70RFP223REC000001-0001 with attachments embedded.pdf

(x)

70RFP223REC000001

x x

1 copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted ; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT

THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted , such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

x

Philadelphia PA 19106 Attn: Nicholas Milillo

OPO/FPS/EACCG/R11/B

701 Market Street, Suite 3200 Ofc of Procurement Operations - FPS U.S. Dept. of Homeland Security DHS/FPS/East CCG/Region 11/Group B

Philadelphia PA 19106 701 Market Street, Suite 3200

70RFP2

Federal Protective Service Acq. Division Office of Procurement Operations U.S. Dept. of Homeland Security

FPS EAST CCG DIV 2 ACQ DIV(70RFP2)

01/12/20230001

13. THIS ITEM ONLY APPLIES TO MODIFICATION OF CONTRACTS/ORDERS. IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

12. ACCOUNTING AND APPROPRIATION DATA (If required) is not extended.is extended, Items 8 and 15, and returning

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended , by one of the following methods: (a) By completing

The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

FACILITY CODE CODE

10B. DATED (SEE ITEM 13)

10A. MODIFICATION OF CONTRACT/ORDER NO.

9B. DATED (SEE ITEM 11)

9A. AMENDMENT OF SOLICITATION NO.

CODE

8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and ZIP Code)

7. ADMINISTERED BY (If other than Item 6)CODE 6. ISSUED BY

PAGE OF PAGES

4. REQUISITION/PURCHASE REQ. NO.3. EFFECTIVE DATE2. AMENDMENT/MODIFICATION NO. 5. PROJECT NO. (If applicable)

1. CONTRACT ID CODE

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

01/03/2023

CHECK ONE A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER (Specify type of modification and authority) appropriation date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).

E. IMPORTANT: Contractor is not, is required to sign this document and return __________________ copies to the issuing office.

ORDER NO. IN ITEM 10A.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

Amendment 0001

The NAICS size standard has been updated from $25.5 Million to $29 Million.

Attachment A. Contract Clauses

- Updated Paragraph 04. Prices, B. Contingency Pricing.

- Updated the Basic Services Quantity from 90% to 99% and the TAS Quantity from 10% to 1%.

-Reference 04. Prices, Paragraphs E.1.a. and E.1.b.

- Revised FAR 52.216-19 paragraph (b) Maximum Order amounts from $10,000,000.00 to

$30,000,000.00.

- Added Clause 52.219-4 “Notice of Price Evaluation Preference for HUBZone Small Business

Continued ...

16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)15A. NAME AND TITLE OF SIGNER (Type or print)

15C. DATE SIGNED 16B. UNITED STATES OF AMERICA 15B. CONTRACTOR/OFFEROR 16C. DATE SIGNED

(Signature of person authorized to sign) (Signature of Contracting Officer)

STANDARD FORM 30 (REV. 10-83)

Prescribed by GSA

FAR (48 CFR) 53.243

NSN 7540-01-152-8070

Previous edition unusable

Except as provided herein, all terms and conditions of the document referenced in Item 9 A or 10A, as heretofore changed, remains unchanged and in full force and effect .

EMAIL:

Joshua Clemens TEL: josh.b.clemens@fps.dhs.gov

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

NAME OF OFFEROR OR CONTRACTOR

2 4

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

70RFP223REC000001/0001

Concerns (Sep 2021)

Attachment C. Attachment 2 – Exhibits

- Updated Exhibit 10, Paragraph 6. Supplementary Equipment.

Attachment N. Solicitation Provisions

- Removed reference to Attachment 8 in Proposal Submission Requirements, Paragraph 4. “Page Limitations.”

The Department of Homeland Security (DHS), Office of Procurement Operations (OPO), Federal Protective Service (FPS) is issuing this request for proposals (RFP) to solicit offers for the purpose of awarding a contract to provide Protective Security Officer services at eleven

(11) locations in Southwest Washington, D.C. The incumbent contract for this requirement is HSHQEC-17-D-00005, performed by Universal Protection Service, LP DBA Allied Universal Security Services.

The requirement is being solicited in accordance with FAR Part 12/15 procedures on an Unrestricted, Full & Open basis. It is anticipated that a single award, fixed price, indefinite delivery/indefinite quantity (ID/IQ) type contract will be established as a result of the solicitation.

Attached Wage Determinations:

CBA-2022-545, Collective Bargaining Agreement between Fraternity of American Protective Officers (Local 103) and Universal Protective Services LP, DBA Allied Universal Security Services which covers building DC0010, 400 Maryland Avenue, SW, Washington, D.C.

CBA-2021-488, Revision 1, Collective Bargaining Agreement between Protective Security Officer Members Union of America (PSOMUA) and Universal Protective Services LP, DBA Allied Universal Security Services which covers building DC0033, 330 C Street, SW, Washington, D.C.

CBA-2022-546, Collective Bargaining Agreement between National Association of Special Police Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

Sponsored by GSA

FAR (48 CFR) 53.110

3 4

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

70RFP223REC000001/0001

and Security Officers and Universal Protective

Services LP, DBA Allied Universal Security

Services which covers building DC0034, 330

Independence Avenue, SW, Washington, D.C

CBA-2022-547, Collective Bargaining Agreement between Union of Patriot Plaza (UOPP) and

Universal Protective Services LP, DBA Allied

Universal Security Services which covers building

DC0208, 375 E. Street SW, Washington, DC and

DC0175, 395 E. Street SW, Washington, D.C.

CBA-2021-489, Revision 1, Collective Bargaining

Agreement between Union Rights for Security

Officers (URSO) and Universal Protective Services

LP, DBA Allied Universal Security Services which covers building DC0215, 355 E Street, SW, Washington, D.C.

CBA-2022-548, Collective Bargaining Agreement between Law Enforcement Officers Security &

Police Benevolent Association and Universal

Protective Services LP, DBA Allied Universal

Security Services which covers building DC0290, 500 D Street, SW, Washington, D.C, CBA-2022-549, Collective Bargaining Agreement between Protective Service Officers United (PSOs

United) and Security Officers and Universal

Protective Services LP, DBA Allied Universal

Security Services which covers building DC0292, 500 C Street, SW, Washington, D.C.

CBA-2022-550, Collective Bargaining Agreement between Protective Service Officers United (PSOs

United) and BTI Security which cover building

DC0309, 400 C Street, SW, Washington, D.C.

CBA-2022-551, Collective Bargaining Agreement between Union Rights for Security Officers (URSO) and Universal Protective Services LP, DBA Allied

Universal Security Services which covers building

DC0331, 500 E Street, SW, Washington, DC and building DC4208, 250 E Street, SW, Washington, D.C.

The ordering periods are as follows:

Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

4 4

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

70RFP223REC000001/0001

Ordering Period I: 06/01/2023 – 05/31/2024

Ordering Period II: 06/01/2024 – 05/31/2025

Ordering Period III: 06/01/2025 – 05/31/2026

Ordering Period IV: 06/01/2026 – 05/31/2027

Ordering Period V: 06/01/2027 – 05/31/2028

This contract will be issued with a $100,000.00 minimum guarantee. This minimum guarantee will be de-obligated from the forthcoming contract once a task order or task orders is/are issued with a value of $100,000.00 or greater through which the minimum guarantee will then be satisfied. The contractor can only invoice for the minimum guarantee as applied at the contract level if task orders are never issued against the contract and only at the of the contract’s period of performance. If task orders are issued, but do not amount to a value of $100,000.00, the contractor can invoice for the minimum guarantee minus the total value of the task orders issued under this contract at the end of the contract’s period of performance.

Those businesses wishing to receive the current post exhibit must submit a completed

Non-Disclosure Agreement to

Nicholas.Milillo@fps.dhs.gov, which is included under this RFP as Exhibit 3. Upon receipt of a completed DHS Form 11000-06, the post exhibit shall be sent via email.

Questions related to this solicitation shall be directed to Nicholas Milillo via email at

Nicholas.Milillo@fps.dhs.gov, and Josh Clemens via email at Josh.B.Clemens@fps.dhs.gov, as soon as possible but no later than 12:00 PM EST, 09

January 2023.

Please review the entire RFP thoroughly and completely, including ALL ATTACHMENTS that are attached within the paperclip icon on the left side of this RFP PDF. You must view the file in the Adobe application. The attachments will not show up when viewed in the web browser.

Period of Performance: 06/01/2023 to 05/31/2028

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

RFP (70RFP223REC000001), PSO Services for (Southwest Washington, DC)

July 2022 Version

TABLE OF CONTENTS

Standard Form 1449 (all pages, including Pricing Schedule, are to be completed in their entirety)

Contract Clauses

Contract Documents, Exhibits and Attachments

• Statement of Work (Attachment 1)

• Exhibits (Attachment 2)

• Past Project Form (Attachment 3)

• Past Performance Questionnaire (Attachment 4)

• Department of Labor Wage Determination(s) (Attachment 5)

• Price Element Breakdown (Attachment 6)

• Instructions for the Price Element Breakdown Template (Attachment 6A)

• Award Approval Request (Attachment 7)

• RESERVED (Attachment 8)

• Proposal Submission Checklist (Attachment 9)

• PSO Seniority List (Attachment 10)

• Incumbent’s PSO Master Certification Lists (Attachment 11)

Solicitation Provisions

CONTRACT CLAUSES

FAR 52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL PRODUCTS

AND COMMERCIAL SERVICES (NOV 2021)

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights-

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(d) Disputes. This contract is subject to 41 U.S.C. chapter 71, Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at Federal Acquisition Regulation (FAR) 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 https://www.acquisition.gov/far/52.233-1#FAR_52_233_1

(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice. (1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include-

(i) Name and address of the Contractor;

(ii) Invoice date and number;

(iii) Contract number, line item number and, if applicable, the order number;

(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;

(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(vi) Terms of any discount for prompt payment offered;

(vii) Name and address of official to whom payment is to be sent;

(viii) Name, title, and phone number of person to notify in event of defective invoice; and https://www.acquisition.gov/far/52.202-1#FAR_52_202_1

(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(x) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer-System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer-Other Than System for Award Management), or applicable agency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C.3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR Part 1315.

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment. (1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C.3903) and prompt payment regulations at 5 CFR Part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

https://www.acquisition.gov/far/52.232-33#FAR_52_232_33 https://www.acquisition.gov/far/52.232-34#FAR_52_232_34 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 https://www.acquisition.gov/far/52.212-5#FAR_52_212_5

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall-

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the-

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if–

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on-

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

https://www.acquisition.gov/far/33.211#FAR_33_211 https://www.acquisition.gov/far/32.607-2#FAR_32_607_2

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in FAR 32.608-2 in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon:

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor’s records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

https://www.acquisition.gov/far/32.608-2#FAR_32_608_2

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C.

4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American;

and 41 U.S.C. chapter 21 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 https://www.acquisition.gov/far/52.212-5#FAR_52_212_5

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an "I agree" click box or other comparable mechanism (e.g., "click-wrap" or "browse-wrap" agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

https://www.gsa.gov/forms-library/solicitationcontractorder-commercial-items

(End of clause)

Addendum to FAR 52.212-4 Contract Terms and Conditions—Commercial Products and Commercial Services

FAR 52.212-4, Paragraph (d) Disputes: Notwithstanding the claim period stated in FAR 52.233-1, Disputes, and pursuant to FAR 33.206, Initiation of a Claim, the Contractor agrees to submit any claim related to this contract [or “order”] within 12 months after accrual of the claim.

01. DESCRIPTION OF SERVICES

The Contractor shall furnish professional security services, defined in the statement of work and contract exhibits, as Protective Security Officer (PSO) and related services, at federally owned, leased or occupied facilities protected by the Federal Protective Service at various locations primarily located in but not limited to Southwest Washington, DC.

In furnishing these services, the Contractor shall provide all necessary management, supervision, personnel, materials, supplies and equipment except as otherwise indicated, and shall plan, schedule, coordinate and ensure effective performance of, and conformance to, all aspects of the statement of work contained herein.

02. CONTRACT TYPE

Services shall be furnished via an IDIQ contract with fixed price provisions. Resultant task orders under this contract will be issued on a firm fixed price basis specifying the number of post hours required to be performed.

In accordance with FAR 16.504(a)(4)(vi), the CO may issue oral orders under the resultant contract in the form of an email authorization provided that the email authorization is confirmed in writing via issuance of a task order or modification on a SF 1449 / SF 30 at a later date.

03. MAXIMUM QUANTITIES

The contract maximum is considered to be the total estimated price, inclusive of all optional ordering periods.

The Schedule of Supplies/Services and Prices (i.e. the Schedule) sets forth the maximum quantity of hours that the Government may order per each stated ordering period. The maximum quantities set forth in the Schedule are based upon the current, known service requirements with adjustments to provide for maximum ordering flexibility. The current, known service requirements are provided for informational purposes only. The Government reserves the right to order up to the maximum quantities set forth in the Schedule, to include, if the need arises, the addition of new posts/buildings/locations and/or expansion of duty hours at existing posts.

Each task order issued under this contract will be issued for the actual known service requirements at that time, will be accompanied by a Post Coverage Exhibit and will set forth a total estimated price within the task order schedule. Contractors will be paid only for services ordered and performed at the established hourly rates as contained in the task orders. The Government has the unilateral right to add, decrease, cancel, or modify services stated in each task order as long as the change is within the scope of the contract.

The price of the task order will be adjusted to reflect the work to be added or deleted at the established unit prices (i.e., number of units deleted multiplied by unit price/ number of hours added multiplied by unit price). The Contractor will not be entitled to additional costs associated with such a change.

The cumulative total of all orders issued under the contract shall not exceed the contract maximum price and/or maximum quantities unless and until the Contracting Officer notifies the contractor in writing that the contract maximum price has been increased and specifies in the notice a revised maximum price that shall constitute the maximum price for performance under this contract.

04. PRICES

A. Department of Labor (DOL) prevailing or Collective Bargaining Agreement (CBA) Wage Determinations (WD)

1. The minimum wage rates and fringe benefits applicable to the contract are outlined in the Department of Labor (DOL) prevailing and/or Collective Bargaining Agreement (CBA) wage determinations incorporated into the contract.

2. The applicable job classification under a DOL prevailing wage determination is Guard II. In the case of a CBA wage determination, the applicable job classification may be specified under a different title. In either case, the applicable job classification reflects the minimum wage rates and fringe benefits that the Contractor must pay to all employees covered by the Service Contract Labor Standards statute working under the contract.

3. The attached Collective Bargaining Agreement (CBA) wage determination is herewith incorporated into the contract and only those costs recognized as allowable wages or fringe benefits under the terms of the Service Contract Labor Standards statute as incorporated into the contract under FAR Clause 52.222-43, will be subject to adjustment when applicable. Incorporation of the CBA WD does not authorize price adjustment of all economic terms established in the CBA and is limited only to allowable wages and fringe benefits under the Service Contract Labor Standards statute.

B. Contingency Pricing

1. Contractors shall not include contingency allowances to cover increased costs for which adjustments are provided under Federal Acquisition Regulation (FAR) Clause 52.222-43 – Fair Labor Standards Act and Service Contract Labor Standards – Price Adjustments (Multiple Year and Option Contracts)(August 2018).

2. For cost/price factors that are subject to variation, but are not subject to adjustment under the provisions above, Contractors may factor in contingency allowances.

Note: Subparagraph 1.1.4 of the SOW states that the Contractor is to provide management and supervision of the Guard II labor force. The Agency considers the Supervisors described in section 1.1.4 to be personnel that perform purely management and/or supervisory job duties and functions not covered by the Service Contract Labor Standards statute. Accordingly, the type of work contemplated to be performed by these Supervisors would not be covered by the Service Contract Labor Standards statute. Therefore, Supervisors are not covered under the Service Contract Labor Standards Statute and increases to Supervisor wages and fringe benefits are not subject to contract price adjustment under FAR 52.222-43. Incorporating supervisory positions into a CBA does not make them covered under the Service Contract Labor Standards statute.

Therefore, the Agency will not provide an adjustment for increases in Supervisor wages and/or fringe benefits, even when such an adjustment is stated in a CBA. Because FAR 52.222-43 does not provide an adjustment for increases in Supervisor wages and/or fringe benefits, offerors are permitted to include escalation in their pricing to account for any anticipated increases in these costs. In relation to the supervisory services provided under this effort, for employees that perform management/supervisory work (as opposed to Service Contract Labor Standards statute type covered work), employees are not considered a Service Contract Labor Standard statute covered employee. If a Contractor fails to provide management/supervisory services in accordance with this section, the Agency will consider this a breach of contract and no adjustment will be provided for increased costs for such employees under FAR 52.222-43 or any other contract provision or principle.

C. Service Contract Labor Standards (SCLS) Base Year Wage Adjustments

1. FAR 22.1012 specifies the applicability of revised wage determinations to solicitations, contracts, and modification. If the Government incorporates a new wage determination(s) into the solicitation/contract that is applicable to the base year services after the date stated in the solicitation for submittal of proposals, the awardee/contractor is permitted to submit a request for a price adjustment to reflect increases to the minimum wages or benefits for SCLS covered employees caused by the incorporation of the new wage determination. The price adjustment will be calculated in accordance with the same criteria prescribed in FAR 52.222-43, except as noted in section 2 of this clause.

Accordingly, any adjustment is limited to:

a) the contractor’s actual increase or decrease in applicable wages and fringe benefits, as described in FAR 52.222-43(d) to the extent that the increase is made to comply with the revised wage determination;

b) and accompanying increases or decreases in social security, unemployment taxes, and worker’s compensation insurance to the extent those accompanying increases were caused by the incorporation of the revised wage determination (i.e., costs not caused by incorporation of the revised wage determination, including, but not limited to, changes in state or local laws, changes in tax rates or basis, etc., will not be considered).

Adjustments shall not include any amount for general and administrative costs, overhead, profit, or any other costs not specifically allowed by FAR 52.222-43.

The Government is entitled to an adjustment reflecting any decreases to minimum wages or benefits, as well as accompanying decreases described in paragraph 1.b of this clause, implemented by the awardee/contractor based on the revised wage determination(s).

2. Basis of Calculation

a) The adjustment will be calculated using the difference between the new wage and fringe benefit rates contained in the revised wage determination and the higher of the following:

1) The wage and fringe benefit rates identified in Attachment 6 of the awardee’s successful proposal; or

2) The wage and fringe benefit rates contained in the wage determination incorporated into the solicitation at the time the solicitation closed.

b) For purposes of calculating the impact of the new wage determination on SCA covered fringe benefits described in section 1.a (e.g., vacation leave, holiday leave, sick leave, paid breaks, etc.) and non-post hours (e.g., training), the adjustment shall be based on the pricing assumptions made in the contractor’s successful proposal regarding these cost elements. This includes the number of hours the contractor used for each cost element in its unit price build-up (e.g., the increase in wage and fringe rates will be applied to the hours identified in the successful offeror’s proposal).

3. Offerors will not be compensated for any costs associated with the incorporation of a new wage determination beyond those described in this clause. It is the responsibility of the offeror to assess the risk that a revised wage determination applicable to the base year may be incorporated into the contract after the deadline for submitting offers. Because offerors will not receive an adjustment for costs beyond those identified in this clause, offerors may include in their proposals any escalation deemed appropriate for costs not subject to adjustment under this clause they believe they may incur if such a contingency were to occur.

D. Post Tracking System (PTS)

1. The PTS equipment quantities set forth in Exhibit 10 (Contractor Provided Equipment) is based upon the current, known service requirements. The current, known service requirements are provided for informational purposes only. The Government reserves the right to order up to the maximum quantities (hours) set forth in the Schedule, to include, if the need arises, the addition of new posts/buildings/locations and/or expansion of duty hours at existing posts which may require additional PTS devices. Contractor’s price shall be inclusive of all the costs associated with providing the devices and services necessary to support the additional posts up to the maximum quantity set forth in the Schedule.

E. Definitions

1. PSO Services – PSO services required under the solicitation/contract can be defined into two categories as detailed below. A single hourly unit price shall be included for PSO Services in accordance with the SF1449 CLIN schedule identified in the solicitation/contract.

a. Basic Services – Basic services are the permanent ongoing services specifically included in the task order(s) at time of award, services that are pre-scheduled at the direction of the CO/Contracting Officer’s Representative (COR) with monthly fluctuating schedules (ex. Office of Disability Adjudication and Review (ODAR) or any other services added through modification up to any established maximums identified in the contract. The Government shall order these services using the Basic Services Rates specified in the Schedule of Supplies/Services and Prices.

The Government anticipates that approximately 99% of the maximum hours solicited under this requirement will be for basic services.

b. Temporary Additional Services - During the term of the contract, the Government may have requirements for temporary additional services (TAS) beyond the basic services requirements. TAS are the short term, non-recurring needs for service such as an increase in hours to an existing or subsequently added post to include the weekend where a public demonstration is taking place over the weekend, addition of posts to provide for increased security for special events or high profile visitors to the building, extension of existing post hours in a building to cover seasonal fluctuations (such as at an IRS building during tax season), etc.

Should a continuing need for additional service arise, a contract modification will be issued by the Government to provide for those services as permanent post locations. Due to the nature of TAS the Contractor may be required to perform these services with little advance notice. The Government anticipates that approximately 1% of the maximum hours solicited under this requirement will be for temporary additional services.

Note: In the event anyone other than the Contracting Officer or FPS COR contacts the Contractor to request TAS under this contract, the Contractor shall not proceed with the request but shall notify the FPS COR and Contracting Officer immediately. Contractors who perform services without proper authorization from the Contracting Officer or FPS COR shall not be reimbursed for such services.

2. Supervisory Services – Supervisory PSO services are the permanent ongoing supervisory services specifically included in the task orders (s) at the time of award.

These services provide direct oversight and management of the Guard II labor force. The Government shall order these services using the Supervisory PSO Services Rates specified in the Schedule of Supplies/Services and Prices.

05. PACKING AND MARKING

A. Payment of Postage and Fees. All postage and fees related to submitting information, including forms, reports, etc., to the Contracting Officer or the Contracting Officer's Representative shall be paid by the Contractor.

B. Marking. All information submitted to the Contracting Officer or the Contracting Officer's Representative shall clearly indicate the contract and task order number for which the information is being submitted.

06. INSPECTION AND ACCEPTANCE - CONTRACTOR'S

RESPONSIBILITY

The Contractor shall provide for all day-to-day supervision, inspection and monitoring of all work performed to ensure compliance with the contract requirements. The results of inspections conducted shall be documented in an inspection report for submission to the Government. The Contractor shall follow through to assure that all Government and Contractor identified defects or omissions in the contract requirements are corrected.

07. CONTRACT TRANSITION AND PHASE-IN

Statement of Work, Section 2 includes a general statement that the phase-in period shall be a maximum of 60 days for startup, from the contract award date to the performance start date.

08. CONTRACT PHASE-OUT

12 months prior to completion of the contract, the Contractor shall furnish the Contracting Officer with a current Seniority List. The list shall include the names of all SCLS covered employees on the Contractor’s or subcontractor’s payroll. The list shall also contain the date each SCLS covered employee started work on the contract with either the current or a predecessor Contractor. The list shall not contain any Personally Identifiable Information (PII) (e.g. social security numbers). Provision of the seniority list 12 months prior to contract expiration does not relieve the contractor from complying with the requirements of FAR 52.222-41(n) and providing a current seniority list to the Contracting Officer not less than 10 days prior to completion of the contract.

09. DELIVERIES OR PERFORMANCE - TERM OF CONTRACT

The full term of the contract will be up to 60 months. The start and end dates for each ordering period will be defined within the resultant contract. Applicable periods of performance will be established in resultant task orders. The optional ordering period may be exercised in accordance with FAR 52.217-8 “Option to Extend Services.”

10. CONTRACT ADMINISTRATION DATA

A. Invoicing. After award of this contract, but prior to performance, the Contractor shall meet with the Contracting Officer and Contracting Officer’s Representative upon request to discuss proper invoice preparation and submission. The Contractor and Government shall agree on a standardized invoice format to be used for submission of all invoices under this contract that meets the requirements of FAR 52.212-4 Contract Terms and Conditions – Commercial Products and Commercial Services, Paragraph (g) “Invoice.”

Use of a standardized invoice format will facilitate timely invoice reviews and approvals.

Failure to use the agreed standardized invoice format shall result in rejection of invoices.

B. Invoices shall be submitted for payment within 30 days after completion of the prior month’s services. Invoices shall not contain any employee Personally Identifiable Information (PII). Invoices shall be submitted via one of the following two methods:

1. By mail: FPS-Region 11

DHS, FPS

Financial Operations-Burlington P.O. Box 1279 Williston, VT 05495-1279 Attn: FPS Region 11Invoice

2. By e-mail: FPSInvoice.Consolidation@ice.dhs.gov The invoice number and FPS Region 11 shall be annotated in the subject line of the e-mail. Only (1) invoice shall be submitted per e-mail message.

The invoice attached to the e-mail shall be in Portable Document Format

(PDF)

Invoices submitted by other than these two methods will not be processed and will be returned.

C. Contractors shall provide an informational copy of each invoice to the Contracting Officer at Josh.B.Clemens@fps.dhs.gov, the Contract Specialist at Nicholas.Milillo@fps.dhs.gov and the Contracting Officer’s Representative Thora.Jenkins@fps.dhs.gov concurrent with submission to the designated billing office referenced above.

D. In addition to the information required for a proper invoice as identified in FAR 52.212-4 (g)(1), Contract Terms and Conditions – Commercial Products and Commercial Services, (NOV 2021) the Contractor shall include the following information:

1. Annotate “FPS Region 11” on the face of each invoice

2. Clearly identify the period of performance for which the services were rendered or the date the supplies were delivered to the Government (invoices for periods of performance that encompass less than a full month of service must show the specific dates that services were rendered).

3. Cite the identical CLIN description on the invoice as what is cited within the CLIN description listed in the contract.

4. Where there are variances between the requirements cited in the task order(s) and the work actually performed (e.g., unmanned posts), the Contractor shall attach a separate sheet to the invoice detailing each instance of a variance.

E. Contractors shall submit only one invoice per contract or order per month. Failure to comply with these submission requirements will result in rejection of the invoice.

F. Final invoices shall be marked “FINAL” and be accompanied by an executed “Contractor’s Release” (DHS Form 700-3 ) available at http://dhsconnect.dhs.gov/org/comp/mgmt/ocio/forms/Forms/DHS%20Form%20700- 3.pdf or by request to the Contracting Officer.

10B. PAYMENTS

mailto:FPSInvoice.Consolidation@ice.dhs.gov mailto:Josh.B.Clemens@fps.dhs.gov mailto:Nicholas.Milillo@fps.dhs.gov http://dhsconnect.dhs.gov/org/comp/mgmt/ocio/forms/Forms/DHS%20Form%20700-3.pdf http://dhsconnect.dhs.gov/org/comp/mgmt/ocio/forms/Forms/DHS%20Form%20700-3.pdf

A. Payment will be made on a calendar month basis in arrears upon submission of an invoice. Payment will be due on the 30th calendar day after receipt of a proper invoice or date of receipt of services, whichever is later.

B. It is the objective of the Government to obtain complete and satisfactory performance in accordance with the terms of specifications and requirements of this contract. The criteria for deductions and adjustments below will be used by the Government in determining monetary deductions for nonperformance of work under this contract and for adjustments for deficiencies in the performance of work. In no event shall the Contractor invoice or the Government be obligated to pay for any hours in excess of the amount identified within the contract (inclusive of all modifications).

C. The Contractor is responsible for submitting accurate invoices that reflect the actual services provided each month. The Contractor shall compute the invoice price to reflect the actual amount of hours performed. Repeated substantiated errors in invoicing may adversely affect the performance assessments assigned during the pendency of the contract. Submission of false invoices shall be subject to contractual and legal actions.

D. To verify the monthly payment for productive man-hours, the Contracting Officer’s designated representative may compare the post hours required in the task order with the DHS Form 139, Record of Time of Arrival and Departure from Buildings, or other approved sign-in/sign-out form. The Government may perform a 100% comparison or sampled comparison to verify the accuracy of the Contractor’s invoice. The Government will only pay for services actually rendered by the Contractor and funded on the task order. If variances are noted between the invoice and the DHS Form 139, the Government will propose a price deduction. For example, if the task order required that a post be manned for 12 hours, and the Contractor billed for 12 hours, but the DHS Form 139 shows that post was manned for 10 hours, the Government will deduct the difference.

E. Any inquiries regarding payment shall be directed to the COR and/or CO.

10C. ADJUSTING PAYMENTS FOR CONTRACTOR PERFORMANCE

A. Deductions for Failure to Provide Man-hours

1. To compute deductions the Contracting Officer’s Representative will compare the man-hours reported by the Contractor through the Post Tracking System (PTS) (PTS is further defined in the SOW), with the DHS Form 139, Record of Time of Arrival and Departure from Buildings, or other approved Sign-in/Sign-out methods as prescribed by the contract.

2. The Government will pay the Contractor for the number of post hours actually performed as documented by the contract prescribed sign-in/sign-out method. (e.g.

PTS, DHS Form 139 etc.)

3. In the event the Contractor…