Solicitation 47PJ0020R0035 - Provisions and Clauses.pdf

Frank E. Moss – Architect Engineer Services

Summary Page 1

This document contains the provisions and clauses applicable to this solicitation. A/E Firms interested in contracting for this work shall review and submit Stage I qualifications in accordance with the document entitled Design Excellence Announcement – Moss

Courthouse.

Notice Type: Solicitation

Solicitation Number: 47PJ0020R0035

Services: Architect Engineer

Project Location: Frank E. Moss Courthouse

350 South Main Street

Salt Lake City, UT 84101

Contracting Office Address: General Services Administration (GSA), Public Buildings Services (PBS)

Acquisition Division (8PQB)

One Denver Federal Center, Building 41

Denver, CO 80225-0546

General Information: NAICS: 541310, Architectural Services

NAICS Size Standard: $8 million

PSC: C1AA – Architectural and Engineering – Construction: Office Buildings

Government Pont of Entry Synopsis/Solicitation: This single notice satisfies both the publicizing and response requirements of FAR 5.203(a) and FAR 5.203(d)

Government Point of Contact: Rhonda Widick, Contracting Officer rhonda.widick@gsa.gov

Architect Engineer Budget: $7.5 - $9 million

Estimated Cost of Construction: $85 million

Questions: All questions related to solicitation 47PJ0020R0035 shall be submitted, in writing via email, to the Contracting

Officer no later than 3:00 PM Mountain Time, January 23, 2020. Questions received after this cutoff may not receive a response.

Submission Due Date/Time: 3:00 PM Mountain Time, February 16, 2020.

Submission Requirements: Interested A/E Firms shall refer to the document entitled Stage I A-E Design Excellence

Announcement – Moss Courthouse for submission requirements.

mailto:rhonda.widick@gsa.gov

Table of Contents Page 2

Solicitation and Contract Clauses:

1. FAR 52.252-2 Clauses Incorporated By Reference (FEB 1998)

2. FAR 52.202-1 Definitions (NOV 2013)

3. FAR 52.203-3 Gratuities (APR 1984)

4. FAR 52.203-5 Covenant Against Contingent Fees (MAY 2014)

5. FAR 52.203-7 Anti-Kickback Procedures (MAY 2014)

6. FAR 52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity (MAY 2014)

7. FAR 52.203-10 Price or Fee Adjustment for Illegal or Improper Activity (MAY 2014)

8. FAR 52.203-12 Limitation on Payments to Influence Certain Federal Transactions (OCT 2010)

9. FAR 52.203-13 Contractor Code of Business Ethics and Conduct (OCT 2015)

10. FAR 52.203-17 Contractor Employee Whistleblower Rights & Req. to Inform Employees of Whistleblower Rights (APR 2014)

11. FAR 52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017)

12. FAR 52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber Content Paper (MAY 2011)

13. FAR 52.204-9 Personal Identify Verification of Contractor Personnel (JAN 2011)

14. FAR 52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards (OCT 2018)

15. FAR 52.204-13 System for Award Management Maintenance (OCT 2018)

16. FAR 52.204-14 Service Contract Reporting Requirements (OCT 2016)

17. FAR 52.204-18 Commercial and Government Entity Code Maintenance (JUL 2016)

18. FAR 52.204-19 Incorporation by Reference of Representations and Certifications (DEC 2014)

19. FAR 52.204-23 Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by

Kaspersky Lab and Other Covered Entities (JUL 2018)

20. FAR 52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or

Equipment (AUG 2019)

21. FAR 52.209-6 Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (OCT 2015)

22. FAR 52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters (OCT 2018)

23. FAR 52.209-10 Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015)

24. FAR 52.210-1 Market Research (APR 2011)

25. FAR 52.215-2 Audit and Records Negotiation (OCT 2010)

26. FAR 52.215-10 Price Reduction for Defective Certified Cost or Pricing Data (AUG 2011)

27. FAR 52.215-12 Subcontractor Certified Cost or Pricing Data (OCT 2010)

28. FAR 52.215-15 Pension Adjustments and Asset Reversions (OCT 2010)

29. FAR 52.215-17 Waiver of Facilities Capital Cost of Money (OCT 1997) – edit at award

30. FAR 52.215-18 Reversion or Adjustment of Plans for Postretirement Benefits Other Than Pensions (JUL 2005)

31. FAR 52.215-19 Notification of Ownership Changes (OCT 1997)

32. FAR 52.219-8 Utilization of Small Business Concerns (OCT 2018)

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33. FAR 52.219-9 Small Business Subcontracting Plan (AUG 2018)

34. FAR 52.219-16 Liquidated Damages – Subcontracting Plan (JAN 1999)

35. FAR 52.219-28 Post-Award Small Business Program Representation (JUL 2013)

36. FAR 52.222-3 Convict Labor (JUN 2003)

37. FAR 52.222-21 Prohibition of Segregated Facilities (APR 2015)

38. FAR 52.222-26 Equal Opportunity (SEPT 2016)

39. FAR 52.222-37 Employment Reports on Veterans (FEB 2016)

40. FAR 52.222-40 Notification of Employee Rights Under the National Labor Relations Act (DEC 2010)

41. FAR 52.222.50 Combatting Trafficking in Persons (JAN 2019)

42. FAR 52.222-54 Employment Eligibility Verification (OCT 2015)

43. FAR 52.223-6 Drug-Free Workplace (MAY 2001)

44. FAR 52.223-15 Energy Efficiency in Energy Consuming Products (DEC 2007)

45. FAR 52.223-17 Affirmative Procurement of EPA-Designated Items in Service and Construction Contracts (AUG 2018)

46. FAR 52.223-18 Encouraging Contractor Policies to Ban Text Messaging While Driving (AUG 2011)

47. FAR 52.223.20 Aerosols (JUN 2016)

48. FAR 52.223-21 Foams (JUN 2016)

49. FAR 52.225-13 Restrictions on Certain Foreign Purchases (JUN 2008)

50. FAR 52.227-1 Authorization and Consent (DEC 2007)

51. FAR 52.227-17 Rights in Data-Special Works (DEC 2007)

52. FAR 52.229-3 Federal, State, and Local Taxes (FEB 2013)

53. FAR 52.230-2 Cost Accounting Standards (OCT 2015)

54. FAR 52.230-3 Disclosure and Consistency of Cost Accounting Practices (OCT 2015)

55. FAR 52.230-6 Administration of Cost Accounting Standards (JUNE 2010)

56. FAR 52.232-17 Interest (MAY 2014)

57. FAR 52.232-23 Assignment of Claims (MAY 2014) with Alternate I (APR 1984)

58. FAR 52.232-33 Payment by Electronic Funds Transfer-System for Award Management (OCT 2018)

59. FAR 52.232-39 Unenforceability of Unauthorized Obligations (JUN 2013)

60. FAR 52.232-40 Providing Accelerated Payments to Small Business Subcontractors (DEC 2013)

61. FAR 52.233-1 Disputes (MAY 2014) with Alternate I (DEC 1991)

62. FAR 52.233-3 Protest After Award (AUG 1996)

63. FAR 52.233-4 Applicable Law for Breach of Contract Claim (OCT 2004)

64. FAR 52.237-2 Protection of Government Buildings, Equipment, and Vegetation (APR 1984)

65. FAR 52.242-5 Payments to Small Business Subcontractors (JAN 2017)

66. FAR 52.242-13 Bankruptcy (JUL 1995)

67. FAR 52.242-14 Suspension of Work (1984)

68. FAR 52.243-1 Changes Fixed-Price (AUG 1987) with Alternate III (APR 1984)

69. FAR 52.244-5 Competition in Subcontracting (DEC 1996)

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70. FAR 52.244-6 Subcontracts for Commercial Items (AUG 2019)

71. FAR 52.249-7 Termination (Fixed-Price Architect-Engineer (1984)

72. FAR 52.253-1 Computer Generated Forms (JAN 1991)

73. GSAM 552.203-71 Restriction on Advertising (SEP 1999)

74. GSAM 552.204-9 Personal Identity Verification Requirements (OCT 2012)

75. FAR 52.204.21 Basic Safeguarding of Covered Contractor Information Systems (JUN 2016)

76. FAR 52.222-35 Equal Opportunity for Veterans (OCT 2015)

77. FAR 52.222-36 Equal Opportunity for Workers with Disabilities (JUL 2014)

78. GSAM 552.227-71 Drawings and Other Data to Become Property of Government (MAY 1989)

79. FAR 52.232-10 Payments under Fixed Price Architect-Engineer Contracts (APR 2010)

80. Payment Procedures – Electronic Invoicing

81. FAR 52.232-16 Progress Payments (APR 2012)

82. FAR 52.232-26 Prompt Payment for Fixed-Price Architect-Engineer Contracts (JAN 2017)

83. FAR 52.236-22 Design Within Funding Limitations (APR 1984)

84. FAR 52.236-23 Responsibility of the Architect-Engineer Contractor (APR 1984)

85. FAR 52.236-24 Work Oversight in Architect-Engineer Contracts (APR 1984)

86. FAR 52.236-25 Requirements for Registration of Designers (JUNE 2003)

87. Security Clearance Requirements (Non-classified Contract)

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

REQUEST FOR SENSITIVE BUT UNCLASSIFIED BUILDING (SBU) INFORMATION

DISPOSAL STATEMENT FOR SENSITIVE BUT UNCLASSIFIED BUILDING INFORMATION

Table of Contents Page 5

Solicitation Provisions:

1. FAR 52.252-1 Solicitation Provisions Incorporated by Reference (FEB 1998)

2. FAR 52.204-7 System for Award Management (OCT 2018)

3. FAR 52.204-8 Annual Representation and Certifications (OCT 2018)

4. 52.204-16 Commercial and Government Entity Code Reporting (JUL 2016)

5. 52.204-22 Alternative Line Item Proposal (JAN 2017)

6. 52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment (AUG 2019)

7. 52.209-7 Information Regarding Responsibility Matters (OCT 2018)

8. 52.215-16 Facilities Capital Cost of Money (JUNE 2003)

9. 52.215-20 Requirements for Certified Cost or Pricing Data and Data Other Than Certified Cost or Pricing Data (OCT 2010)

10. 52.216-1 Type of Contract (APR 1984)

11. 52.219-1 Small Business Program Representations (OCT 2014)

12. 52.222-46 Evaluation of Compensation for Professional Employees (FEB 1993)………………………………………………………..27

13. 52.225-25 Prohibition on Contracting with Entities Engaging in Certain Activities or Transactions Relating to Iran-Representation and Certifications

14. 52.230-1 Cost Accounting Standards Notices and Certification (OCT 2015)

15. 52.230-7 Proposal Disclosure-Cost Accounting Practice Changes (APR 2005)………………………………………………………….31

16. 52.232-13 Notice of Progress Payments (APR 1984)………………………………………………………………………………………31

17. 52.233-2 Service of Protest (SEPT 2006)…………………………………………………………………………………………………...32

Solicitation and Contract Clauses Page 6

SOLICITATION AND CONTRACT CLAUSES

1. FAR 52.252-2 Clauses Incorporated By Reference (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es): www.acquisition.gov

(End of clause)

THE FOLLOWING CLAUSES ARE INCORPORATED BY REFERENCE:

2. FAR 52.202-1 Definitions (NOV 2013)

3. FAR 52.203-3 Gratuities (APR 1984)

4. FAR 52.203-5 Covenant Against Contingent Fees (MAY 2014)

5. FAR 52.203-7 Anti-Kickback Procedures (MAY 2014)

6. FAR 52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity (MAY 2014)

7. FAR 52.203-10 Price or Fee Adjustment for Illegal or Improper Activity (MAY 2014)

8. FAR 52.203-12 Limitation on Payments to Influence Certain Federal Transactions (OCT 2010)

9. FAR 52.203-13 Contractor Code of Business Ethics and Conduct (OCT 2015)

10. FAR 52.203-17 Contractor Employee Whistleblower Rights and Requirement to Inform Employees of

Whistleblower Rights (APR 2014)

11. FAR 52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017)

12. FAR 52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber Content Paper (MAY 2011)

13. FAR 52.204-9 Personal Identify Verification of Contractor Personnel (JAN 2011)

14. FAR 52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards (OCT 2018)

15. FAR 52.204-13 System for Award Management Maintenance (OCT 2018)

16. FAR 52.204-14 Service Contract Reporting Requirements (OCT 2016)

17. FAR 52.204-18 Commercial and Government Entity Code Maintenance (JUL 2016)

18. FAR 52.204-19 Incorporation by Reference of Representations and Certifications (DEC 2014)

19. FAR 52.204-23 Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by

Kaspersky Lab and Other Covered Entities (JUL 2018)

20. FAR 52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or

Equipment (AUG 2019)

21. FAR 52.209-6 Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (OCT 2015)

22. FAR 52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters (OCT 2018)

23. FAR 52.209-10 Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015)

24. FAR 52.210-1 Market Research (APR 2011)

25. FAR 52.215-2 Audit and Records Negotiation (OCT 2010)

26. FAR 52.215-10 Price Reduction for Defective Certified Cost or Pricing Data (AUG 2011)

27. FAR 52.215-12 Subcontractor Certified Cost or Pricing Data (OCT 2010) http://www.acquisition.gov/

Solicitation and Contract Clauses Page 7

28. FAR 52.215-15 Pension Adjustments and Asset Reversions (OCT 2010)

29. FAR 52.215-17 Waiver of Facilities Capital Cost of Money (OCT 1997) – edit at award

30. FAR 52.215-18 Reversion or Adjustment of Plans for Postretirement Benefits (PRB) Other

Than Pensions (JUL 2005)

31. FAR 52.215-19 Notification of Ownership Changes (OCT 1997)

32. FAR 52.219-8 Utilization of Small Business Concerns (OCT 2018)

33. FAR 52.219-9 Small Business Subcontracting Plan (AUG 2018)

34. FAR 52.219-16 Liquidated Damages – Subcontracting Plan (JAN 1999)

35. FAR 52.219-28 Post-Award Small Business Program Representation (JUL 2013)

36. FAR 52.222-3 Convict Labor (JUN 2003)

37. FAR 52.222-21 Prohibition of Segregated Facilities (APR 2015)

38. FAR 52.222-26 Equal Opportunity (SEPT 2016)

39. FAR 52.222-37 Employment Reports on Veterans (FEB 2016)

40. FAR 52.222-40 Notification of Employee Rights Under the National Labor Relations Act (DEC 2010)

41. FAR 52.222.50 Combatting Trafficking in Persons (JAN 2019)

42. FAR 52.222-54 Employment Eligibility Verification (OCT 2015)

43. FAR 52.223-6 Drug-Free Workplace (MAY 2001)

44. FAR 52.223-15 Energy Efficiency in Energy Consuming Products (DEC 2007)

45. FAR 52.223-17 Affirmative Procurement of EPA-Designated Items in Service and Construction

Contracts (AUG 2018)

46. FAR 52.223-18 Encouraging Contractor Policies to Ban Text Messaging While Driving (AUG 2011)

47. FAR 52.223.20 Aerosols (JUN 2016)

48. FAR 52.223-21 Foams (JUN 2016)

49. FAR 52.225-13 Restrictions on Certain Foreign Purchases (JUN 2008)

50. FAR 52.227-1 Authorization and Consent (DEC 2007)

51. FAR 52.227-17 Rights in Data-Special Works (DEC 2007)

52. FAR 52.229-3 Federal, State, and Local Taxes (FEB 2013)

53. FAR 52.230-2 Cost Accounting Standards (OCT 2015)

54. FAR 52.230-3 Disclosure and Consistency of Cost Accounting Practices (OCT 2015)

55. FAR 52.230-6 Administration of Cost Accounting Standards (JUNE 2010)

56. FAR 52.232-17 Interest (MAY 2014)

57. FAR 52.232-23 Assignment of Claims (MAY 2014) with Alternate I (APR 1984)

58. FAR 52.232-33 Payment by Electronic Funds Transfer-System for Award Management (OCT 2018)

59. FAR 52.232-39 Unenforceability of Unauthorized Obligations (JUN 2013)

60. FAR 52.232-40 Providing Accelerated Payments to Small Business Subcontractors (DEC 2013)

61. FAR 52.233-1 Disputes (MAY 2014) with Alternate I (DEC 1991)

Solicitation and Contract Clauses Page 8

62. FAR 52.233-3 Protest After Award (AUG 1996)

63. FAR 52.233-4 Applicable Law for Breach of Contract Claim (OCT 2004)

64. FAR 52.237-2 Protection of Government Buildings, Equipment, and Vegetation (APR 1984)

65. FAR 52.242-5 Payments to Small Business Subcontractors (JAN 2017)

66. FAR 52.242-13 Bankruptcy (JUL 1995)

67. FAR 52.242-14 Suspension of Work (1984)

68. FAR 52.243-1 Changes Fixed-Price (AUG 1987) with Alternate III (APR 1984)

69. FAR 52.244-5 Competition in Subcontracting (DEC 1996)

70. FAR 52.244-6 Subcontracts for Commercial Items (AUG 2019)

71. FAR 52.249-7 Termination (Fixed-Price Architect-Engineer (1984)

72. FAR 52.253-1 Computer Generated Forms (JAN 1991)

THE FOLLOWING CLAUSES ARE PROVIDED IN FULL TEXT:

73. GSAM 552.203-71 Restriction on Advertising (SEP 1999)

The Contractor shall not refer to this contract in commercial advertising or similar promotions in such a manner as to state or imply that the product or service provided is endorsed or preferred by the White House, the Executive Office of the President, or any other element of the Federal Government, or is considered by these entities to be superior to other products or services. Any advertisement by the Contractor, including price-off coupons, that refers to a military resale activity shall contain the following statement: “This advertisement is neither paid for nor sponsored, in whole or in part, by any element of the United States Government.”

74. GSAM 552.204-9 Personal Identity Verification Requirements (OCT 2012)

(a) The contractor shall comply with GSA personal identity verification requirements, identified at http://www.gsa.gov/hspd12, if contractor employees require access to GSA controlled facilities or information systems to perform contract requirements.

(b) The Contractor shall insert this clause in all subcontracts when the subcontractor is required to have access to a GSA-controlled facility or access to a GSA-controlled information system.

75. FAR 52.204.21 Basic Safeguarding of Covered Contractor Information Systems (JUN 2016)

(a) Definitions. As used in this clause–

“Covered contractor information system” means an information system that is owned or operated by a contractor that processes, stores, or transmits Federal contract information.

“Federal contract information” means information, not intended for public release, that is provided by or generated for the

Government under a contract to develop or deliver a product or service to the Government, but not including information provided by the Government to the public (such as on public websites) or simple transactional information, such as necessary to process payments.

“Information” means any communication or representation of knowledge such as facts, data, or opinions, in any medium or form, including textual, numerical, graphic, cartographic, narrative, or audiovisual (Committee on National Security Systems

Instruction (CNSSI) 4009).

“Information system” means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information (44 U.S.C. 3502).

“Safeguarding” means measures or controls that are prescribed to protect information systems.

(b) Safeguarding requirements and procedures.

(1) The Contractor shall apply the following basic safeguarding requirements and procedures to protect covered contractor information systems. Requirements and procedures for basic safeguarding of covered contractor information systems shall include, at a minimum, the following security controls:

(i) Limit information system access to authorized users, processes acting on behalf of authorized users, or devices (including other information systems).

http://www.gsa.gov/hspd12 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3

Solicitation and Contract Clauses Page 9

(ii) Limit information system access to the types of transactions and functions that authorized users are permitted to execute.

(iii) Verify and control/limit connections to and use of external information systems.

(iv) Control information posted or processed on publicly accessible information systems.

(v) Identify information system users, processes acting on behalf of users, or devices.

(vi) Authenticate (or verify) the identities of those users, processes, or devices, as a prerequisite to allowing access to organizational information systems.

(vii) Sanitize or destroy information system media containing Federal Contract Information before disposal or release for reuse.

(viii) Limit physical access to organizational information systems, equipment, and the respective operating environments to authorized individuals.

(ix) Escort visitors and monitor visitor activity; maintain audit logs of physical access; and control and manage physical access devices.

(x) Monitor, control, and protect organizational communications (i.e., information transmitted or received by organizational information systems) at the external boundaries and key internal boundaries of the information systems.

(xi) Implement subnetworks for publicly accessible system components that are physically or logically separated from internal networks.

(xii) Identify, report, and correct information and information system flaws in a timely manner.

(xiii) Provide protection from malicious code at appropriate locations within organizational information systems.

(xiv) Update malicious code protection mechanisms when new releases are available.

(xv) Perform periodic scans of the information system and real-time scans of files from external sources as files are downloaded, opened, or executed.

(2) Other requirements. This clause does not relieve the Contractor of any other specific safeguarding requirements specified by Federal agencies and departments relating to covered contractor information systems generally or other

Federal safeguarding requirements for controlled unclassified information (CUI) as established by Executive Order

13556.

(c) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (c), in subcontracts under this contract (including subcontracts for the acquisition of commercial items, other than commercially available off-the-shelf items), in which the subcontractor may have Federal contract information residing in or transiting through its information system.

76. FAR 52.222-35 Equal Opportunity for Veterans (OCT 2015)

(a) Definitions. As used in this clause-

“Active duty wartime or campaign badge veteran,” “Armed Forces service medal veteran,” “disabled veteran,” “protected veteran,” “qualified disabled veteran,” and “recently separated veteran” have the meanings given at FAR 22.1301.

(b) Equal opportunity clause. The Contractor shall abide by the requirements of the equal opportunity clause at 41 CFR 60-

300.5(a), as of March 24, 2014. This clause prohibits discrimination against qualified protected veterans, and requires affirmative action by the Contractor to employ and advance in employment qualified protected veterans.

(c) Subcontracts. The Contractor shall insert the terms of this clause in subcontracts of $150,000 or more unless exempted by rules, regulations, or orders of the Secretary of Labor. The Contractor shall act as specified by the Director, Office of Federal

Contract Compliance Programs, to enforce the terms, including action for noncompliance. Such necessary changes in language may be made as shall be appropriate to identify properly the parties and their undertakings.

77. FAR 52.222-36 Equal Opportunity for Workers with Disabilities (JUL 2014)

(a) Equal opportunity clause. The Contractor shall abide by the requirements of the equal opportunity clause at 41 CFR 60-

741.5(a), as of March 24, 2014. This clause prohibits discrimination against qualified individuals on the basis of disability, and requires affirmative action by the Contractor to employ and advance in employment qualified individuals with disabilities.

https://www.acquisition.gov/content/part-22-application-labor-laws-government-acquisitions#i1096035

Solicitation and Contract Clauses Page 10

(b) Subcontracts. The Contractor shall include the terms of this clause in every subcontract or purchase order in excess of

$15,000 unless exempted by rules, regulations, or orders of the Secretary, so that such provisions will be binding upon each subcontractor or vendor. The Contractor shall act as specified by the Director, Office of Federal Contract Compliance

Programs of the U.S. Department of Labor, to enforce the terms, including action for noncompliance. Such necessary changes in language may be made as shall be appropriate to identify properly the parties and their undertakings.

78. GSAM 552.227-71 Drawings and Other Data to Become Property of Government (MAY 1989)

All designs, drawings, specifications, notes and other works developed in the performance of this contract shall become the sole property of the Government and may be used on any other design or construction without additional compensation to the Contractor.

The Government shall be considered the “person for whom the work was prepared” for the purpose of authorship in any copyrightable work under Section201(b) of Title17, United States Code. With respect thereto, the Contractor agrees not to assert or authorize others to assert any rights nor establish any claim under the design patent or copyright laws. The Contractor for a period of three years after completion of the project agrees to furnish all retained works on the request of the Contracting Officer. Unless otherwise provided in this contract, the Contractor shall have the right to retain copies of works beyond such period.

79. FAR 52.232-10 Payments under Fixed Price Architect-Engineer Contracts (APR 2010)

(a) Estimates shall be made monthly of the amount and value of the work and services performed by the Contractor under this contract which meet the standards of quality established under this contract. The estimates, along with any supporting data required by the Contracting Officer, shall be prepared by the Contractor and submitted along with its voucher.

(b) After receipt of each substantiated voucher, the Government shall pay the voucher as approved by the Contracting Officer or authorized representative. The Contracting Officer shall require a withholding from amounts due under paragraph (a) of this clause of up to 10 percent only if the Contracting Officer determines that such a withholding is necessary to protect the

Government’s interest and ensure satisfactory completion of the contract. The amount withheld shall be determined based upon the Contractor’s performance record under this contract. Whenever the Contracting Officer determines that the work is substantially complete and that the amount retained is in excess of the amount adequate for the protection of the Government, the Contracting Officer shall release the excess amount to the Contractor.

(c) Upon satisfactory completion by the Contractor and final acceptance by the Contracting Officer of all the work done by the

Contractor under the “Statement of Architect-Engineer Services”, the Contractor will be paid the unpaid balance of any money due for work under the statement, including all withheld amounts.

(d) Before final payment under the contract, or before settlement upon termination of the contract, and as a condition precedent thereto, the Contractor shall execute and deliver to the Contracting Officer a release of all claims against the Government arising under or by virtue of this contract, other than any claims that are specifically excepted by the Contractor from the operation of the release in amounts stated in the release.

(e) Notwithstanding any other provision in this contract, and specifically paragraph (b) of this clause, progress payments shall not exceed 80 percent on work accomplished on undefinitized contract actions. A “contract action” is any action resulting in a contract, as defined in FAR subpart 2.1, including contract modifications for additional supplies or services, but not including contract modifications that are within the scope and under the terms of the contract, such as contract modifications issued pursuant to the Changes clause, or funding and other administrative changes.

80. Payment Procedures – Electronic Invoicing

(a) Invoices for contracts or purchase orders shall include the PDN: To be provided at award.

(b) The Contractor shall register with the Greater Southwest Finance Center and submit all original invoices electronically to http://www.finance.gsa.gov as referenced in Block 18a, Payment Will be Made By, of the award document.

(c) The Contractor shall also submit a copy of the invoice to the following:

Rhonda Widick, Contracting Officer: rhonda.widick@gsa.gov

Jason Sielcken, Project Manager: jason.sielcken@gsa.gov

Garrett Miller, Contract Specialist garrett.miller@gsa.gov

(d) The Contractor shall receive payments through electronic funds transfer and the contractor may review its record of payments electronically through the above referenced web site in paragraph (b) https://www.acquisition.gov/content/part-2-definitions-words-and-terms#i1125357 http://www.finance.gsa.gov/ mailto:rhonda.widick@gsa.gov mailto:jason.sielcken@gsa.gov mailto:garrett.miller@gsa.gov

Solicitation and Contract Clauses Page 11

81. FAR 52.232-16 Progress Payments (APR 2012)

The Government will make progress payments to the Contractor when requested as work progresses, but not more frequently than monthly, in amounts of $2,500 or more approved by the Contracting Officer, under the following conditions:

(a) Computation of amounts.

(1) Unless the Contractor requests a smaller amount, the Government will compute each progress payment as 80 percent of the Contractor’s total costs incurred under this contract whether or not actually paid, plus financing payments to subcontractors (see paragraph (j) of this clause), less the sum of all previous progress payments made by the

Government under this contract. The Contracting Officer will consider cost of money that would be allowable under

FAR 31.205-10 as an incurred cost for progress payment purposes.

(2) The amount of financing and other payments for supplies and services purchased directly for the contract are limited to the amounts that have been paid by cash, check, or other forms of payment, or that are determined due and will be paid to subcontractors-

(i) In accordance with the terms and conditions of a subcontract or invoice; and

(ii) Ordinarily within 30 days of the submission of the Contractor’s payment request to the

Government.

(3) The Government will exclude accrued costs of Contractor contributions under employee pension plans until actually paid unless-

(i) The Contractor’s practice is to make contributions to the retirement fund quarterly or more frequently; and

(ii) The contribution does not remain unpaid 30 days after the end of the applicable quarter or shorter payment period (any contribution remaining unpaid shall be excluded from the Contractor’s total costs for progress payments until paid).

(4) The Contractor shall not include the following in total costs for progress payment purposes in paragraph (a)(1) of this clause:

(i) Costs that are not reasonable, allocable to this contract, and consistent with sound and generally accepted accounting principles and practices.

(ii) Costs incurred by subcontractors or suppliers.

(iii) Costs ordinarily capitalized and subject to depreciation or amortization except for the properly depreciated or amortized portion of such costs.

(iv) Payments made or amounts payable to subcontractors or suppliers, except for-

(A) Completed work, including partial deliveries, to which the Contractor has acquired title; and

(B) Work under cost-reimbursement or time-and-material subcontracts to which the

Contractor has acquired title.

(5) The amount of unliquidated progress payments may exceed neither (i) the progress payments made against incomplete work (including allowable unliquidated progress payments to subcontractors) nor (ii) the value, for progress payment purposes, of the incomplete work. Incomplete work shall be considered to be the supplies and services required by this contract, for which delivery and invoicing by the Contractor and acceptance by the

Government are incomplete.

(6) The total amount of progress payments shall not exceed 80 percent of the total contract price.

(7) If a progress payment or the unliquidated progress payments exceed the amounts permitted by paragraphs(a)(4) or (a)(5) of this clause, the Contractor shall repay the amount of such excess to the Government on demand.

(8) Notwithstanding any other terms of the contract, the Contractor agrees not to request progress payments in dollar amounts of less than $2,500. The Contracting Officer may make exceptions.

(9) The costs applicable to items delivered, invoiced, and accepted shall not include costs in excess of the contract price of the items.

(b) Liquidation. Except as provided in the Termination for Convenience of the Government clause, all progress payments shall be liquidated by deducting from any payment under this contract, other than advance or progress payments, the unliquidated progress payments, or 80 percent of the amount invoiced, whichever is less. The Contractor shall repay to the Government any amounts required by a retroactive price reduction, after computing liquidations and payments on past invoices at the https://www.acquisition.gov/content/part-31-contract-cost-principles-and-procedures#i1084979

Solicitation and Contract Clauses Page 12 reduced prices and adjusting the unliquidated progress payments accordingly. The Government reserves the right to unilaterally change from the ordinary liquidation rate to an alternate rate when deemed appropriate for proper contract financing.

(c) Reduction or suspension. The Contracting Officer may reduce or suspend progress payments, increase the rate of liquidation, or take a combination of these actions, after finding on substantial evidence any of the following conditions:

(1) The Contractor failed to comply with any material requirement of this contract (which includes paragraphs (f) and

(g) of this clause).

(2) Performance of this contract is endangered by the Contractor’s—

(i) Failure to make progress; or

(ii) Unsatisfactory financial condition.

(3) Inventory allocated to this contract substantially exceeds reasonable requirements.

(4) The Contractor is delinquent in payment of the costs of performing this contract in the ordinary course of business.

(5) The fair value of the undelivered work is less than the amount of unliquidated progress payments for that work.

(6) The Contractor is realizing less profit than that reflected in the establishment of any alternate liquidation rate in paragraph (b) of this clause, and that rate is less than the progress payment rate stated in paragraph (a)(1) of this clause.

(d) Title.

(1) Title to the property described in this paragraph (d) shall vest in the Government. Vestiture shall be immediately upon the date of this contract, for property acquired or produced before that date. Otherwise, vestiture shall occur when the property is or should have been allocable or properly chargeable to this contract.

(2) “Property,” as used in this clause, includes all of the below-described items acquired or produced by the Contractor that are or should be allocable or properly chargeable to this contract under sound and generally accepted accounting principles and practices.

(i) Parts, materials, inventories, and work in process;

(ii) Special tooling and special test equipment to which the Government is to acquire title;

(iii) Nondurable (i.e.,noncapital) tools, jigs, dies, fixtures, molds, patterns, taps, gauges, test equipment, and other similar manufacturing aids, title to which would not be obtained as special tooling under paragraph

(d)(2)(ii) of this clause; and

(iv) Drawings and technical data, to the extent the Contractor or subcontractors are required to deliver them to the Government by other clauses of this contract.

(3) Although title to property is in the Government under this clause, other applicable clauses of this contract; e.g.,the termination clauses, shall determine the handling and disposition of the property.

(4) The Contractor may sell any scrap resulting from production under this contract without requesting the Contracting

Officer’s approval, but the proceeds shall be credited against the costs of performance.

(5) To acquire for its own use or dispose of property to which title is vested in the Government under this clause, the

Contractor must obtain the Contracting Officer’s advance approval of the action and the terms. The Contractor shall

(i) exclude the allocable costs of the property from the costs of contract performance, and (ii) repay to the

Government any amount of unliquidated progress payments allocable to the property. Repayment may be by cash or credit memorandum.

(6) When the Contractor completes all of the obligations under this contract, including liquidation of all progress payments, title shall vest in the Contractor for all property (or the proceeds thereof) not-

(i) Delivered to, and accepted by, the Government under this contract; or

(ii) Incorporated in supplies delivered to, and accepted by, the Government under this contract and to which title is vested in the Government under this clause.

(7) The terms of this contract concerning liability for Government-furnished property shall not apply to property to which the Government acquired title solely under this clause.

(e) Risk of loss. Before delivery to and acceptance by the Government, the Contractor shall bear the risk of loss for property, the title to which vests in the Government under this clause, except to the extent the Government expressly assumes the risk. The

Contractor shall repay the Government an amount equal to the unliquidated progress payments that are based on costs allocable to property that is lost (see 45.101).

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(f) Control of costs and property. The Contractor shall maintain an accounting system and controls adequate for the proper administration of this clause.

(g) Reports, forms, and access to records.

(1) The Contractor shall promptly furnish reports, certificates, financial statements, and other pertinent information

(including estimates to complete) reasonably requested by the Contracting Officer for the administration of this clause. Also, the Contractor shall give the Government reasonable opportunity to examine and verify the

Contractor’s books, records, and accounts.

(2) The Contractor shall furnish estimates to complete that have been developed or updated within six months of the date of the progress payment request. The estimates to complete shall represent the Contractor’s best estimate of total costs to complete all remaining contract work required under the contract. The estimates shall include sufficient detail to permit Government verification.

(3) Each Contractor request for progress payment shall:

(i) Be submitted on Standard Form 1443, Contractor’s Request for Progress Payment, or the

Electronic equivalent as required by agency regulations, in accordance with the form instructions and the contract terms; and

(ii) Include any additional supporting documentation requested by the Contracting Officer.

(h) Special terms regarding default. If this contract is terminated under the Default clause, (i) the Contractor shall, on demand, repay to the Government the amount of unliquidated progress payments and (ii) title shall vest in the Contractor, on full liquidation of progress payments, for all property for which the Government elects not to require delivery under the Default clause. The Government shall be liable for no payment except as provided by the Default clause.

(i) Reservations of rights.

(1) No payment or vesting of title under this clause shall-

(i) Excuse the Contractor from performance of obligations under this contract; or

(ii) Constitute a waiver of any of the rights or remedies of the parties under the contract.

(2) The Government’s rights and remedies under this clause-

(i) Shall not be exclusive but rather shall be in addition to any other rights and remedies provided by law or this contract; and

(ii) Shall not be affected by delayed, partial, or omitted exercise of any right, remedy, power, or privilege, nor shall such exercise or any single exercise preclude or impair any further exercise under this clause or the exercise of any other right, power, or privilege of the Government.

(j) Financing payments to subcontractors. The financing payments to subcontractors mentioned in paragraphs(a)(1) and (a)(2) of this clause shall be all financing payments to subcontractors or divisions, if the following conditions are met:

(1) The amounts included are limited to-

(i) The unliquidated remainder of financing payments made; plus

(ii) Any unpaid subcontractor requests for financing payments.

(2) The subcontract or interdivisional order is expected to involve a minimum of approximately 6 months between the beginning of work and the first delivery; or, if the subcontractor is a small business concern, 4 months.

(3) If the financing payments are in the form of progress payments, the terms of the subcontract or interdivisional order concerning progress payments-

(i) Are substantially similar to the terms of this clause for any subcontractor that is a large business concern, or this clause with its Alternate I for any subcontractor that is a small business concern;

(ii) Are at least as favorable to the Government as the terms of this clause;

(iii) Are not more favorable to the subcontractor or division than the terms of this clause are to the

Contractor;

(iv) Are in conformance with the requirements of FAR 32.504(e); and

(v) Subordinate all subcontractor rights concerning property to which the Government has title under the subcontract to the Government’s right to require delivery of the property to the

Government if-

(A) The Contractor defaults; or

(B) The subcontractor becomes bankrupt or insolvent.

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(i) Are substantially similar to the Performance-Based Payments clause at FAR 52.232-32 and meet the criteria for, and definition of, performance-based payments in FAR part 32;

(ii) Are in conformance with the requirements of FAR 32.504(f); and

(iii) Subordinate all subcontractor rights concerning property to which the Government has title under the subcontract to the Government’s right to require delivery of the property to the Government if-

(A) The Contractor defaults; or

(B) The subcontractor becomes bankrupt or insolvent.

(5) If the financing payments are in the form of commercial item financing payments, the terms of the subcontract or interdivisional order concerning payments-

(i) Are constructed in accordance with FAR 32.206(c) and included in a subcontract for a commercial item purchase that meets the definition and standards for acquisition of commercial items in FAR parts 2 and

12;

(ii) Are in conformance with the requirements of FAR 32.504(g); and

(iii) Subordinate all subcontractor rights concerning property to which the Government has title under the subcontract to the Government’s right to require delivery of the property to the Government if-

(A) The Contractor defaults; or

(B) The subcontractor becomes bankrupt or insolvent.

(6) If financing is in the form of progress payments, the progress payment rate in the subcontract is the customary rate used by the contracting agency, depending on whether the subcontractor is or is not a small business concern.

(7) Concerning any proceeds received by the Government for property to which title has vested in the Government under the subcontract terms, the parties agree that the proceeds shall be applied to reducing any unliquidated financing payments by the Government to the Contractor under this contract.

(8) If no unliquidated financing payments to the Contractor remain, but there are unliquidated financing payments that the Contractor has made to any subcontractor, the Contractor shall be subrogated to all the rights the Government obtained through the terms required by this clause to be in any subcontract, as if all such rights had been assigned and transferred to the Contractor.

(9) To facilitate small business participation in subcontracting under this contract, the Contractor shall provide financing payments to small business concerns, in conformity with the standards for customary contract financing payments stated in FAR 32.113. The Contractor shall not consider the need for such financing payments as a handicap or adverse factor in the award of subcontracts.

(k) Limitations on undefinitized contract actions. Notwithstanding any other progress payment provisions in this contract, progress payments may not exceed 80 percent of costs incurred on work accomplished under undefinitized contract actions.

A “contract action” is any action resulting in a contract, as defined in subpart 2.1, including contract modifications for additional supplies or services, but not including contract modifications that are within the scope and under the terms of the contract, such as contract modifications issued pursuant to the Changes clause, or funding and other administrative changes.

This limitation shall apply to the costs incurred, as computed in accordance with paragraph (a) of this clause, and shall remain in effect until the contract action is definitized. Costs incurred which are subject to this limitation shall be segregated on Contractor progress payment requests and invoices from those costs eligible for higher progress payment rates. For purposes of progress payment liquidation, as described in paragraph (b) of this clause, progress payments for undefinitized contract actions shall be liquidated at 80 percent of the amount invoiced for work performed under the undefinitized contract action as long as the contract action remains undefinitized. The amount of unliquidated progress payments for undefinitized contract actions shall not exceed 80 percent of the maximum liability of the Government under the undefinitized contract action or such lower limit specified elsewhere in the contract. Separate limits may be specified for separate actions.

(l) Due date. The designated payment office will make progress payments on the 30th day after the designated billing office receives a proper progress payment request. In the event that the Government requires an audit or other review of a specific progress payment request to ensure compliance with the terms and conditions of the contract, the designated payment office is not compelled to make payment by the specified due date. Progress payments are considered contract financing and are not subject to the interest penalty provisions of the Prompt Payment Act.

(m) Progress payments under indefinite-delivery contracts. The Contractor shall account for and submit progress payment requests under individual orders as if the order constituted a separate contract, unless otherwise specified in this contract.

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82. FAR 52.232-26 Prompt Payment for Fixed-Price Architect-Engineer Contracts (JAN 2017)

Notwithstanding any other payment terms in this contract, the Government will make invoice payments under the terms and conditions specified in this clause. The Government considers payment as being made on the day a check is dated or the date of an electronic funds transfer. Definitions of pertinent terms are set forth in sections 2.101, 32.001, and 32.902 of the Federal Acquisition

Regulation. All days referred to in this clause are calendar days, unless otherwise specified. (However, see paragraph (a)(3) of this clause concerning payments due on Saturdays, Sundays, and legal holidays.)

(a) Invoice payments-

(1) Due date. The due date for making invoice payments is-

(i) For work or services completed by the Contractor, the later of the following two events:

(A) The 30th day after the designated billing office receives a proper invoice from the Contractor

(except as provided in paragraph (a)(1)(iii) of this clause).

(B) The 30th day after Government acceptance of the work or services completed by the Contractor.

For a final invoice, when the payment amount is subject to contract settlement actions (e.g.,release of claims), acceptance is deemed to occur on the effective date of the settlement.

(ii) The due date for progress payments is the 30th day after Government approval of Contractor estimates of work or services accomplished.

(iii) If the designated billing office fails to annotate the invoice or payment request with the actual date of receipt at the time of receipt, the payment due date is the 30 thday after the date of the Contractor’s invoice or payment request, provided the designated billing office receives a proper invoice or payment request and there is no disagreement over quantity, quality, or Contractor compliance with contract requirements.

(2) Contractor's invoice. The Contractor shall prepare and submit invoices to the designated billing office specified in the contract. A proper invoice must include the items listed in paragraphs (a)(2)(i) through (a)(2)(x) of this clause. If the invoice does not comply with these requirements, the designated billing office will return it within 7 days after receipt, with the reasons why it is not a proper invoice. When computing any interest penalty owed the Contractor, the Government will take into account if the Government notifies the Contractor of an improper invoice in an untimely manner.

(i) Name and address of the Contractor.

(ii) Invoice date and invoice number. (The Contractor should date invoices as close as possible to the date of mailing or transmission.)

(iii) Contract number or other authorization for work or services performed (including order number and line item number).

(iv) Description of work or services performed.

(v) Delivery and payment terms (e.g.,discount for prompt payment terms).

(vi) Name and address…