as a hotline poster, then the Contractor need not display any agency fraud hotline posters as required in paragraph (b) of this clause, other than any required DHS posters.

(d) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (d), in all subcontracts that exceed the threshold specified in Federal Acquisition Regulation 3.1004(b)(1) on the date of subcontract award, except when the subcontract—

(1) Is for the acquisition of a commercial product or commercial service; or

(2) Is performed entirely outside the United States.

(End of Clause) I.2 52.211-10 COMMENCEMENT, PROSECUTION, AND COMPLETION OF WORK (APR 1984) ALTERNATE I (APR 1984) The Contractor shall be required to (a) commence work under this contract within * calendar days after the date the Contractor receives the notice to proceed, (b) prosecute the work diligently, and (c) complete the entire work ready for use not later than * days after the date the contractor receives the notice to proceed. The time stated for completion shall include final cleanup of the premises.

The completion date is based on the assumption that the successful offeror will receive the notice to proceed by . The completion date will be extended by the number of calendar days after the above date that the Contractor receives the notice to proceed, except to the extent that the delay in issuance of the notice to proceed results from the failure of the Contractor to execute the contract and give the required performance and payment bonds within the time specified in the offer.

(End of Clause) I.3 52.211-12 LIQUIDATED DAMAGES—CONSTRUCTION (INCLUDES TABLE FOR SEPARATE PARTS OR STAGES) (SEPT 2000)

(a) If the Contractor fails to complete each separate part or stage of the work within the time specified in the contract for that part or stage, or any extension, the Contractor shall pay to the Government as liquidated damages the following amounts:

If the Contracting Officer Determines

Liquidated Damages are appropriate for a Task

Order, the Contracting Officer will include the rates in the Task Order Proposal Request.

(b) If the Government terminates the Contractor's right to proceed, liquidated damages will continue to accrue until the work is completed. These liquidated damages are in addition to excess costs of repurchase under the Termination clause.

(End of Clause)

I.4 52.211-18 VARIATION IN ESTIMATED QUANTITY (APR 1984)

If the quantity of a unit-priced item in this contract is an estimated quantity and the actual quantity of the unit-priced item varies more than 15 percent above or below the estimated quantity, an equitable adjustment in the contract price shall be made upon demand of either party. The equitable adjustment shall be based upon any increase or decrease in costs due solely to the variation above 115 percent or below 85 percent of the estimated quantity. If the quantity variation is such as to cause an increase in the time necessary for completion, the Contractor may request, in writing, an extension of time, to be received by the Contracting Officer within 10 days from the beginning of the delay, or within such further period as may be granted by the Contracting Officer before the date of final settlement of the contract. Upon the receipt of a written request for an extension, the Contracting Officer shall ascertain the facts and make an adjustment for extending the completion date as, in the judgment of the Contracting Officer, is justified.

(End of Clause)

I.5 52.216-18 ORDERING (AUG 2020)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from Date of Award through Will be established upon award.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) A delivery order or task order is considered "issued" when—

(1) If sent by mail (includes transmittal by U.S. mail or private delivery service), the Government deposits the order in the mail;

(2) If sent by fax, the Government transmits the order to the Contractor’s fax number; or

(3) If sent electronically, the Government either—

(i) Posts a copy of the delivery order or task order to a Government document access system, and notice is sent to the Contractor; or

(ii) Distributes the delivery order or task order via email to the Contractor’s email address.

(d) Orders may be issued by methods other than those enumerated in this clause only if authorized in the contract.

(End of Clause)

I.6 52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $2,500.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor—

(1) Any order for a single item in excess of $30,000,000.00;

(2) Any order for a combination of items in excess of $120,000,000.00; or

(3) A series of orders from the same ordering office within 30 days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 5 days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of Clause)

I.7 52.216-22 INDEFINITE QUANTITY (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after the final completion date of the contract.

(End of Clause)

I.8 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.

(End of Clause)

I.9 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 within 30 days of contract expiration; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 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 five (5) years.

(End of Clause)

I.10 52.219-14 LIMITATIONS ON SUBCONTRACTING (OCT 2022)

(a) This clause does not apply to the unrestricted portion of a partial set-aside.

(b) Definition. Similarly situated entity, as used in this clause, means a first-tier subcontractor, including an independent contractor, that—

(1) Has the same small business program status as that which qualified the prime contractor for the award (e.g., for a small business set-aside contract, any small business concern, without regard to its socioeconomic status); and

(2) Is considered small for the size standard under the North American Industry Classification System (NAICS) code the prime contractor assigned to the subcontract.

(c) Applicability. This clause applies only to—

(1) Contracts that have been set aside for any of the small business concerns identified in 19.000(a)(3);

(2) Part or parts of a multiple-award contract that have been set aside for any of the small business concerns identified in 19.000(a)(3);

(3) Contracts that have been awarded on a sole-source basis in accordance with subparts 19.8, 19.13, 19.14, and 19.15;

(4) Orders expected to exceed the simplified acquisition threshold and that are—

(i) Set aside for small business concerns under multiple-award contracts, as described in 8.405–5 and 16.505(b)(2)(i)(F); or

(ii) Issued directly to small business concerns under multiple-award contracts as described in 19.504(c)(1)(ii);

(5) Orders, regardless of dollar value, that are—

(i) Set aside in accordance with subparts 19.8, 19.13, 19.14, or 19.15 under multiple-award contracts, as described in 8.405–5 and 16.505(b)(2)(i)(F); or

(ii) Issued directly to concerns that qualify for the programs described in subparts 19.8, 19.13, 19.14, or 19.15 under multiple-award contracts, as described in 19.504(c)(1)(ii); and

(6) Contracts using the HUBZone price evaluation preference to award to a HUBZone small business concern unless the concern waived the evaluation preference.

(d) Independent contractors. An independent contractor shall be considered a subcontractor.

(e) Limitations on subcontracting. By submission of an offer and execution of a contract, the Contractor agrees that in performance of a contract assigned a North American Industry Classification System (NAICS) code for—

(1) Services (except construction), it will not pay more than 50 percent of the amount paid by the Government for contract performance to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count towards the prime contractor’s 50 percent subcontract amount that cannot be exceeded. When a contract includes both services and supplies, the 50 percent limitation shall apply only to the service portion of the contract;

(2) Supplies (other than procurement from a nonmanufacturer of such supplies), it will not pay more than 50 percent of the amount paid by the Government for contract performance, excluding the cost of materials, to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count towards the prime contractor’s 50 percent subcontract amount that cannot be exceeded. When a contract includes both supplies and services, the 50 percent limitation shall apply only to the supply portion of the contract;

(3) General construction, it will not pay more than 85 percent of the amount paid by the Government for contract performance, excluding the cost of materials, to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count towards the prime contractor’s 85 percent subcontract amount that cannot be exceeded; or

(4) Construction by special trade contractors, it will not pay more than 75 percent of the amount paid by the Government for contract performance, excluding the cost of materials, to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count towards the prime contractor’s 75 percent subcontract amount that cannot be exceeded.

(f) The Contractor shall comply with the limitations on subcontracting as follows:

(1) For contracts, in accordance with paragraphs (c)(1), (2), (3) and (6) of this clause— [] By the end of the base term of the contract and then by the end of each subsequent option period; or [X] By the end of the performance period for each order issued under the contract.

(2) For orders, in accordance with paragraphs (c)(4) and (5) of this clause, by the end of the performance period for the order.

(g) A joint venture agrees that, in the performance of the contract, the applicable percentage specified in paragraph (e) of this clause will be performed by the aggregate of the joint venture participants.

(1) In a joint venture comprised of a small business protégé and its mentor approved by the Small Business Administration, the small business protégé shall perform at least 40 percent of the work performed by the joint venture. Work performed by the small business protégé in the joint venture must be more than administrative functions.

(2) In an 8(a) joint venture, the 8(a) participant(s) shall perform at least 40 percent of the work performed by the joint venture. Work performed by the 8(a) participants in the joint venture must be more than administrative functions.

(End of Clause)

I.11 52.219-28 POSTAWARD SMALL BUSINESS PROGRAM REREPRESENTATION (JAN 2025)

(a) Definitions. As used in this clause— Long-term contract means a contract of more than five years in duration, including options. However, the term does not include contracts that exceed five years in duration because the period of performance has been extended for a cumulative period not to exceed six months under the clause at 52.217-8, Option to Extend Services, or other appropriate authority.

Small business concern—

(1) Means a concern, including its affiliates, that is independently owned and operated, not dominant in its field of operation, and qualified as a small business under the criteria in 13 CFR part 121 and the size standard in paragraph (d) of this clause.

(2) Affiliates, as used in this definition, means business concerns, one of whom directly or indirectly controls or has the power to control the others, or a third party or parties control or have the power to control the others. In determining whether affiliation exists, consideration is given to all appropriate factors including common ownership, common management, and contractual relationships. SBA determines affiliation based on the factors set forth at 13 CFR 121.103.

(b) If the Contractor represented that it was any of the small business concerns identified in 19.000(a)(3) prior to award of this contract, the Contractor shall rerepresent its size and socioeconomic status according to paragraph (f) of this clause or, if applicable, paragraph (h) of this clause, upon occurrence of any of the following:

(1) Within 30 days after execution of a novation agreement or within 30 days after modification of the contract to include this clause, if the novation agreement was executed prior to inclusion of this clause in the contract.

(2) Within 30 days after a merger or acquisition that does not require a novation or within 30 days after modification of the contract to include this clause, if the merger or acquisition occurred prior to inclusion of this clause in the contract.

(3) For long-term contracts—

(i) Within 60 to 120 days prior to the end of the fifth year of the contract; and

(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any option thereafter.

(c) If the Contractor represented its status as any of the small business concerns identified at 19.000(a)(3) prior to award of this contract, the Contractor shall rerepresent its size and socioeconomic status according to paragraph (f) of this clause or, if applicable, paragraph (h) of this clause, for the NAICS code assigned to an order (except that paragraphs (c)(1) through (3) of this clause do not apply to an order issued under a Federal Supply Schedule contract at subpart 8.4)—

(1) Set aside exclusively for a small business concern identified at 19.000(a)(3) that is issued under an unrestricted multiple-award contract, unless the order is issued under the reserved portion of an unrestricted multiple-award contract (e.g., an order set aside for a woman-owned small business under a multiple-award contract that is not set-aside, unless the order is issued under the reserved portion of the multiple-award contract);

(2) Issued under a multiple-award contract set aside for small businesses that is further set aside for a specific socioeconomic category that differs from the underlying multiple-award contract (e.g., an order set aside for a HUBZone small business concern under a multiple-award contract that is set aside for small businesses);

(3) Issued under the part of the multiple-award contract that is set aside for small businesses that is further set aside for a specific socioeconomic category that differs from the underlying set-aside part of the multiple-award contract (e.g., an order set aside for a WOSB concern under the part of the multiple-award contract that is partially set aside for small businesses); and

(4) When the Contracting Officer explicitly requires it for an order issued under a multiple-award contract, including for an order issued under a Federal Supply Schedule contract (see 8.405–5(b) and 19.301–2(b)(2)).

(d) The Contractor shall rerepresent its size status in accordance with the size standard in effect at the time of this rerepresentation that corresponds to the North American Industry Classification System (NAICS) code(s) assigned to this contract. The small business size standard corresponding to this NAICS code(s) can be found at https://www.sba.gov/document/support--table-size-standards.

(e) The small business size standard for a Contractor providing an end item that it does not manufacture, process, or produce itself, for a contract other than a construction or service contract, is 500 employees, or 150 employees for information technology value-added resellers under NAICS code 541519, if the acquisition—

(1) Was set aside for small business and has a value above the simplified acquisition threshold;

(2) Used the HUBZone price evaluation preference regardless of dollar value, unless the Contractor waived the price evaluation preference; or

(3) Was an 8(a), HUBZone, service-disabled veteran-owned, economically disadvantaged women-owned, or women-owned small business set-aside or sole-source award regardless of dollar value.

(f) Except as provided in paragraph (h) of this clause, the Contractor shall make the representation(s) required by paragraphs (b) and (c) of this clause by validating or updating all its representations in the Representations and Certifications section of the System for Award Management (SAM) and its other data in SAM, as necessary, to ensure that they reflect the Contractor's current status. The Contractor shall notify the contracting officer in writing within the timeframes specified in paragraph (b) of this clause, or with its offer for an order (see paragraph (c) of this clause), that the data have been validated or updated, and provide the date of the validation or update.

(g) If the Contractor represented that it was other than a small business concern prior to award of this contract, the Contractor may, but is not required to, take the actions required by paragraphs (f) or (h) of this clause.

(h) If the Contractor does not have representations and certifications in SAM, or does not have a representation in SAM for the NAICS code applicable to this contract, the Contractor is required to complete the following rerepresentation and submit it to the contracting office, along with the contract number and the date on which the rerepresentation was completed:

(1) The Contractor represents that it [ ] is, [ ] is not a small business concern under NAICS Code 236220 assigned to contract number To be assigned upon award.

(2) [Complete only if the Contractor represented itself as a small business concern in paragraph (h)(1) of this clause.] The Contractor represents that it [ ] is, [ ] is not, a small disadvantaged business concern as defined in 13 CFR 124.1001.

(3) [Complete only if the Contractor represented itself as a small business concern in paragraph (h)(1) of this clause.] The Contractor represents that it [ ] is, [ ] is not a women-owned small business concern.

(4) Women-owned small business (WOSB) concern eligible under the WOSB Program. The Contractor represents that it [ ] is, [ ] is not a joint venture that complies with the requirements of 13 CFR 127.506(a) through (c). [The Contractor shall enter the name and unique entity identifier of each party to the joint venture: _____.]

(5) Economically disadvantaged women-owned small business (EDWOSB) joint venture. The Contractor represents that it [ ] is, [ ] is not a joint venture that complies with the requirements of 13 CFR 127.506(a) through (c). [The Contractor shall enter the name and unique entity identifier of each party to the joint venture: _____.]

(6) [Complete only if the Contractor represented itself as a small business concern in paragraph (h)(1) of this clause.] The Contractor represents that it [ ] is, [ ] is not a veteran-owned small business concern.

(7) [Complete only if the Contractor represented itself as a veteran-owned small business concern in paragraph (h)(6) of this clause.] The Contractor represents that it…