47HAA024Q0032 - RFQ Solicitation- Trade-off - Utility Invoice Services.pdf

GENERAL SERVICES ADMINISTRATION (GSA)

OFFICE OF ADMINISTRATIVE SERVICES (OAS)

OFFICE OF INTERNAL ACQUISITION (OIA)

REQUEST FOR QUOTATION (RFQ) No: 47HAA024Q0032

Utility Invoice - Management, Processing, and Payment Services

Office of Financial Management

This Solicitation is issued to all active businesses.

Full and Open Competition

NAICS Code: 541519

14 February 2024

Questions Due By NLT 10:00 AM ET, 28 February 2024 Quotations Due By NLT 10:00 AM ET, 12 March 2024

Table of Contents

SECTION I Letter to Interested Business 4 SECTION II Solicitation Information 5

2.1 GENERAL 5

2.1.1 TYPE OF AWARD 5

2.1.2 SUBMISSION INFORMATION 5

2.1.3 FORMAT 5

2.1.4 MINIMUM REQUIREMENTS 6

2.1.5 ASSUMPTIONS 6

2.2 QUOTATION CONTENT 6

2.2.1 PART 1 (TECHNICAL QUOTATION) 7

2.2.2 PART 2 (PRICE QUOTATION) (Page Limit) 7

2.3 QUOTATION EVALUATION 8

2.2.3 Evaluation Factor 1 - Technical Approach 8

2.3.3 Evaluation Factor 2 - Past Performance 8

2.3.6 Price Evaluation 9

2.3.7 Best Value - Tradeoff Evaluation Process / Basis of Award 9

2.3.8 Evaluation of Options 10

SECTION III PERFORMANCE WORK STATEMENT 11

SECTION IV Purchase Order Level Terms and Conditions 12

4.1 General 12

4.2 Purchase Order Level Clauses 12

4.3 Contracting Officer’s Representative (COR) 49

4.4 Funding and Payment 49

4.5 Contractor Performance Assessment Reporting System (CPARS) 51

4.6 Contractor Non-Disclosure Requirements and Organizational Conflict of Interest 51

4.7 Data Security and Privacy 52

4.8 Data Rights 52

4.9 Facilities Security 52

4.10 Ad Hoc or Situational Teleworking 53

4.11 Copyright Notice 53

SECTION VI Attachments 55

SECTION I Letter to Interested Businesses

To Whom It May Concern:

The General Services Administration (GSA), Office of Financial Management, has identified a need for Utility Invoice - Management, Processing, and Payment services.

As such, this Request for Quotation (RFQ) is being issued full and open to all interested businesses. The RFQ summary is as follows:

(1) Performance Work Statement for Utility Invoice - Management, Processing and Payment Services

(2) Purchase Order Type: Firm Fixed Price

(3) Performance Period: 12-month base, plus four 12-month option periods.

(4) Questions Due by NLT 10:00 AM ET, 28 February 2024

(5) Quotations Due By NLT 10:00 AM ET, 12 March 2024

All electronic quotation submissions shall only be made via email. Any corrupt or unreadable documents shall not be considered for evaluation purposes. Any files not received by the cut-off date and time specified herein shall be deemed late and shall not be considered for evaluation.

If you have any questions regarding this RFQ, please contact GSA point of contact listed below.

GSA Contract Specialist (Primary POC):

Micheal Scott, E-mail: micheal.scott@gsa.gov, Tel.: 325-450-1134

GSA Contracting Officer (Alternate POC):

Erica Pelham, E-mail: erica.pelham@gsa.gov, Tel.: 202-501-3394

SECTION II Solicitation Information

2.1 GENERAL

The Government contemplates awarding one (1) single-award Firm Fixed Price Purchase Order in accordance with FAR Parts 12 and 13, assuming the quotation has met, or exceeded, the Government’s requirements in the evaluation process for best value. It is expected that Vendors will submit Quotations in accordance with the procedures and requisite requirements identified in this Solicitation.

This RFQ will be competed under the NAICS code listed on the cover page of this RFQ on an unrestricted basis.

2.1.1 TYPE OF AWARD

This procurement is Firm Fixed Priced and conducted in accordance with procedures in FAR Parts 12 and 13.

2.1.2 SUBMISSION INFORMATION

Responses to this RFQ shall be submitted in electronic format via email Vendors are hereby notified that any corrupt or unreadable documents shall not be considered for evaluation purposes. Any files not received by the cut-off date and time shall be deemed late and will be considered at the discretion of the Contracting Officer.

Questions pertaining to this RFQ shall be submitted by NLT 10:00 AM ET, 28 Feb 2024, to the attention of GSA POCs identified in Section I above. Questions received after this cut-off date shall be addressed only at the discretion of the Contracting Officer. The Government intends to provide responses to questions no later 5 days prior to the RFQ due date.

2.1.3 FORMAT

No paper (hard copy) submissions shall be accepted. All documents shall be in PDF or MS Excel format. Each page in the submitted documents shall fit on 8 ½” X 11” paper size, with all text single-spaced, using font size no less than 11 points. All text and graphics shall be legible.

The Technical Quotation and Price Quotation for the task/delivery order shall be separate files.

No pricing information shall be included in the Technical submission. Page limits are not inclusive of cover page and table of contents.

The following naming conventions for the Quotation submission should utilize:

47HAA024Q0032 - Vendor Name - [Technical/Price] Quotation [DATE]

2.1.4 MINIMUM REQUIREMENTS

Vendors responding to this RFQ shall meet the following minimum requirements. Quotations that fail to meet any one of these minimum requirements shall be deemed non responsive and not evaluated for award.

1. Submit complete Quotation documentation in accordance with RFQ instructions;

2. The Government is seeking additional discounts off of vendor’s pricing.

3. Quotation shall identify the SAM.gov Unique Entity ID (UEI) Number for all team members (including Subcontractors) and each shall have current System for Award Management (SAM) registration as of the time of quotation submission.

4. Vendors shall be registered in the System for Award Management (SAM) with no active exclusions.

2.1.5 ASSUMPTIONS

All assumptions shall be evaluated as part of the individual factor to which they apply. The Government reserves the right to reject any quotation that includes any assumption that may impact satisfying the Government’s requirements. Option years are based on funding availability.

The Government reserves the right not to exercise any option year(s) if determined to be in the best interest of the Government. Please see Section 2.3.7 of the RFQ regarding evaluation of options.

2.1.6 Basic Safeguarding Questionnaire

Basic Safeguarding questionnaire, attachment 5, shall be included within the vendor’s quotation.

Requiring the Basic Safeguarding Questionnaire (FAR 52.204-21) is incorporated into this acquisition as part of the responsibility determination process.

2.2 QUOTATION CONTENT

Vendors are requested to provide a submission that is in accordance with the instructions in this RFQ, including the Evaluation Factors for Award section.

All vendor Quotations must include the data elements and information as follows.

2.2.1 PART 1 (TECHNICAL QUOTATION)

The Technical Quotation shall be separate from the Price Quotation. The Technical Quotation shall consist of a narrative file with the following naming convention: RFQ Number - Vendor Name - Technical Quotation - Date. Each narrative section must address the vendor’s response to the respective Technical Evaluation Criteria for the purchase order. Page limits for each evaluation factor are provided and are inclusive of each evaluation sub-factor.

Technical Quotation Page Limit (50 Pages Total)

Evaluation Factor 1 - Technical Approach 25

Evaluation Factor 2 - Management Approach 15

Evaluation Factor 3 - System Demo 2

Evaluation Factor 4 - Past Performance 8

2.2.2 PART 2 (PRICE QUOTATION) (8 Page Limit)

The Price Quotation shall be separate from the Technical Quotation. The Price Quotation shall consist of the following:

Price Quotation Page Limit

1. Cover Letter;

a. Identification of Team Members (including Purchase

Order Lead, CTA Members, and Subcontractors, as applicable);

b. Identification of each Team Member’s UEI Number, and,

2. Price Schedule with proposed pricing for each task identified in the Performance Work Statement for the base and four option periods using attached price schedule template in MS Excel format; (Vendors may provide additional price breakdowns and explanations to support their quoted price in accordance with the manufacturer’s commercial pricing practices).

3. Listing of any proposed discount(s), as applicable;

4. Acknowledgement of Amendments, as applicable; and,

5. Statement that the Quotation shall remain valid for a minimum of ninety (90) days.

Price quote narrative limited to 8 page Limit for Purchase Order submissions combined (page limit does not apply to Excel price schedule template)

2.3 QUOTATION EVALUATION

The Government will evaluate the quotations based on the following evaluation factors, in descending order of importance. The Government will award one (1) single-award Purchase Order resulting from this solicitation to the responsible vendor whose quotation conforms to the solicitation and is determined to be most advantageous to the Government, price and other factors considered.

RFQ Section Description Required Rating to Proceed Technical Evaluation

2.3.1 Evaluation Factor 1 - Technical Approach Acceptable

2.3.2 Evaluation Factor 2 - Management Approach Acceptable

2.3.3 Evaluation Factor 3 - System Demo Acceptable

2.3.4 Evaluation Factor 4 - Past Performance Acceptable

Price Evaluation

2.3.5 Price Evaluation Conducted competitive price

analysis among quotes Award Determination

2.3.6 Tradeoff

The technical quotation, evaluation factors 1 through 3 will be rated in accordance with the following matrix:

Adjectival Rating

Adjectival Description

Excellent Quotation meets and highly exceeds requirements and indicates an exceptional approach and technical understanding of the requirements. Strengths far outweigh any weaknesses. No deficiencies were found. Risk of unsuccessful performance is very low.

Good Quotation meets and slightly exceeds requirements and indicates a thorough approach and technical understanding of the requirements. Quotation contains strengths which outweigh any weaknesses. No deficiencies were found. Risk of unsuccessful performance is low.

Acceptable Quotation meets all minimum requirements and indicates an adequate approach and technical understanding of the requirements. Strengths and weaknesses are offsetting or will have little or no impact on contract performance. No deficiencies found. Risk of unsuccessful performance is moderate.

Marginal Quotation does not clearly meet requirements and has not demonstrated an adequate approach and technical understanding of the requirements. The quotation has one or more weaknesses which are not offset by strengths. Contains one or more deficiencies that affect technical qualifications. Risk of unsuccessful performance is high.

Unacceptable Quotation does NOT meet requirements and contains one or more deficiencies that affect technical qualifications. The overall risk is unacceptably high as the quote contains numerous deficiencies and weaknesses and risk of unsuccessful performance is likely. Quotation is un-awardable.

Basis of Evaluation

Offers will be evaluated to determine the soundness of their technical and management approaches, system demo, and past performance. Offeror’s Quotations will be evaluated to determine their ability to deliver and provide managed services within the required timeframes and accuracy thresholds.

Contractors required submission of a technical Quotation will be evaluated via the following processes:

a. The Government will examine all Quotations for completeness with respect to the instructions. Failure to include in your Quotation all required parts may result in rejection of the Offeror’s Quotation.

b. The Government will perform the following evaluation steps:

1. Review, analyze, and consider all information received in response to the evaluation factors and their sub-factors and any information obtained from written communications. Specifically, the Government may consider the extent to which the Offeror’s responses are substantiated in that any claims, approaches, and contents are supported by clear, objective, documented evidence; realistic in that the Offeror provides a practical approach to meeting the requirements; and viable in that the proposed approach is capable of functioning while still meeting the requirements of the RFQ.

2. Evaluate Technical and Management Approaches by assessing the impacts of strengths, weaknesses, and/or risks, and deficiencies noted for each factor. These strengths, weaknesses, and/or risks, and deficiencies will be considered in the determination of adjectival ratings. Ratings will be based on the impact of strengths, weaknesses, and/or risks.

3. Evaluate Past Performance based on the procedures described below.

4. Evaluate System Demos by assessing the impacts of strengths, weaknesses, and/or risks, and deficiencies and determining adjectival ratings.

5. Based on the results of the Technical, Management, System Demo, and Past

Performance the Government will proceed to the best value decision phase

2.3.1 Evaluation Factor 1 - Technical Approach

The Government will assess the degree, to which the Offeror demonstrates the technical capability to support the acquisition, including:

1. Business Impact: The Government will assess the Offeror’s demonstrated business performance including scalability, business support, and scope change. Specifically, how well the Offeror:

a. Demonstrates experience, knowledge, and ability to perform the duties and tasks reflected in the RFQ, specifically:

i. Change Management processes

ii. Agency migration

b. Demonstrates a realistic approach to executing performance requirements at required levels and provides reasonable incentives and disincentives for exceeding or missing performance targets.

c. Demonstrates flexibility and reliability to continuously meet agency demands for new services or changes in service.

d. Demonstrates system reserve capacity to respond to unexpected demands.

e. Draft quality assurance plan provides methods of quality control and quality assurance throughout the life of the contract.

f. Demonstrates commitment to continuous improvement in product and services.

g. Demonstrates a realistic approach for meeting system scalability and availability requirements.

h. Demonstrates the ability to receive data in an electronic format or the ability to convert data into an electronic format.

i. Demonstrates a realistic approach and timeframe for responding to customer needs, particularly resolution of emergency cases or problems.

j. Provides evidence for the execution of a seamless migration for the agency including demonstrating knowledge and understanding of how to convert accounts in parallel with the start of invoice processing.

k. Provides adequate system certification documentation.

2. Compliance with Laws and Regulations: The Government will assess the Offeror’s ability to comply with applicable laws and regulations, including Office of Management and Budget (OMB) Circular A-127, Improper Payment Information Act (IPIA), Section 508 of the Rehabilitation Act, and Federal Information Security Management Act (FISMA). Specifically, how well the Offeror:

a. Demonstrates security controls are in place to adequately mitigate risk.

b. Provides assurance that security controls are effective (i.e., protect confidentiality of data)

c. Demonstrates that technology is accessible to agency employees with disabilities in conformance with Section 508 of the Rehabilitation Act of 1973, as amended in 1998 (29 U.S.C. § 794 (d))

d. Demonstrates that the system is able to uniquely identify and authenticate organizational users.

3. Improved Information Management: The Government will assess the Offeror’s ability to provide timely and accurate data. Specifically, how well the Offeror:

a. Demonstrates reliable and timely access to data for GSA.

b. Demonstrates a viable process for ensuring the integrity of budgeting, analysis, and reporting information.

c. Demonstrates ability to successfully submit electronic files to GSA in defined format.

d. Demonstrates system’s ability to provide timely financial information and frequency suitable for GSA needs.

e. Demonstrates how to ensure high quality, reliable, and consistent financial information.

Any quotation that fails to receive an overall rating of “Acceptable” or higher for Technical Evaluation Factor 1 will be found ineligible for award. Accordingly, such quotations will not proceed to Evaluation Factor 2.

2.3.2 Evaluation Factor 2 - Management Approach

The Government will assess the degree to which the Offeror demonstrates a realistic approach for managing the acquisition, including:

1. Demonstrates a viable approach to governance which will ensure the successful operation of the contract.

2. Successfully presents evidence of appropriate resources and commitment necessary to manage the implementation and ongoing operations.

3. Demonstrates a realistic approach to managing staff and maintaining staff availability to meet customer needs.

4. Resumes of key personnel demonstrate experience and skills necessary to complete requirements and oversee the managed service.

5. Provides evidence of Capability Maturity Model Level II Certification (minimal requirement) through documentation

6. Demonstrates a viable and reasonable approach to Transition and Migration

7. Demonstrates timely response capabilities in case of issues or special request.

Any quotation that fails to receive an overall rating of “Acceptable” or higher for Technical Evaluation Factor 2 will be found ineligible for award. Accordingly, such quotations will not proceed to Evaluation Factor 3.

2.3.3 Evaluation Factor 3 - System Demo

1. The Government will assess the Offeror’s system demo to determine if the solution is usable, meets customer requirements, and scalable. The Offeror shall provide a one (1) hour long system demo within five (5) business days of Government request.

Specifically, the Government will assess how well the system:

a. Demonstrates an ability to convert to electronic format.

b. Demonstrates a user-friendly approach to information and account access (system reports, user interface, etc.) that meets agency needs.

c. Demonstrates online help functionality that is intuitive and responsive to user needs.

Any quotation that fails to receive an overall rating of “Acceptable” or higher for Technical Evaluation Factor 3 will be found ineligible for award. Accordingly, such quotations will not proceed to Evaluation Factor 4.

2.3.4 Evaluation Factor 4 - Past Performance

1. The Government will assess at the relevancy and recent of three (3) past performances references provided by the Offeror for commensurate projects that are in progress or were completed within the last three (3) years.

2. Past performances may be from commercial and federal/state Government contracts.

Utility invoice management, processing and payment services performed for Federal Government customers will be considered more relevant than commercial or state government customers. The Government reserves the right to check other past performances from the Contractor Performance Assessment Reporting System (CPARS) at www.cpars.gov not provided by the Vendor.

3. The Government will evaluate recent and past performance to determine the Offeror’s ability to meet the requirements of the RFQ. Past performance will be evaluated based on the following criteria:

This quality rating only applies to the Past Performance Factor.

Adjectival Rating

Adjectival Description

Excellent

Past Performance highly exceeds size, scope and complexity of the requirements and objectives of the RFQ. Past performance is current (within the past 3 years). Past performance, references and CPARS feedback are highly favorable and past customers indicate a likelihood of doing business with the company again, if the opportunity arises. Past performance information leads to extreme confidence that the vendor can successfully perform the work.

Good

Past Performance slightly exceeds size, scope and complexity of the requirements and objectives of the RFQ. Past performance is current (within the past 3 years). Past performance, references and CPARS feedback are above average. Past Performance information leads to above average confidence that the vendor can successfully perform the work.

Acceptable

Past performance is similar in size, scope and complexity of the requirements of the RFQ. Past performance is current (within the past 3 years). Past performance, references and CPARS feedback are acceptable. Past performance information leads to confidence that the vendor can successfully perform the work.

Unacceptable Past performance is not similar in size, scope and complexity of the requirements and objectives of the RFQ. Past performance, references and CPARS feedback are not favorable.

Past performance information leads to no confidence that the vendor will successfully perform the work.

Neutral

This rating applies only to past performance.

In the case of a contractor without a record of relevant past performance or for whom information on past performance is not available, the Contractor will not be evaluated favorably or unfavorably on past performance.

4. In the case of an Offeror without a record of relevant past performance or for whom information on past performance is not available, the Offeror will not be evaluated favorably or unfavorably on past performance (Neutral). Where there is a record of relevant past performance and some but not all information on past performance is available, the Offeror will be rated on past performance as described in this document.

Any quotation that fails to receive an overall rating of “Acceptable” or higher for Technical Evaluation Factor 4 will be found ineligible for award. Accordingly, such quotations will not proceed to Price Evaluation.

2.3.5 Price Evaluation

Price evaluations will be conducted in accordance with Federal Acquisition Regulation (FAR) Part 13. Award will be made to the Vendor whose price quotation represents the best value to the Government. Vendors' price quotations will be evaluated to determine total price reasonableness and best value to GSA. Prices that are excessively high or low may be considered unreasonable and may receive no further consideration.

The price Quotation will be evaluated for consistency and understanding of the requirements set forth in this RFQ and Performance Work Statement.

GSA is seeking additional discounts over Contract discounts for use under this RFQ.

2.3.6 Best Value - Tradeoff Evaluation Process/ Basis of Award

Award shall be made to one responsible vendor whose Quotation conforms to the requirements outlined in this RFQ and is determined to represent the best value to the Government in terms of technical merit and proposed price.

Vendors should note that technical / non-price factors, when combined, are more important than price. The purchase order will be awarded to the offeror whose quote is determined to provide the maximum value/benefit to the GSA. The evaluation factors are Factor 1-Technical Approach, Factor 2-Management Approach, Factor 3-System Demo, Factor 4- Past Performance, and Price.

The evaluation factors are listed in descending order of importance. While price is not as important as technical factors 1-4, it does have significance to the Government.

The Government will perform a price/technical trade-off analysis in accordance with the above methodology and select the offer that provides the best value. The Government intends to use the trade-off process in selecting a quote that is most advantageous. The trade-off process is a method of evaluating price and other factors as specified in the RFQ to select the offer that provides the best value to the Government. The process permits trade-offs among price and technical factors. Because the trade-off process allows an award to the Contractor that provides the government with the best value, it allows the government to accept other than the highest technically rated offer and other than the lowest priced offer.

The Government may award without discussions, therefore vendors shall submit quotes on the most favorable terms from a technical and price standpoint.

2.3.7 Evaluation of Options

For award purposes, in addition to the vendor’s response to the base period requirements, the Government will evaluate the vendor’s Quotation in response to all option periods. Evaluation of the option periods will not obligate the Government to exercise the options.

Communications:

The Government intends to award without communications. Vendors shall provide their best, complete Quotation upon initial submission. The Government reserves the right to hold communications if deemed necessary by the Contracting Officer.

Government-employee representatives from the requiring program office shall provide technical evaluation of all Quotations based on the Quotations/documentation provided. The evaluations will be based on the evaluation criteria set forth above.

2.3.8 Contractor Responsibility Determination

The Government is concerned about the risks associated with information and communications technology (ICT) products and services that may contain potentially malicious functionality, are counterfeit, or are vulnerable due to poor manufacturing and development practices within the ICT supply chain. These risks are associated with the Government’s decreased visibility into, understanding of, and control over how the technology that they acquire is developed, integrated and deployed, as well as the processes, procedures, and practices used to assure the integrity, security, resilience, and quality of the products and services.

Offerors must fill out and submit the Basic Safeguarding Questionnaire (Attachment 5) which addresses the offeror’s baseline ability to identify, manage and mitigate supply chain and cybersecurity risk. The assessment addresses how hardware, software, firmware/embedded components and information systems are protected from component substitution, functionality alteration, and malware insertion while in the supply chain; and identifies how the offeror will maintain a high level of cybersecurity and C-SCRM readiness for performance of IT services to federal customers.

The Basic Safeguarding Questionnaire (Attachment 5) will be used in the contractor responsibility determination process. GSA has created this questionnaire to align with FAR Clause 52.204-21, Basic Safeguarding of Covered Contractor Information Systems, which is incorporated into this acquisition by reference. Offerors are required to conform with this contract clause in order to receive an award and perform successfully on this contract. If an Offeror responds “No” or fails to submit the Basic Safeguarding Questionnaire (Attachment 5), they may be deemed not responsible and ineligible for award.

The Government will also perform a cyber-supply chain risk assessment of any apparent awardee. The Government will review any information provided by the apparent awardee, along with any other information available to the Government from any other source, to determine if the apparent awardee’s cyber-supply chain presents an unacceptable risk to the Government.

The Government may consider the following cyber-supply chain risk information, including, but not limited to:

1. Functionality and features of awarded products and services, including access to data and information system privileges;

2. The ability of a source to produce and deliver products and services as expected;

3. Foreign control of, or influence over, a source, product or service (e.g., foreign ownership, personal and professional ties between a source and any foreign entity, legal regime of any foreign country in which a source is headquartered or conducts operations);

4. Security, authenticity, and integrity of products and services and their supply and compilation chains;

5. The contractor’s capacity to mitigate identified risks;

6. Any other considerations that would factor into an analysis of the security, integrity, resilience, quality, trustworthiness, or authenticity of products, services or sources.

Should the apparent awardee’s cyber-supply chain risk assessment pose an acceptable amount of risk to the Government, an award will be made to that offeror (considering all other factors for award). If the apparent awardee’s cyber-supply chain risk assessment poses an unacceptable risk, they may be deemed not responsible and therefore ineligible for award.

SECTION III PERFORMANCE WORK STATEMENT

3.1 GENERAL: See attached Performance Work Statement

SECTION IV Purchase Order Level Terms and Conditions

4.1 General

4.1.1 Period of Performance: As indicated in the Performance Work Statement the Government desires services for 12-month base period and four (4) 12-month option periods. Options, if determined required, shall be exercised in accordance with applicable regulations.

4.1.2 Purchase Order Award: Award of the resultant Purchase Order shall be made via a bilaterally signed SF1449. Award shall consist of mandatory firm-fixed-price Contract Line Item Numbers (CLINs) for Utility Invoice - Management, Processing, and Payment covering the Base Period and four (4) Option Years.

4.2 Purchase Order Level Clauses

The following clauses are herein made a part of, and pertain to, any resultant contractual action for this contract.

4.2.1 Contract Level Provisions & Clauses Incorporated by Reference:

FAR 52.252-1 Solicitation Provisions Incorporated by Reference (Feb 1998) This solicitation incorporates one or more solicitation provisions 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. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at this/these address(es):

(a) Federal Acquisition Regulation: https://www.acquisition.gov/far/

(End of provision)

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

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at these addresses.

(a) Federal Acquisition Regulation: https://www.acquisition.gov/far/ https://www.acquisition.gov/far/ https://www.acquisition.gov/far/

(End of clause)

The following clauses are incorporated by reference, and made a part of, the resultant purchase order:

Clause No Clause Title Date 52.203-16 Preventing Personal Conflicts of Interest. Jun 2020

52.203-18

Prohibition on Contracting with Entities that Require Certain Internal Confidentiality Agreements or

Statements-Representation. Jan 2017

52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber

Content Paper. May 2011 52.204-6 Unique Entity Identifier. Oct 2016 52.204-7 System for Award Management. Oct 2018 52.204-9 Personal Identity Verification of Contractor Personnel. Jan 2011

52.204-10 Reporting Executive Compensation and First Tier Subcontract Awards Jun 2020

52.204-13 System for Award Management Maintenance. Oct 2018 52.204-16 Commercial and Government Entity Code Reporting. Aug 2020 52.204-18 Commercial and Government Entity Code Maintenance. Aug 2020

52.204-19 Incorporation by Reference of Representations and

Certifications. Dec 2014 52.209-7 Information Regarding Responsibility Matters. Oct 2018

52.212-1 Instructions to Offerors—Commercial Products and

Commercial Services Sep 2023

52.212-4 Contract Terms and Conditions—Commercial Products and Commercial Services Nov 2023

52.212-4

(ALTERNATE

I)

Contract Terms and Conditions—Commercial Products and Commercial Services (ALTERNATE)

Nov 2021

52.217-5 Evaluation of Options. Jul 1990 52.232-22 Limitation of Funds Apr 1984

52.232-38 Submission of Electronic Funds Transfer Information with

Offer. Jul 2013 52.233-1 Disputes. May 2014 52.233-3 Protest after Award. Aug 1996 52.237-3 Continuity of Services Jan 1991 52.252-5 Authorized Deviations in Provisions. Nov 2020

52.252-6 Authorized Deviations in Clauses. Nov 2020

52.252-2 GSAM CLAUSES INCORPORATED BY REFERENCE

The full text of a provision may be accessed electronically at: GSAM website:

https://www.acquisition.gov/gsam/gsam.html

SECURITY CLAUSES INCORPORATED BY REFERENCE

Clause No Clause Title Date

FAR 52.204-2 Security Requirements Mar 2021

FAR 52.224-1 Privacy Act Notification Apr 1984

FAR 52.224-2 Privacy Act Apr 1984

FAR 52.239-1 Privacy or Security Safeguards Aug 1996

FAR

52.204-21

Basic Safeguarding of Covered Contractor Information Systems Nov 2021

The following GSA policies must be followed as applicable:

1. Attachment 1A - CIO 09-48, IT Security Procedural Guide: Security and Privacy IT

Acquisition Requirements

Clause No Clause Title Date 552.204-9 Personal Identity Verification Requirements. Apr 2023

552.212-4 Contract Terms and Conditions - Commercial Products and

Commercial Services (FAR DEVIATION 52.212-4). Jan 2023

552.212-71

Contract Terms and Conditions Applicable to GSA Acquisitions of Commercial Products and Commercial

Services. Oct 2023

552.212-72

Contract Terms and Conditions Required To Implement Statutes or Executive Orders Applicable to GSA Acquisition of

Commercial Products and Commercial Services. Oct 2023 552.215-73 Notice. Jul 2016

552.232-39 Unenforceability of Unauthorized Obligations (FAR DEVIATION) Feb 2018

552.252-5 Authorized Deviations in Provisions. Nov 2021 552.252-6 Authorized Deviations in Clauses. Nov2021 https://www.acquisition.gov/gsam/gsam.html

The contractor’s personnel involved with this purchase order are required to review above-cited contract clauses and policies and ensure compliance throughout the life of this purchase order.

4.2.3 Contract Level Provisions & Clauses Incorporated in Full Text

52.212-3 - OFFEROR REPRESENTATIONS AND CERTIFICATIONS—COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES (DEC 2022)

The Offeror shall complete only paragraph (b) of this provision if the Offeror has completed the annual representations and certification electronically in the System for Award Management (SAM) accessed through https://www.sam.gov. If the Offeror has not completed the annual representations and certifications electronically, the Offeror shall complete only paragraphs (c) through (v) of this provision.

(a) Definitions. As used in this provision—

"Covered telecommunications equipment or services" has the meaning provided in the clause 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment.

Economically disadvantaged women-owned small business (EDWOSB) concern means a small business concern that is at least 51 percent directly and unconditionally owned by, and the management and daily business operations of which are controlled by, one or more women who are citizens of the United States and who are economically disadvantaged in accordance with 13 CFR part 127, and the concern is certified by SBA or an approved third-party certifier in accordance with 13 CFR 127.300. It automatically qualifies as a women-owned small business eligible under the WOSB Program.

Forced or indentured child labor means all work or service—

(1) Exacted from any person under the age of 18 under the menace of any penalty for its nonperformance and for which the worker does not offer himself voluntarily; or

(2) Performed by any person under the age of 18 pursuant to a contract the enforcement of which can be accomplished by process or penalties.

Highest-level owner means the entity that owns or controls an immediate owner of the offeror, or that owns or controls one or more entities that control an immediate owner of the offeror. No entity owns or exercises control of the highest level owner.

https://www.sam.gov/ https://www.acquisition.gov/far/52.204-25#FAR_52_204_25 https://www.ecfr.gov/current/title-13/part-127 https://www.ecfr.gov/current/title-13/section-127.300

Immediate owner means an entity, other than the offeror, that has direct control of the offeror.

Indicators of control include, but are not limited to, one or more of the following: ownership or interlocking management, identity of interests among family members, shared facilities and equipment, and the common use of employees.

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

Manufactured end product means any end product in product and service codes (PSCs) 1000-9999, except—

(1) PSC 5510, Lumber and Related Basic Wood Materials;

(2) Product or Service Group (PSG) 87, Agricultural Supplies;

(3) PSG 88, Live Animals;

(4) PSG 89, Subsistence;

(5) PSC 9410, Crude Grades of Plant Materials;

(6) PSC 9430, Miscellaneous Crude Animal Products, Inedible;

(7) PSC 9440, Miscellaneous Crude Agricultural and Forestry Products;

(8) PSC 9610, Ores;

(9) PSC 9620, Minerals, Natural and Synthetic; and

(10) PSC 9630, Additive Metal Materials.

Place of manufacture means the place where an end product is assembled out of components, or otherwise made or processed from raw materials into the finished product that is to be provided to the Government. If a product is disassembled and reassembled, the place of reassembly is not the place of manufacture.

Predecessor means an entity that is replaced by a successor and includes any predecessors of the predecessor.

Reasonable inquiry has the meaning provided in the clause 52.204-25, Prohibition http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title6-section395&num=0&edition=prelim http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title6-section395&num=0&edition=prelim https://www.acquisition.gov/far/52.204-25#FAR_52_204_25 on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment.

Restricted business operations means business operations in Sudan that include power production activities, mineral extraction activities, oil-related activities, or the production of military equipment, as those terms are defined in the Sudan Accountability and Divestment Act of 2007 (Pub. L. 110-174). Restricted business operations do not include business operations that the person (as that term is defined in Section 2 of the Sudan Accountability and Divestment Act of 2007) conducting the business can demonstrate—

(1) Are conducted under contract directly and exclusively with the regional government of southern Sudan;

(2) Are conducted pursuant to specific authorization from the Office of Foreign Assets Control in the Department of the Treasury, or are expressly exempted under Federal law from the requirement to be conducted under such authorization;

(3) Consist of providing goods or services to marginalized populations of Sudan;

(4) Consist of providing goods or services to an internationally recognized peacekeeping force or humanitarian organization;

(5) Consist of providing goods or services that are used only to promote health or education; or

(6) Have been voluntarily suspended."Sensitive technology"—

Sensitive technology—

(1) Means hardware, software, telecommunications equipment, or any other technology that is to be used specifically—

(i) To restrict the free flow of unbiased information in Iran; or

(ii) To disrupt, monitor, or otherwise restrict speech of the people of Iran; and

(2) Does not include information or informational materials the export of which the President does not have the authority to regulate or prohibit pursuant to section 203(b)(3)of the International Emergency Economic Powers Act (50 U.S.C. 1702(b)(3)).

Service-disabled veteran-owned small business concern—

(1) Means a small business concern—

(i) Not less than 51 percent of which is owned by one or more service-disabled veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled veterans; and

(ii) The management and daily business operations of which are controlled by one or more service-disabled veteransor, in the case of a service-disabled veteran with permanent and severe disability, the spouse or permanent caregiver of such veteran.

(2) Service-disabled veteran means a veteran, as defined in 38 U.S.C. 101(2), with a disability that is service connected, as defined in 38 U.S.C. 101(16).

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 size standards in this solicitation.

(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.

Small disadvantaged business concern, consistent with13 CFR 124.1002, means a small business concern under the size standard applicable to the acquisition, that—

(1) Is at least 51 percent unconditionally and directly owned (as defined at 13 CFR 124.105) by—

(i) One or more socially disadvantaged (as defined at13 CFR 124.103) and economically disadvantaged (as defined at 13 CFR 124.104) individuals who are citizens of the United States; and

(ii) Each individual claiming economic disadvantage has a net worth not exceeding $750,000 after taking into account the applicable exclusions set forth at 13 CFR124.104(c)(2);

and

(2) The management and daily business operations of which are controlled (as defined at http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title38-section101&num=0&edition=prelim http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title38-section101&num=0&edition=prelim https://www.ecfr.gov/current/title-13/part-121 https://www.ecfr.gov/current/title-13/part-121

13.CFR 124.106) by individuals, who meet the criteria in paragraphs (1)(i) and (ii) of this definition.

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

(1) Directly by a parent corporation; or

(2) Through another subsidiary of a parent corporation

Successor means an entity that has replaced a predecessor by acquiring the assets and carrying out the affairs of the predecessor under a new name (often through acquisition or merger). The term "successor" does not include new offices/divisions of the same company or a company that only changes its name. The extent of the responsibility of the successor for the liabilities of the predecessor may vary, depending on State law and specific circumstances.

Veteran-owned small business concern means a small business concern—

(1) Not less than 51 percent of which is owned by one or more veterans (as defined at 38 U.S.C. 101(2)) or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more veterans; and

(2) The management and daily business operations of which are controlled by one or more veterans.

Women-owned business concern means a concern which is at least 51 percent owned by one or more women; or in the case of any publicly owned business, at least 51 percent of its stock is owned by one or more women; and whose management and daily business operations are controlled by one or more women

Women-owned small business concern means a small business concern—

(1) That is at least 51 percent owned by one or more women; or, in the case of any publicly owned business, at least51 percent of the stock of which is owned by one or more women; and

(2) Whose management and daily business operations are controlled by one or more women.

Women-owned small business (WOSB) concern eligible under the WOSB Program (in accordance with 13 CFR part 127), means a small business concern that is at least 51 percent directly and unconditionally owned by, and the management and daily business operations of https://www.ecfr.gov/current/title-13/part-127 which are controlled by, one or more women who are citizens of the United States, and the concern is certified by SBA or an approved third-party certifier in accordance with 13 CFR 127.300.

(b)

(1) Annual Representations and Certifications. Any changes provided by the Offeror in paragraph (b)(2) of this provision do not automatically change the representations and certifications in SAM.

(2) The offeror has completed the annual representations and certifications electronically in SAM accessed through http://www.sam.gov. After reviewing SAM information, the Offeror verifies by submission of this offer that the representations and certifications currently posted electronically at FAR 52.212-3, Offeror Representations and Certifications-Commercial Products and Commercial Services, have been entered or updated in the last 12 months, are current, accurate, complete, and applicable to this solicitation (including the business size standard(s) applicable to the NAICS code(s) referenced for this solicitation), at the time this offer is submitted and are incorporated in this offer by reference (see FAR 4.1201), except for paragraphs __.

[Offeror to identify the applicable paragraphs at (c) through (v) of this provision that the offeror has completed for the purposes of this solicitation only, if any.

These amended representation(s) and/or certification(s) are also incorporated in this offer and are current, accurate, and complete as of the date of this offer.

Any changes provided by the offeror are applicable to this solicitation only, and do not result in an update to the representations and certifications posted electronically on SAM.]

(c) Offerors must complete the following representations when the resulting contract is for supplies to be delivered or services to be performed in the United States or its outlying areas, or when the contracting officer has applied part 19 in accordance with 19.000(b)(1)(ii). Check all that apply.

(1) Small business concern. The offeror represents as part of its offer that—

(i) It □ is, □ is not a small business concern; or

(ii) It □ is, □ is not a small business joint venture that complies with the requirements of 13 CFR 121.103(h) and 13 CFR 125.8(a) and (b). [ The offeror shall enter the name and unique entity identifier of each party to the joint venture: ____________.] https://www.ecfr.gov/current/title-13/section-127.300 https://www.ecfr.gov/current/title-13/section-127.300 http://www.sam.gov/ https://www.acquisition.gov/far/52.212-3#FAR_52_212_3 https://www.acquisition.gov/far/4.1201#FAR_4_1201 https://www.acquisition.gov/far/part-19#FAR_Part_19 https://www.acquisition.gov/far/19.000#FAR_19_000 https://www.ecfr.gov/current/title-13/section-121.103#p-121.103(h) https://www.ecfr.gov/current/title-13/section-125.8#p-125.8(a) https://www.ecfr.gov/current/title-13/section-125.8#p-125.8(b)

(2) Veteran-owned small business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents as part of its offer that it □ is, □ is not a veteran-owned small business concern.

(3) Service-disabled veteran-owned small business concern. [ Complete only if the offeror represented itself as a veteran-owned small business concern in paragraph (c)(2) of this provision.] The offeror represents as part of its offer that—

(i) It □ is, □ is not a service-disabled veteran-owned small business concern; or

(ii)It □ is, □ is not a joint venture that complies with the requirements of 13 CFR 125.18(b)(1) and (2). [The offeror shall enter the name and unique entity identifier of each party to the joint venture: ____________.] Each service-disabled veteran-owned small business concern participating in the joint venture shall provide representation of its service-disabled veteran-owned small business concern status.

(4) Small disadvantaged business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents, that it □ is, □ is not a small disadvantaged business concern as defined in 13 CFR 124.1002.

(5) Women-owned small business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents that it □ is, □ is not a women-owned small business concern.

(6) WOSB joint venture eligible under the WOSB Program. The offeror represents that it □ is, □ is not a joint venture that complies with the requirements of 13 CFR 127.506(a) through (c). [ The offeror shall enter the name and unique entity identifier of each party to the joint venture: ____________.]

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

(8) Women-owned business concern (other than small business concern). [Complete only if the offeror is a women-owned business concern and did not represent itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents that it □ is a women-owned business concern.

(9) Tie bid priority for labor surplus area concerns. If this is an invitation for bid, small business offerors may identify the labor surplus areas in which costs to be incurred on account of https://www.ecfr.gov/current/title-13/section-125.18#p-125.18(b)(1) https://www.ecfr.gov/current/title-13/section-125.18#p-125.18(b)(1) https://www.ecfr.gov/current/title-13/section-125.18#p-125.18(b)(2) https://www.ecfr.gov/current/title-13/section-127.506#p-127.506(a)…