C101 - The Agreement - Norfolk & Richmond GC IDIQ.pdf

Sol. Reference No. 47PD0119R0060

Document: C101-SB-GC/AUGUST 2019 (The Agreement)

Construction Contract for: Multiple Award Indefinite Delivery Indefinite Quantity Term

Contract for General Construction Services in Norfolk and Richmond, VA Areas

The Agreement

Table of Contents

I. Project Information A. Project Summary B. The Contract C. Period Of Performance D. Work Conditions/Site Requirements E. Authorized Representatives F. Contract Liquidated Damages Rate G. Buy American Exceptions H. Statement of Work, Specifications, Drawings

II. Prices

A. Basis of Pricing B. Contract Price Form

III. Terms and Conditions

A. Commencement, Prosecutions and Completion of Work B. Contractor Responsibilities C. Submittals D. Finality of Contract Modifications E. Liquidated Damages F. Insurance Requirements G. Order of Precedence H. Administrative Matters I. Non-Compliance with Contract Requirements J. Safeguarding Sensitive Data and Information Technology Resources K. Options and Allowances L. Special Terms and Conditions for IDIQ Contracts

IV. Contract Clauses A. Clauses Incorporated in Full Text

1. FAR 52.222-99 Establishing a Minimum Wage for Contractor (JUL 2014)

(DEVIATION)

2. FAR 52.223-2 Affirmative Procurement of Biobased Products Under Service and Construction Contracts (SEP 2013)

3. FAR 52.223-9 Estimate of Percentage of Recovered Material Content for EPA-Designated Items (MAY 08)

4. GSAR 552.204-9 Personal Identity Verification Requirements (OCT 2012)

5. GSAR 552.211-10 Commencement, Prosecution and Completion of Work

(Mar 2019)

6. GSAR 552.211-12 Liquidated Damages-Construction (Mar 2019)

7. GSAR 552.211-13 Time Extensions (Mar 2019)

8. GSAR 552.211-70 Substantial Completion (Mar 2019)

9. GSAR 552.232-5 Payments Under Fixed-Price Construction Contracts (Mar 2019)

10. GSAR 552.236-6 Superintendence by the Contractor (Mar 2019)

11. GSAR 552.236-11 Use and Possession Prior to Completion (Mar 2019)

12. GSAR 552.236-15 Schedules for Construction Contracts (Mar 2019)

13. GSAR 552.236-21 Specifications and Drawings for Construction (Mar 2019)

14. GSAR 552.236-71 Contractor Responsibilities (Mar 2019)

15. GSAR 552.236-72 Submittals (Mar 2019)

16. GSAR 552.252-6 Authorized Deviations in Clauses (Deviation FAR 52.252-6)

(Sep 99)

17. FAR 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment (AUG 2019)

18. GSAR 552.204-70, Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment. (DEVIATION I) (AUG 2019)

19. Buy American Requirements

20. Additional Clauses

i. GSAR 552.236-70 Authorities and Limitations (Mar 2019)

ii. GSAR 552.236-73 Subcontracts (Mar 2019)

iii. GSAR 552.243-71 Equitable Adjustments (Mar 2019)

21. Special 8(a) Requirements

22. FAR 52.222-62, Paid Sick Leave under Executive Order 13706 (Jan 2017)

23. FAR 52.223-21, FOAMS (Jun 2016)

B. Special Contract Clauses for IDIQ Contracts C. Options Clauses

1. 52.217-8 Option to Extend Services (NOV 1999)

2. 52.217-9 Option to Extend the Term of the Contract (MAR 2000)

3. GSAR 552.236-77, Government’s Right to Exercise Options (MAR 2019)

D. Clauses Incorporated by Reference E. Subcontract Requirements

I. Project Information

I.A. Project Summary

The General Services Administration (“GSA”), Region 3, has identified a need for a Multiple Award, Indefinite Delivery/Indefinite Quantity (“IDIQ”) contract vehicle for the provision of repair and alteration construction services. The requirement is for all supervision, labor, materials and equipment necessary to provide construction and design/build services to Government-owned buildings and/or Government-leased space where GSA has either repair responsibility or authority.

This Contract involves a Base Year and Four (4) One (1) Year Options. The North American Industry Classification (“NAICS”) Code for this project is 236220 and the size standard is $39.5 million. The Maximum Ordering Limit (“MOL”) is $6,000,000 for the base and all option periods for all awardees. The task ordering limits are $2,500.00 to $500,000.00, but the government may exceed this value if it determines it in its best interest. However, the MOL shall not be exceeded. The typical size of task orders order against this Multiple Award IDIQ will range from $100,000.00 to $300,000.00.

SCOPE OF SERVICES

The general scope of work for the contract is for Commercial and Institutional Building Repair and Alteration services which includes, but is not limited to:

• Demolition & Abatement

• Sitework & Foundations

• Structural

• Concrete & Steel

• Roofing

• Enclosures/Windows

• Façade

• Steel

• Structural

• Interior Construction

• Interior Finishes

• Conveyance Systems

• Mechanical/HVAC

• Plumbing

• Electrical & Telecommunications

• Fire Protection

• Security

• Equipment

• Furnishings

• Design work incidental to construction

• Design/Build Services

AREA OF DELINEATION

This IDIQ will cover all federal and leased space in the geographical locations described below (all cities and counties are in the state of Virginia):

INDEPENDENT CITIES COUNTIES

Charlottesville Norfolk Rockingham

Chesapeake Poquoson Albemarle

Danville Portsmouth Stafford

Fredericksburg Richmond Spotsylvania

Hampton Suffolk Hanover

Harrisonburg Virginia Beach Henrico

Lynchburg Norfolk Chesterfield

The contract includes the GSA Express Menu of Services, which may be utilized for jobs of smaller scale and complexity typically, ranging from $2,500 to $75,000.00. Furthermore, if an item is not expressly listed in the GSA Express Menu of Services the Government and Contractor(s) will utilize the RS Means Facilities Construction Costs (“FCC”) Book to establish items for specific tasks.

I.B. The Contract

(1) The Contract consists of the SF1442, the Agreement, the Statement of Work, Specifications, Drawings, Exhibits, Amendments, Modifications, and other Attachments identified herein (collectively, the Contract Documents). The Contract contains the entire agreement of the Parties, and no prior written or oral agreement, express or implied, shall be admissible to contradict or modify any part of the Contract.

(2) The Contractor shall provide and pay for all labor, materials, equipment, tools, water, heat, utilities, transportation, and other facilities and services necessary for the proper execution of the work described in and reasonably inferable from the Contract Documents (the Work), whether temporary or permanent. In consideration for, and upon condition of, the Contractor's completion of the Work, GSA shall pay the Contractor the price or prices established in Section

II, subject to the terms and conditions set forth in this Contract.

I.C. Period of Performance

The initial contract base period shall be for a period of twelve (12) months from the date of the contract award with four (4) one-year options periods. Task Orders may be placed under this contract from the date of award through the expiration date of this Indefinite Delivery Indefinite Quantity (“IDIQ”) contract or until the MOL is reached. The base ordering period is expected to begin on or about March 1, 2020.

For Individual Task Orders

(1) The Contractor shall commence performance of the Work within (TBD at task order level) after the Contractor receives the Notice to Proceed (NTP).

(2) Substantial Completion. The Contractor shall achieve Substantial Completion of the Work, as that term is defined in this Agreement, no later than (TBD at task order level) calendar days from issuance of Notice to Proceed (NTP).

(3) Contract Completion. The Contractor shall achieve Contract Completion, as the term is defined in this Agreement, within (TBD at task order level) calendar days of Substantial Completion.

I.D. Work Conditions/Site Requirements

Knowledge of Conditions Affecting Price. Clauses FAR 52.236-27, Site Visit - Construction, FAR 52.236-3, Site Investigations and Conditions Affecting the Work, and FAR 52.236-3, Site Investigations and Conditions Affecting the Work, are incorporated by reference in this Contract and any Task Orders resulting from this contract.

Contractors are urged and expected to inspect the site where the work will be performed. Task Orders will provide instructions on how and when visits may be conducted.

No oral statement made by a Government representative during any site visit or pre-proposal conference, nor any written record of such oral statements as may be made and subsequently furnished to the offeror, will be deemed to have the effect of adding to, modifying, or otherwise varying from the written provisions of the Request for Proposals (including, but not limited to specifications, drawings and written amendments to the solicitation). In the event the discussion or questions raised during the site visit or pre-proposal conference indicate a need to modify the Request for Proposals, an amendment to the solicitation will be issued in writing.

Each individual Task Order will specify any known, unique site requirements.

The Contractor shall be presumed to have established its bid factor and task order proposal with knowledge of general and local conditions that may affect the cost of Contract performance at the site where the Work is to be performed, to the extent that such information is reasonably obtainable.

I.E. Authorized Representatives

(1) This Contract is between the United States of America, acting by and through the

Administrator of General Services (GSA), and the Contractor (the Parties). References in this

Contract to "the Owner" or "the Government" shall be understood to refer to GSA. The following individual is designated as the only authorized GSA representative under this Contract, unless other warranted contracting officers are designated in writing:

Authorized Representative Information:

Contracting Officer’s Information

Name: Jim Eckhardt

Address: 100 S. Independence Mall West

Philadelphia, PA 19106

Telephone: (267) 216-8367

Authorized Representative Information:

Email: James.Eckhardt@gsa.gov

(2) For the applicable authorities and limitations see Section IV of this Agreement, GSAR 552.236-70.

I.F. Contract Liquidated Damages Rate

In accordance GSAR 552.211-12, Liquidated Damages – Construction, in Section IV of this Agreement, liquidated damages shall be calculated at the Task Order level.

I.G. Buy American Exceptions

For the applicable Buy American clause and any exceptions, see Section IV of this Agreement.

I.H. Statement of Work, Specifications, Drawings, Exhibits, and Other Attachments

The following documents are incorporated by reference into this Contract.

(1) SF 1442

(2) Bid Sheet, including the GSA Express Menu of Services

(3) 2019 Facilities Construction Cost with RSMeans Data and all ANNUALLY

UPDATED versions throughout the life of the contract

(4) Statement of Work; Specifications; Construction Drawings; Site Conditions; Exhibits;

Wage Determination; and any other applicable attachments will be included at the

Task Order Level

II. Prices

II.A. Basis of Pricing

(1) Contract Prices. All Contract prices set forth in this Section include all costs necessary to complete the work for which the price is established (e.g., Base Contract, Unit Price, Options) in accordance with the Contract Documents, including, but not limited to, the cost of work performed by subcontractors and consultants, indirect costs, fees, expenses, taxes, and profit.

(2) Knowledge of Conditions Affecting Price. FAR 52.236-3, Site Investigations and Conditions Affecting the Work, is incorporated by reference in this Contract. The Contractor shall be presumed to have established all prices with knowledge of general and local conditions that may affect the cost of Contract performance at the site where the Work is to be performed, to the extent that such information is reasonably obtainable.

(3) Unit Prices and Allowances. If any portion of the Work is to be performed on a unit price basis, the Unit Price shall include all costs of coordinating and incorporating the unit-priced portion of the Work into the Base Contract Work. The Contractor shall only be obligated to perform unit-priced work to the extent that an Allowance has been established. The Contractor shall be obligated to perform such work in excess of a unit quantity for which an Allowance is established only if directed by the Contracting Officer in writing. The Contractor shall be bound to the unit price or prices set forth herein in all equitable adjustments for changes including unit priced work, and no markups shall be applied to such unit prices.

(4) Options. If any portion of the Work is to be performed upon the timely exercise of an Option, the Option Price shall include all costs of coordinating and incorporating the Option-priced portion of the Work into the Base Contract Work. An adjustment to the Contract price for such additional work shall be computed solely on the basis of the Option price or prices set forth herein. Unless otherwise specified, all options may be exercised within 90 days of Contract award.

(5) Bid Rates. If this Contract includes Bid Rates to be used in determination of equitable adjustments (e.g., overhead, profit, daily rates for time-related costs), such rates shall be deemed to include all costs recoverable as components of an equitable adjustment consistent with the requirements, definitions, and exclusions applicable to equitable adjustments set forth in this Contract, and consistent with the Contractor's cost accounting practices. Unless otherwise specified, the bid rates shall be deemed to include only the Contractor's costs, and not the costs of any subcontractors.

II.B. Contract Price Form

Please see the attached SF 1442 and Bid Sheet.

For the GSA Express Menu of Services pricing for this contract will be based upon the 2019 Facilities Construction Cost with RSMeans Data Book (“RS Means Book”). The RS Means Book will be used for the duration of this Contract. The version of RS Means Book that is current on the date of contract award shall be utilized until each option period is exercised. Thereafter, the calendar year edition/version of the RS Means Book that is current on the date that each option is exercised shall be utilized. This book may be purchased at https://www.rsmeans.com/products/books.aspx.

The “Total Incl O&P” Cost from the RS Means Book, when multiplied by the Offeror’s proposed Bid Factor, will establish Task Order pricing. The “Total Incl O&P” Cost of a unit of work will be determined by the RS Means column entitled “Total Incl O&P,” NOT the column entitled “Bare Cost”.

NOTES:

1. Division 1 – General Requirements section from the RS Means Book will NOT be allowed when pricing task orders under the contract. Any consideration for Division 1 – General Requirements must be included in the offerors bid factor.

2. Assemblies Section from the RS Means Book will NOT be allowed when pricing task orders under the contract

3. The Bid Factors are proposed as a percentage (in decimal format) increase or decrease to the RS Means Book. The offeror shall limit the Bid Factors to three (3) decimal places.

4. The offeror shall propose one (1) Bid Factor per location (see bid sheet) for the potential total five-year Indefinite Delivery Indefinite Quantity (IDIQ) Contract.

https://www.rsmeans.com/products/books.aspx

5. The offeror’s Bid Factors must be ALL INCLUSIVE and shall include, but is not limited to, the following costs:

1. Labor (Both during Normal Work Hours and Outside of Normal Work Hours)

2. Materials

3. Equipment

4. Subcontractor costs

5. Subcontractor mark-ups

6. General / Prime Contractor Overhead

7. General / Prime Contractor Profit and risk

8. Bond premiums

9. Social security contributions

10. General insurances

11. Workman’s compensations insurance

12. State unemployment insurance

13. Federal unemployment insurance

14. Mobilization and demobilization costs

15. Site cleanup

16. Supervision

17. Quality control

18. Transportation of contractor’s personnel to, from, and within the job site

19. Shipping of all materials to the jobsite

20. Lodging and per-diem

21. Adjustment factors to account for small jobs

22. Incidental tools and equipment

23. Submittals

24. Job Order preparation costs

25. All contingencies

26. All Division 1 - General Requirements

27. All requirements of the Contract

NOTE: Liquidated damages and Wage Determinations will not be included in the contractor’s bid factor as they will be calculated and priced out separately at the ordering level.

III. Terms and Conditions

III.A. Commencement, Prosecution, and Completion of Work

FAR 52.211-10, Commencement, Prosecution, and Completion of Work and GSAR 552.211-10, Commencement, Prosecution and Completion of Work is supplemented as follows:

The Contractor shall diligently prosecute the Work so as to achieve Substantial Completion of the Work, as defined in GSAR 552.211-70 Substantial Completion (Mar 2019) and the time specified in Section I (Project Information), “Period of Performance” clause. If the Contract specifies different completion dates for different phases or portions of the Work, the Contractor shall diligently prosecute the Work so as to achieve Substantial Completion of such phases or portions of the Work within the times specified.

III.B. Contractor Responsibilities

GSAR 552.236-71, Contractor Responsibilities is located in Section IV.A. of this Agreement and is supplemented as follows:

(1) The Contractor shall secure and pay for all necessary permits and governmental fees, licenses, and inspections that are customarily secured after award of the Contract and that are legally required at the time of award. The Contractor shall provide a copy of the permits required for execution of the work to the Contracting Officer prior to commencement of any related work.

III.C. Submittals

FAR 52.236-21, Specifications and Drawings for Construction, GSAR 552.236-73, Submittals located in Section IV.A. of the Agreement is supplemented as follows:

(1) The Contractor shall prepare and submit to the Contracting Officer shop drawings, samples, calculations, product information, mockups, GSA Form 184 (associated 184A and 184B as necessary), and other submittals (collectively, "submittals") demonstrating compliance with Contract requirements for all Work components as specified elsewhere in this Contract.

III.D. Finality of Contract Modifications

As set forth elsewhere in this Contract, the Contractor is entitled to additional consideration under certain conditions, including the issuance of change orders. It is the Contractor's duty to include in proposals for equitable adjustment or other consideration all compensation to which it may be entitled, including cost and time. Unless otherwise explicitly stated in a modification to the Contract providing such consideration, adjustments to the Contract price or time agreed upon therein shall be deemed to provide all compensation to which the Contractor is entitled, and shall constitute final settlement of the Contractor's entitlement to compensation on account of the change or other condition giving rise to the modification.

III.E. Liquidated Damages

The Contractor acknowledges that time is of the essence for the performance of the Work, and that determining actual damages from delay would be extremely difficult and impractical. If the Contractor fails to achieve Substantial Completion of the Work in accordance with FAR 52.211- 12, Liquidated Damages and GSAR 552.211-12, Liquidated Damages and the time specified in this Contract, the Contractor shall be liable to the Government for liquidated damages at the rate specified in Section I (Project Information), paragraph entitled, “Liquidated Damages Rate,” for each calendar day following the required completion date that the Work is not Substantially Complete.

III.F. Insurance Requirements

(1) The Contractor shall obtain and maintain for the entire life of the Contract, in addition to any insurance required by law, the following minimum kinds and amounts of insurance required pursuant to FAR clause 52.228-5, Insurance – Work on a Government Installation, and GSAR 552.228-5, Government as Additional Insured.

(a) Workers' compensation insurance in the amount required by the jurisdiction in which the Contract is performed. The Contractor shall obtain Employers' liability coverage of at least $500,000.00. If occupational diseases are not covered by workers' compensation insurance, Employers' liability coverage shall include occupational diseases.

(b) Broad form comprehensive commercial general liability insurance in the amount of at least $500,000.00 per occurrence. Such insurance shall include, but not be limited to, contractual liability, bodily injury and property damage.

(c) Comprehensive automobile liability covering the operation of all automobiles used in connection with performing the Contract in the amount of at least $200,000.00 per person;

$500,000.00 per occurrence for bodily injury; and $20,000 per occurrence for property damage.

(2) The Contractor shall promptly provide to the Contracting Officer proof that it has obtained insurance required by the Contract in the form of certificates of insurance. The Contractor shall submit to the Contracting Officer all renewal certificates issued during the life of this Contract immediately upon issuance.

III.G. Order of Precedence

Different requirements within this Contract shall be deemed inconsistent only if compliance with both cannot be achieved. In case of inconsistency between Contract Documents, the following order of precedence shall apply:

(1) Section IV of the Agreement

(2) Sections I, II, and III of the Agreement

(3) The Statement of Work

(4) The Specifications

(5) The Drawings

(6) Exhibits and Other Attachments

III.H. Administrative Matters

(1) Project Meetings. The Contractor shall attend a preconstruction conference and shall participate in regularly scheduled Project meetings.

(2) Payments. FAR clause 52.232-5, Payments under Fixed-Price Construction Contracts, is supplemented by GSAR 552.232-5 Payments under Fixed-Price Construction Contracts located in Section IV.A. of this Agreement. In accordance with the relevant FAR and GSAR clauses, GSA requires the following data be included with each invoice:

(a) Invoices shall be submitted in an original and two (2) copies to the designated billing office specified in this Contract or in individual delivery/work orders.

(b) Invoices must include the Account Document Number (ADN) assigned at award.

(c) The Contractor shall submit the following information or documentation with each invoice:

(i) GSA Form 184A and/or 184B - Construction Progress Report (Construction Phases Only), including the updated Schedule of Values upon which the payment request is based;

(ii) GSA Form 2419 - Certification of Progress Payments Under Fixed-Price Construction Contract;

(iii) The payment terms that apply for the particular services rendered

(iv) Updated project schedule that complies with Contract Documents

(v) Additional documentation:

Special Payment Instructions for IDIQ Contracts:

1. Typically, a single payment for all work performed for each delivery order valued that has a period of performance less than 1 month will be made upon formal inspection and acceptance. However, the Contractor is entitled to monthly payments as the work proceeds. Consequently, where the time for completion of the work to be performed exceeds one month or when unanticipated delays occur, a progress payment to the Contractor may be issued.

2. The Contractor is required to bill the ordering agency in accordance with the billing instructions furnished on the ordering agency's delivery order. The ordering agency is responsible for timely payment and for resolving any billing problems in regard to orders they place.* Normally, a single payment for all work performed for each task order will be made upon formal inspection and acceptance. However, the Contractor is entitled to monthly payment as the work proceeds. Consequently, where the time for completion of the work to be performed exceeds one month or when unanticipated delays occur, a progress payment to the Contractor may be issued.

(3) Prompt Payment. In accordance with FAR clause 52.232-27, the period for payments is as follows:

(a) Progress Payments: 14 days

(b) Subsequent Subcontractor Payments: 7 days

(4) Payment Information. The General Services Administration (GSA) makes information on contract payments available electronically at Office of the Chief Financial Officer. The Contractor may register at the site and review its record of payments. This site provides information only on payments made by GSA, not by other agencies.

(5) Security Clearances. Contractor shall comply with the following requirements pertaining to security clearances.

(a) All personnel performing work under the Contract on the Project site must obtain an Enter on Duty (EOD) determination before they will be granted access to the site.

(b) To obtain an EOD determination, Contractor shall submit for all such personnel fingerprints on Form SF87 and a completed Contractor Information Worksheet (CIW). Detailed information is available at GSA Access Card . USAccess Credentialing Centers can be located at US Access Centers .

(c) In addition, all such personnel who will be on site 6 months or longer must apply for and receive clearance in accordance with Homeland Security Presidential Directive 12 (HSPD- 12). See Section IV, Contract Clauses, GSAR 552.204-9.

(6) Safeguarding and Dissemination of Sensitive But Unclassified (SBU) Building Information.

This clause applies to all recipients of SBU building information, including offerors, bidders, awardees, contractors, subcontractors, lessors, suppliers and manufacturers.

(a) Marking SBU. Contractor-generated documents that contain building information must be reviewed by GSA to identify any SBU content, before the original or any copies are disseminated to any other parties. If SBU content is identified, the Contracting Officer (CO) may http://www.finance.gsa.gov/ http://www.gsa.gov/portal/category/107203 http://www.fedidcard.gov/centerlist.aspx direct the contractor, as specified elsewhere in this contract, to imprint or affix SBU document markings to the original documents and all copies, before any dissemination.

(b) Authorized recipients.

(i) Building information designated SBU must be protected with access strictly controlled and limited to those individuals having a legitimate business need to know such information.

Those with a need to know may include Federal, State and local government entities, and nongovernment entities engaged in the conduct of business on behalf of or with GSA.

Nongovernment entities may include architects, engineers, consultants, contractors, subcontractors, suppliers, utilities, and others submitting an offer or bid to GSA, or performing work under a GSA contract or subcontract. Recipient contractors must be registered as “active” in the System for Award Management (SAM) database at www.sam.gov and have a legitimate business need to know such information. If a subcontractor is not registered in the SAM and has a need to possess SBU building information, the subcontractor shall provide to the contractor its DUNS number or its tax ID number and a copy of its business license. The contractor shall keep this information related to the subcontractor for the duration of the contract and subcontract.

(ii) All GSA personnel and Contractors must be provided SBU building information when needed for the performance of official Federal, State, and local government functions, such as for code compliance reviews and for the issuance of building permits. Public safety entities such as fire and utility departments may require access to SBU building information on a need to know basis. This clause must not prevent or encumber the dissemination of SBU building information to public safety entities.

c. Dissemination of SBU building information:

(i) By electronic transmission. Electronic transmission of SBU information outside of the

GSA network must use session encryption (or alternatively, file encryption). Encryption must be via an approved NIST algorithm with a valid certification, such as Advanced Encryption Standard (AES) or Triple Data Encryption Standard (3DES), in accordance with Federal Information Processing Standards Publication (FIPS PUB) 140-2, Security Requirements for Cryptographic Modules per GSA policy.

(ii) By nonelectronic form or on portable electronic data storage devices. Portable electronic data storage devices include, but are not limited to CDs, DVDs, and USB drives.

Nonelectronic forms of SBU building information include paper documents, among other formats.

1) By mail. Contractors must utilize only methods of shipping that provide services for monitoring receipt such as track and confirm, proof of delivery, signature confirmation, or return receipt.

2) In person. Contractors must provide SBU building information only to authorized recipients with a need to know such information. Further information on authorized recipients is found in Section 2 of this clause.

d. Record keeping. Contractors must maintain a list of all entities to which SBU is disseminated, in accordance with sections 2 and 3 of this clause. This list must include at a minimum: (1) the name of the State, Federal, or local government entity, utility, or firm to which SBU has been disseminated; (2) the name of the individual at the entity or firm who is responsible for protecting the SBU building information, with access strictly controlled and limited to those individuals having a legitimate business need to know such information; (3) contact information for the named individual; and (4) a description of the SBU building information provided. Once “as built” drawings are submitted, the contractor must collect all lists maintained in accordance with this clause, including those maintained by any subcontractors and/or suppliers, and submit them to the CO. For Federal buildings, final payment may be withheld until the lists are received.

e. Safeguarding SBU documents. SBU building information (both electronic and paper formats) must be protected, with access strictly controlled and limited to those individuals having a legitimate business need to know such information. GSA contractors and subcontractors must not take SBU building information outside of GSA or their own facilities or network, except as necessary for the performance of that contract. Access to the information must be limited to those with a legitimate business need to know.

f. Destroying SBU building information. When no longer needed, SBU building information must be destroyed so that marked information is rendered unreadable and incapable of being restored, in accordance with guidelines provided for media sanitization within GSA CIO IT Security 06-32, Media Sanitization Guide and Appendix A of NIST Special Publication 800-88, Guidelines for Media Sanitization. Alternatively, SBU building information may be returned to the CO.

g. Notice of disposal. The contractor must notify the CO that all SBU building information has been returned or destroyed by the contractor and its subcontractors or suppliers in accordance with paragraphs 4 and 6 of this clause, with the exception of the contractor's record copy. This notice must be submitted to the CO at the completion of the contract to receive final payment. For leases, this notice must be submitted to the CO at the completion of the lease term. The contractor may return the SBU documents to the CO rather than destroying them.

h. Incidents. All improper disclosures of SBU building information must be immediately reported to the CO at see task order. If the contract provides for progress payments, the CO may withhold approval of progress payments until the contractor provides a corrective action plan explaining how the contractor will prevent future improper disclosures of SBU building information. Progress payments may also be withheld for failure to comply with any provision in this clause until the contractor provides a corrective action plan explaining how the contractor will rectify any noncompliance and comply with the clause in the future.

i. Subcontracts. The contractor and subcontractors must insert the substance of this clause in all subcontracts.

III.I. Non-Compliance with Contract Requirements

In the event the Contractor, after receiving written notice from the Contracting Officer of non-compliance with any requirement of this Contract, fails to initiate promptly such action as may be appropriate to comply with the specified requirement within a reasonable period of time, the Contracting Officer shall have the right to order the Contractor to stop any or all work under the Contract until the Contractor has complied or has initiated such action as may be appropriate to comply within a reasonable period of time. The Contractor will not be entitled to any extension of Contract time or payment for any costs incurred as a result of being ordered to stop work for such cause.

III.J. Safeguarding Sensitive Data and Information Technology Resources

In accordance with FAR 39.105, this section is included in the contract. This section applies to all users of sensitive data and information technology (IT) resources, including awardees, contractors, subcontractors, lessors, suppliers and manufacturers. The following GSA policies must be followed.

These policies can be found at Directives Library.

1. CIO P 2100.1K GSA Information Technology (IT) Security Policy

2. CIO P 2100.2B GSA Wireless Local Area Network (LAN) Security

3. CIO 2100.3C Mandatory Information Technology (IT) Security Training Requirement for

Agency and Contractor Employees with Significant Security Responsibilities

4. CIO 2104.1A CIO CHGE 1 GSA Information Technology IT General Rules of Behavior

5. CIO 2105.1 C CHGE 1 GSA Section 508: Managing Electronic and Information

Technology for Individuals with Disabilities http://www.gsa.gov/directives

6. CIO 2106.1 GSA Social Media Policy

7. CIO 2107.1 Implementation of the Online Resource Reservation Software

8. CIO 2160.4A Provisioning of Information Technology (IT) Devices

9. CIO 2162.1 Digital Signatures

10. CIO P 2165.2 GSA Telecommunications Policy

11. CIO P 2180.1 GSA Rules of Behavior for Handling Personally Identifiable Information

(Pll)

12. CIO 2182.2 Mandatory Use of Personal Identity Verification (PIV) Credentials

13. CIO P 1878.2A Conducting Privacy Impact Assessments (PIAs) in GSA

14. CIO IL-13-01 Mobile Devices and Applications

15. CIO 2102 Information Technology (IT) Integration Policy

16. HCO 9297.1 GSA Data Release Policy

17. HCO 9297.2B GSA Information Breach Notification Policy

18. ADM P 9732.1 D Suitability and Personnel Security

The contractor and subcontractors must insert the substance of this section in all subcontracts.

III.K. Options and Allowances

This Contract shall have a base period of one (1) year plus a potential of four (4) one (1) year option periods, which may be exercised in accordance with the provisions contained herein.

Anticipated Base and Option Period of Performance is:

Base Period: 13 March 2020 through 12 March 2021 Option 1: 13 March 2021 through 12 March 2022 Option 2: 13 March 2022 through 12 March 2023 Option 3: 13 March 2023 through 12 March 2024 Option 4: 13 March 2024 through 12 March 2025

III.L. Additional Terms and Conditions

Special Terms and Conditions for IDIQ Contracts:

1. SUMMARY OF CONTRACT CONDITIONS

a. General: The purpose of this contract is to establish terms and conditions upon which the Contractor(s) will affect repairs and alterations to Government owned and leased space in various buildings within the geographic boundaries established in this contract, under task orders issued by the Contracting Officer and Designated Ordering Officials. Task orders will primarily be for construction; however, GSA reserves the right to include design-build services.

b. Location of work. The work ordered under this contract may be performed in any Government-owned building or Government-leased space within Norfolk and Richmond, VA cities and counties prescribed in section I.A of the agreement, including but not limited to repairs, alterations, renovations and modernization of buildings or portions thereof.

c. Orders. This contract is an Indefinite Quantity Term Contract(IQC). An IQC provides for the furnishing of an indefinite quantity, within stated limits, of certain property or services during a specified time period. Deliveries will be scheduled by the placement of orders upon the Contractor. This contract shall include all materials, labor, and equipment required to perform the work described in the specifications.

d. Estimated Contract Value: The approximate quantity of contract services anticipated to be performed under all of the contracts awarded through this solicitation is approximately between $800,000.00 to $1,200,000.00 per year. This is merely an estimate and does not in any way limit GSA from ordering up to the annual maximum stated in Paragraph n, below, nor does it guarantee awardees any work above the guaranteed minimum stated in Paragraph k, below.

e. Multiple Awards: The Government intends on selecting a minimum of 4 contractors and a maximum of 6 contractors for said contract. The exact number of awardees will be determined by the Source Selection Team during the evaluation of proposals and will be based primarily on the number, location, and capabilities of the highest rated firms as well as GSA’s anticipated workload over the term of the contract.

f. The Government may order services that do not fall within the stipulated minimum/maximum order limitations, but the Contractor may reject such orders by written notice to the ordering official. If the Contractor does not reject these orders within five (5) days of receipt, such orders shall be deemed accepted, and all provisions of the contract shall apply.

g. Delivery orders shall not be split into several orders to avoid compliance with the preceding ordering limitation.

h. Building Access: Access to these buildings may be obtained by contacting the Building Manager, whose address and telephone number will be given with each request for proposal and subsequent task order.

i. Length of Contract. The base period of this contract shall last for a period of 12 consecutive months beginning on or about March 1, 2020. Task Orders may be placed beginning the first day of the contract through the expiration date of the contract.

j. Options. This contract includes 4 options periods to extend the term of the contract for an additional year. Successive option periods, if exercised, will last for 12 months, beginning the day after the expiration of the base period. The Government has the unilateral right to exercise the options. Please refer to contract clauses associated with options.

k. Guaranteed Minimum (ONLY APPLIES TO THE INITIAL YEAR OR BASE PERIOD).

The guaranteed minimum amount under the proposed contract is $2,500 for the initial year or base period of each contract. If the awardee does not receive an order, or several orders, totaling $2,500 or more during the initial year/base period of the contract, the Government will be obligated to pay that awardee the guaranteed minimum amount of $2,500. Failure to submit a proposal in response to any (at least 1) Request For Proposal issued during the initial year/base period in accordance with the terms and conditions of this contract, will result in the contractor's forfeiture of this guaranteed minimum amount.

l. Each delivery order will specify the anticipated percentage of work to be performed during normal hours and the percentage of work to be performed during non-working hours.

Normal working hours will be listed in each Request for Proposal issued for a specific building.

m. Time for Performance

(1) Time for performance for a delivery order will be specified in the scope of work.

(2) Liquidated damages amounts may be determined and included as part of each individual delivery order.

(3) If a contractor does not complete the work in the time specified, liquidated damages may be assessed by the Ordering Official at the rate specified in the delivery order.

n. MAXIMUM ORDER LIMITATION: The aggregate Maximum Order Limitation (MOL) shall be $6,000,000.00 for all task orders issued against all contracts for the entire term of the contract(s).

2. DEFINITIONS

General Explanation: A substantial amount of specification language consists of definitions for terms found in other contract documents, including drawings. (Drawings must be recognized as requirements thereon). Certain terms used in contract documents are defined in this article.

Definitions and explanations contained in this section are not necessarily either complete or exclusive, but are general for the work to extent that they are not stated more explicitly in another element of contract documents.

Contracting Officer. A Contracting Officer is an official authorized to administer contracts and make related determinations and finding under FAR 2.1, and who is warranted pursuant to ADN2851.3. This official has the sole authority to issue modifications to the contract, resolve disputes and terminate the contract.

Contracting Officer Representative (COR). A COR is a Government employee authorized in writing, by name and position title, to represent the Contracting Officer in the administration of a contract. This person may also be referred to as the GSA “Project Architect” or “Project Engineer.” See the section on DESIGNATIONS OF AUTHORITY.

Ordering Official. The ordering official is an employee of GSA that has been authorized in writing by the Contracting Officer to place delivery orders against GSA indefinite quantity contracts. See the section on DESIGNATIONS OF AUTHORITY.

Delivery Order/Task Order. A delivery order/task order is an instrument for ordering supplies and services against an indefinite quantity contract. See the section on PROCESSING

DELIVERY ORDERS/TASK ORDERS.

Specialist. The term "Specialist" as used in the specification shall mean an individual or firm of established reputation (or, if newly organized, whose personnel have previously established a reputation in the same field), which is regularly engaged in, and which maintains a regular force of workmen skilled in either (as applicable) manufacturing or fabrication of items required by the contract, installing items required by the contract or otherwise performing work required by the contract. Where the contract specification requires installation by a Specialist, that term shall also be deemed to mean either the manufacturer, or an individual or firm who will perform the work under the manufacturer's direct supervision.

RS Means Items. This is an item or service not listed in the GSA Express Menu of Services. If no identical item is specified in the contract the Contractor(s) and Government will agree to line item(s) in the RS Means Book to meet the government’s requirements. The contractor is required to apply the contract coefficient (per locality) to all items in the RS Means Book.

Approved. Only the Contracting Officer, or an individual designated by him in writing, can approve or disapprove contract actions. Even if the specifications indicate that the individual other than the Contracting Officer (such as the "Project Architect” or “Project Engineer") will approve or disapprove an action, it is understood that only the Contracting Officer has the authority unless the individual is so designated by him in writing. Even when an individual is so designated, the Contracting Officer's decision shall be final. If no case will "approval" by the Contracting Officer be interpreted as a release of the Contractor from responsibility to fulfill requirements of the contract.

Project Architect or Project Engineer: A Government employee assigned to manage activities for the Government during the course of the construction of the project. Also referred to as the Contracting Officer's Representative (COR).

Project Title: The space available to Contractor for performance of the work, either exclusively or in conjunction with others performing other work as part of the project. The extent of site is shown on the drawings, and may or may not be identical with description of land upon which project is to be built.

Furnish: Except as otherwise defined in greater detail, the term "furnish" is used to mean supply and delivery to project site including unloading, unpacking assembly, installation, etc., as applicable in each instance.

Install: Except as otherwise defined in greater detail, term "install" is used to describe operations at project site including unloading, unpacking, assembly, erection, placing anchoring, applying working to dimension, finishing, curling, protecting, cleaning and similar operations, as applicable in each instance.

Provide: Except as otherwise defined in greater detail, the term "provide means furnish and install, complete and ready for intended use, as applicable in each instance.

Installer: The term "installer" is defined as the entity (person or firm) engaged by the contractor or its subcontractor or sub-sub-contractor for performance of a particular unit of work at the project site, including installation, erection, application and similar required operations. It is a general requirement that such entities (Installers) be expert in operations they are engaged to perform.

Testing Laboratory: The term "testing laboratory" is an independent entity engaged to perform specific inspections or tests of the work, either at project site or elsewhere; and to report and (if required) interpret results of those inspections or tests.

General Requirements: The provisions or requirements of Division - 1 sections apply to entire work of Contract and, where so indicated, to other elements which are included in project.

Indicated: The term "Indicated" is a cross reference to graphic representations, notes or schedules on drawings, to other paragraphs or schedules in the specifications, and to similar means of recording requirements in contract here terms such as "shown", "noted", "scheduled", and "specified" are used in lieu of "indicated", it is for purpose of helping reader locate cross-reference, and no limitation of limitation of locations is intended except as specifically noted.

Directed, Requested, etc: Where not otherwise explained terms such as "directed", "requested", and "authorized", "selected", "approved", "required", "accepted", and "permitted", mean directed by the Contracting Officer", "requested by the Contracting Officer", and similar phases. However, no such implied meaning will be interpreted to extend the Contracting Officer's responsibility into Contractor's area of construction supervision.

3. DESIGNATIONS OF AUTHORITY.

a. As designations are made for the position of ordering officials and CORs the Contractor shall be advised in writing of the names of individuals so designated and their responsibilities, authorities and limitations. Ordering Officials will be designated at the IDIQ level while CORs will be nominated at the task order level.

4. METHOD OF PLACEMENT OF ORDERS UNDER MULTIPLE AWARD CONTRACTS

a. The Contracting Officer/Ordering Official will provide each awardee a fair opportunity IAW FAR 16.505(b)(1) to be considered for each order in excess of $3,000, except as provided in paragraph (f) below.

b. Upon identification of a requirement, the Contracting Officer or Ordering Official will make a determination whether the action will be competed among the awardees. It is the Government’s preference to compete orders among all awardees. In each instance, the Contracting Officer or Ordering Official will also determine whether non price-related factors will be considered in the placement of the order. Non-price evaluation factors which may be considered in placing an order with a particular awardee may include, but are not limited to, past performance on earlier tasks under this contract, quality of deliverables, expertise, cost control, price, cost, or other factors that the Contracting Officer or Ordering Official believes are relevant to the award of a delivery order to an awardee under the contract.

c. The government reserves the right to set aside task orders for socioeconomic concerns as defined in FAR 19.203 (i.e., 8(a), HUBZone, SDVOSB, or WOSB programs) if there are 2 or more IDIQ contractors with the same socioeconomic designation.

d. Oral proposals may be used when selecting an awardee.

e. The Contracting Officer/Ordering Official need not contact each awardee under the contract before selecting an order awardee if the Contracting Officer/Ordering Official has information available to ensure that each awardee is provided a fair opportunity to be considered for each order.

f. Awardees need not be given an opportunity to be considered for a particular order in excess of $3,000 if the Contracting Officer/Ordering Official determines that:

1. The need for such supplies of services is of such urgency that providing such opportunity would result in unacceptable delays;

2. Only one such contractor is capable of providing such supplies or services required at the level of quality required because the supplies or services ordered are unique or highly specialized

3. The order should be issued on a sole-source basis in the interest of economy and efficiency as a logical follow-on to an order already issued under the contract, provided that all awardees were given a fair opportunity to be considered for the original order;

4., A statute expressly authorizes sole source/direct award (ie 8(a) program; or

5. It is necessary to place an order to satisfy a minimum guarantee.

g. The Government reserves the right to perform work of the same type covered in this contract, with it's own forces or by contract.

h. Whether an individual delivery order is priced competitively among all awardees or negotiated sole source with one awardee, all proposal preparation costs for a particular RFP are to be included in the offeror’s price proposal for that project.