47PD0321R0015_Agreement_C101_IDIQ PA_Rev 1_final.pdf

Sol. Reference No. 47PD0321R0015

Document: C101-SB-GC/OCTOBER 2020 (The Agreement)

Construction Contract for: Multiple Award IDIQ Contract – Eastern and Western

PA

The Agreement

Table of Contents

A. 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

B. Prices

1. Basis of Pricing

2. Contract Price Form

C. Terms and Conditions

(1) Commencement, Prosecutions and Completion of Work

(2) Contractor Responsibilities

(3) Submittals

(4) Finality of Contract Modifications

(5) Liquidated Damages

(6) Insurance Requirements

(7) Order of Precedence

(8) Administrative Matters

(9) Non-Compliance with Contract Requirements

(10) Safeguarding Sensitive Data and Information Technology Resources I. Options and Allowances J. Additional Terms and Conditions

i. GSAR 552.236-74, Evaluation of Options (Mar 2019)

ii. GSAR 552.236-75, Evaluation Exclusive of Options (Mar 2019)

iii. GSAR 552.236-76, Basis of Award – Sealed Bidding Construction (Mar 2019)

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

D. Contract Clauses

1. 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 (JUL 2020)

5. GSAR 552.252-6 Authorized Deviations in Clauses (Deviation FAR 52.252-6) (Sep 99)

6. FAR 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video

Surveillance Services or Equipment (AUG 2020)

7. Buy American Requirements

8. FAR 52.228-11, Pledges of Assets (DEVIATION APR 2020)

9. FAR 52.232-40, Providing Accelerated Payments to Small Business Subcontractors

(DEVIATION APR 2020)

10. FAR 52.219-14, Limitations on Subcontracting (DEVIATION 2020-19)

11. Additional Clauses

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

i. GSAR 552.236-73 Subcontracts (Mar 2019)

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

1. Special 8(a) Requirements

2. FAR 52.244-5, Competition in Subcontracting (DEC 96)

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

Special Contract Clauses for IDIQ Contracts Options Clauses

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

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

12. Clauses Incorporated by Reference

13. Subcontract Requirements

I. Project Information

I.A. Project Summary

This indefinite delivery indefinite quantity (IDIQ) multiple award term contract is to provide general construction services. In addition, design work incidental to construction as well as design-build work are included. The applicable NAICS code is 236220 (Commercial and Institutional Building Construction).

Individual task orders to be placed under this contract will range in value from $2,000 to $250,000, however there may be individual orders with lower or higher costs placed against this contract. The contract term will be for one (1) base year with four (4), one-year options. The aggregate maximum order limitation (MOL) for the East shall be $6 million, and the MOL for the West shall be $8 million for the entire duration of all contracts awarded as a result of this solicitation. In other words, there is no single MOL per contractor or a single MOL per year, other than the MOL of the entire contract.

Services under this contract will include general repair and alteration services to Government-owned and leased facilities as identified in the solicitation. This contract may also be used to procure design-build task orders. Projects will be evaluated separately on a task order basis and offerors may be required to submit additional information pertaining to their ability to successfully perform these projects as necessary and required.

The geographic area of this work includes:

1. Eastern Pennsylvania Contract (excluding Philadelphia): including the counties of Adams, Bedford, Berks, Blair, Bradford, Bucks, Carbon, Centre, Clinton, Columbia, Cumberland, Dauphin, Fulton, Franklin, Huntington, Juniata, Lackawanna, Lancaster, Lebanon, Lehigh, Luzerne, Lycoming, Mifflin, Monroe, Montgomery, Montour, Northampton, Northumberland, Perry, Pike, Potter, Wayne, Schuylkill, Snyder, Sullivan, Susquehanna, Tioga, Union, Wyoming, and York.

2. Western Pennsylvania Contract: including the counties of Allegheny, Armstrong, Beaver, Butler, Cambria, Cameron, Clarion, Clearfield, Crawford, Elk, Erie, Fayette, Forest, Greene, Indiana, Jefferson, Lawrence, McKean, Mercer, Somerset, Venango, Warren, Washington, and

Westmoreland.

The contract will include by reference the Facilities Construction Cost with RSMeans Data Book

(RS Means Line Items). The government may utilize the RS Means Line Items in connection with the awardees RS means Locality Coefficient (Coefficient) to award future task orders. The government intends to use this method of award for task orders estimated to be under

$15,000.00.

For all other task orders the government may elect to utilize Lump Sum Pricing Competitive

Bids. If Lump Sum pricing is used for task orders, the awardees will be bound to the maximum markups (Profit/OH/B&I) that are evaluated and included in the contract.

The two award methods will not be used simultaneously on any future task order. The solicitation at the task order level will clearly define which method will be utilized.

The Coefficients, Markups, and Labor Rates are the maximums awardees may utilize on future task orders. An offeror may elect to discount the awarded coefficients, markups and labor rates at the task order level for a competitive advantage.

I.B. The Contract

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

Base IDIQ Contract

The Ordering Period of this contract will begin on the date the award is made unless otherwise stated on the contract award.

The Base Period is for 365 calendar days or 1 Year.

The Contract will include 4, 1 year Option Periods IAW FAR 52.217-9 “Option to Extend the Term of the Contract”

FAR 52.217-8 “Option to Extend Services” is also included and will allow the government to extend the contract an additional 6 months if necessary.

For Task Orders

(1) Commencement. The Contractor shall commence performance of the Work within 10 days 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 _**_ calendar days from issuance of Notice to Proceed (NTP).

**Substantial Completion dates will be established for individual task orders.

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

**Contract Completion dates will be established for individual task orders.

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: Daniel Langan

Address: 100 S. Independence Mall West, Philadelphia, PA 19106

Telephone: 215-446-4690

Email: daniel.langan@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. Supplement to SF 1442 (Price Proposal East and/or West Bid Sheets)

3. Statement of Work; Specifications; Construction Drawings; Site Conditions;

Exhibits; Wage Determination; and any other applicable attachments will only be included at the Task Order Level

4. Any amendments to the Solicitation

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 Standard Form (SF) 1442 and East and West Bid/Offer Excel form or sheet.

Information on Contract Pricing

The RS Means Locality Coefficient pricing for this contract will be based upon the 2021 Facilities Construction Cost with RSMeans Data Book (hereafter referred to as the 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 through:

RS Means 1099 Hingham Street, Suite 201 Rockland, MA 02370 1-800-334-3509 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. The City Cost Index from the RS Means Book will NOT be applied to the “Total Incl O&P” Costs. Any adjustment for location must be included in the offeror’s Bid Factor.

2. Additionally the 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.

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

EXAMPLE: A Bid Factor of 0.85 would result in 85 percent of the listed “Total Incl O&P” Cost when establishing pricing within the Task Order; and 1.00 would leave the actual “Total Incl O&P” Cost values as your proposed pricing.

Firm-Fixed Price Job Order Example: The following sample calculations illustrate how Task Order pricing will be established using the RS Means Book and contractor’s Bid Factor. All Bid Factors, “Total Incl O&P” Costs, and dollar figures are fictitious.

“Total Incl O&P” Cost (Labor, Material and Equipment) $10,000.00 Bid Factor @ 85% X 0.85

TOTAL JOB ORDER PRICE $8,500.00

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 two (2) decimal places.

The offeror shall propose one (1) Bid Factor for the potential total five-year Indefinite Delivery Indefinite Quantity (IDIQ) Contract. 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

**PLEASE NOTE: Liquidated damages and Davis Bacon Wage Determinations will be included in the contractor’s bid factor.

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. 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 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 per person and $500,000 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 .

http://www.finance.gsa.gov/ http://www.gsa.gov/portal/category/107203 http://www.fedidcard.gov/centerlist.aspx

(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 Controlled Unclassified Information (CUI) Building Information

This clause applies to all recipients of CUI building information (which falls within the CUI

Physical Security category), including offerors, bidders, awardees, contractors, subcontractors, lessors, suppliers and manufacturers.

Marking CUI. Contractors must submit any contractor-generated documents that contain building information to GSA for review and identification of any CUI building information that may be included. In addition, any documents GSA identifies as containing CUI building information must be marked in accordance with the Order and the Marking Controlled

Unclassified Information Handbook (the current version may be found at https://www.archives.gov/files/cui/20161206-cui-marking-handbook-v1-1.pdf) before the original or any copies are disseminated to any other parties. If CUI content is identified, the CO may direct the contractor, as specified elsewhere in this contract, to imprint or affix CUI document markings (CUI) to the original documents and all copies, before any dissemination, or authorized GSA employees may mark the documents.

1. Authorized recipients.

a. Building information designated as CUI must be protected with access strictly controlled and limited to those individuals having a Lawful Government Purpose to access such information, as defined in 32 C.F.R. § 2002.4(bb). Those with such a Lawful Government Purpose may include

Federal, state and local government entities, and non-governmental entities engaged in the conduct of business on behalf of or with GSA. Non-governmental 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 Lawful Government Purpose to access such information. If a subcontractor is not registered in the SAM database and has a Lawful

Government Purpose to possess CUI building information in furtherance of the contract, the subcontractor must provide to the contractor its DUNS number or its tax ID number and a copy of its business license. The contractor must keep this information related to the subcontractor for the duration of the contract and subcontract.

b. All GSA personnel and contractors must be provided CUI building information when needed for the performance of official Federal, state, and local government functions, such as for code compliance reviews and the issuance of building permits. Public safety entities such as fire and utility departments may have a Lawful Government Purpose to access CUI building information on a case-by-case basis. This clause must not prevent or encumber the necessary dissemination of CUI building information to public safety entities.

https://www.archives.gov/files/cui/20161206-cui-marking-handbook-v1-1.pdf

2. Dissemination of CUI building information:

a. By electronic transmission. Electronic transmission of CUI information outside of the GSA network must use session encryption (or alternatively, file encryption) consistent with National

Institute of Standards and Technology (NIST) SP 800- 171. Encryption must be through an approved NIST algorithm with a valid certification, such as Advanced Encryption Standard or

Triple Data Encryption Standard, in accordance with Federal Information Processing Standards

Publication 140-2, Security Requirements for Cryptographic Modules, as required by GSA policy.

b. By nonelectronic form or on portable electronic data storage devices. Portable electronic data storage devices include CDs, DVDs, and USB drives. Nonelectronic forms of CUI building information include paper documents, photographs, and film, among other formats.

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

ii. In person. Contractors must provide CUI building information only to authorized recipients with a Lawful Government Purpose to access such information. Further information on authorized recipients is found in section 1 of this clause.

3. Record keeping. Contractors must maintain a list of all entities to which CUI 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 CUI has been disseminated; (2) the name of the individual at the entity or firm who is responsible for protecting the CUI building information, with access strictly controlled and limited to those individuals having a Lawful Government Purpose to access such information; (3) contact information for the named individual; and (4) a description of the CUI 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 suppliers, and submit them to the

CO. For Federal buildings, final payment may be withheld until the lists are received.

4. Safeguarding CUI documents. CUI building information (both electronic and paper formats) must be stored within controlled environments that prevent unauthorized access. GSA contractors and subcontractors must not take CUI 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 Lawful Government Purpose for access.

5. Destroying CUI building information. When no longer needed, CUI building information must either be returned to the CO or destroyed in accordance with guidelines in NIST Special

Publication 800-88, Guidelines for Media Sanitization.

6. Notice of disposal. The contractor must notify the CO that all CUI building information has been returned or destroyed by the contractor and its subcontractors or suppliers in accordance with paragraphs 4 and 5 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.

7. CUI security incidents. All improper disclosures or receipt of CUI building information must be immediately reported to the CO and the GSA Incident Response Team Center at gsa-ir@gsa.gov. 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 CUI 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.

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

[End of clause]

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.

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

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

vii. CIO 2100.3C Mandatory Information Technology (IT) Security Training

Requirement for Agency and Contractor Employees with Significant Security Responsibilities

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

ix. CIO 2105.1 C CHGE 1 GSA Section 508: Managing Electronic and Information Technology for Individuals with Disabilities

x. CIO 2106.1 GSA Social Media Policy

xi. CIO 2107.1 Implementation of the Online Resource Reservation Software

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

xiii. CIO 2162.1 Digital Signatures

xiv. CIO P 2165.2 GSA Telecommunications Policy

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

Information (Pll)

xvi. CIO 2182.2 Mandatory Use of Personal Identity Verification (PIV) Credentials mailto:gsa-ir@gsa.gov mailto:gsa-ir@gsa.gov http://www.gsa.gov/directives

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

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

xix. CIO 2102 Information Technology (IT) Integration Policy

xx. HCO 9297.1 GSA Data Release Policy

xxi. HCO 9297.2B GSA Information Breach Notification Policy

xxii. 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 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: July 1, 2022 through June 30, 2023 Option Period 1: July 1, 2023 through June 30, 2024 Option Period 2: July 1, 2024 through June 30, 2025 Option Period 3: July 1, 2025 through June 30, 2026 Option Period 4: July 1, 2026 through June 30, 2027

Dates shown above may be adjusted by the Government to reflect actual award dates.

III.L. Additional Terms and Conditions

(i) GSAR 552.236-74, Evaluation of Options (MAR 2019) The Government will evaluate offers for award purposes by adding the total price for all options to the total price for the basic requirement. Evaluation of options will not obligate the Government to exercise the option(s). (End of provision)

(ii) GSAR 552.236-75, Evaluation Exclusive of Options (MAR 2019) The Government will evaluate offers for award purposes by including only the price for the basic requirement. Options will not be included in the evaluation for award purposes.

(End of provision)

(iii) GSAR 552.236-76, Basis of Award – Sealed Bidding Construction (MAR 2019) A bid may be rejected as nonresponsive if the bid is materially unbalanced as to bid prices. A bid is unbalanced when the bid is based on prices significantly less than cost for some work and significantly overstated for other work. (End of provision)

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

(a) The Government may exercise any option in writing in accordance with the terms and conditions of the contract within TBD at the task order level. Unless otherwise specified, options may be exercised within 90 calendar days of contract award.

(b) If the Government exercises the option, the contract shall be considered to include this option clause. (End of provision)

III.M. Special Terms and Conditions for IDIQ Contracts:

(i) 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 the Pennsylvania counties listed above, 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 $1,000,000.00 - $2,000,000.00 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 July 1, 2022. 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. Option I will last for 12 months, beginning the day after the expiration of the base period; through Option IV, should the Government choose to extend any or all options. 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 million for the East, and the MOL for the West shall be $8 million for all task orders for the entire term of the contract.

(ii) 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.

Nonscheduled Item. This is an item or service not listed in the Supplemental Sheets to Standard Form 1442, but incidental to and associated with the general scope of work, or an item having the same general characteristics as a scheduled item.

Placement of a nonscheduled item is subject to all applicable Government rules and regulations regarding sole source procurement justification.

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.

(iii) 3. DESIGNATIONS OF AUTHORITY.

a. As designations are made for the position of (1) ordering official and (2) Project Architect or Engineer, the Contractor shall be advised in writing of the names of individuals so designated and their responsibilities, authorities and limitations.

b. DESIGNATION OF PROJECT ARCHITECT OR…