Amendment 1 with updated the Document.pdf

Solicitation No. 75F40126Q00032 Amendment 1

09/21/2026

Amendment 1

The purposes of this amendment are to provide an updated Notice of Intent to Sole Source and Combined Synopsis/Solicitation (see attached).

As a result, the original Notice of Intent to Sole Source and Combined Synopsis/Solicitation dated 09/18/2026 is removed. The updated Notice of Intent to Sole Source and Combined Synopsis/Solicitation dated 09/21/2026, is now effective.

End of Amendment 1

Solicitation No. 75F40126Q00438

This is a notice of intent for a sole-source award of a commercial product and commercial services prepared in accordance with the Federal Acquisition Regulation (FAR) RFO Part 12, as supplemented with additional information included in this notice. The FDA intends to award a brand name, sole-source, firm-fixed-price purchase order to Tradespace Inc, 30 Fair Oaks ST APT 3, San Francisco, California, 94110, pursuant to FAR RFO 12.102(a). FDA has documented that only one source is available and the basis for that decision. The requirement is for the purchase of subscription-based access to a search engine, including all standard market intelligence, commercialization, and IP analytics features, along with associated training and technical support services. Market research did not identify any other commercially available platform that provides this combination of capabilities in an integrated solution tailored to government TTP workflows. Tradespace.io is reported to currently serve federal government clients including the Department of Defense, Department of Energy, and FDA, demonstrating its suitability for this environment. No other vendor's product can be modified to meet these requirements without substantial development effort that would negate the commercial availability of the solution.

Tradespace.io is an AI-native intellectual property lifecycle management and market intelligence platform that uniquely integrates the following capabilities in a single solution specifically designed for government technology transfer offices:

• Real-time market intelligence data integrated directly with patent and IP portfolio analytics;

• AI-powered invention evaluation and automated commercialization report generation;

• Licensing partner identification based on product alignment, IP trends, investment priorities, and evidence of use;

• Automated outreach and marketing material generation for FDA inventions; and

• Private, isolated AI instances designed to protect pre-patent invention data from public disclosure — a critical requirement for government technology transfer operations.

The Tradespace.io platform is a proprietary SaaS product. Its underlying AI models, data integrations, market intelligence databases, and IP lifecycle management workflows are proprietary to Tradespace, Inc. The platform's AI has been trained on millions of patents, publications, product specifications, licenses, and search reports, and is hosted on private instances. These proprietary data assets and AI capabilities are not replicable through other commercially available platforms.

This also services as a combined synopsis/solicitation for commercial products or commercial services prepared in accordance with RFO FAR Part 12. This announcement constitutes the only solicitation.

Quotes are being requested and a separate written solicitation will not be issued. The solicitation number is 75F40126Q00438 is issued as request for quotation.

The Government is in no way obligated to make an award, nor reimburse quoters for any expense incurred in the preparation or submission of its quotation.

This solicitation incorporates provisions and clauses by reference. The full text of provisions and clauses may be accessed electronically at https://www.acquisition.gov/far-overhaul.

The associated North American Industry Classification System (NAICS) code for this acquisition is 513210 - Software Publishers; with a Small Business Size Standard of $41.5 million. The Produce Service Code (PSC) is DA10 IT and Telecom - Business Application/Application Development Software as A Service

Solicitation Issuance Date: 09/18/2026 Solicitation Close Date: 09/22/2026, 3:00 pm Eastern Time

All responses to this Request for Quotation (RFQ) are due to the Government point of entry (GPE) no later than 09/22/2026, 3:00 pm Eastern Time. The GPE is defined as the email inbox of Min Jie Zeng at Minjie.Zeng@fda.hhs.gov.

The Government reserves the right not to provide a response for any Quoter question/clarification received after the date and time stated above. If, however, the Contracting Officer determines that a request cites an issue of significant importance, the Government will provide a written. The closing date will not be extended for the purpose of responding to questions received after this date. The government will not provide information in response to telephone calls.

Issuing Office: Food and Drug Administration; Office of Acquisition & Grant Services (OAGS) White Flint North North Bethesda, MD 20852

Notice of FAC: This solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular FAC 2026-01, effective 13 March 2026. FAR and HHSAR provisions and clauses referenced in this RFQ can be found on the following website:

https://www.acquisition.gov/far-overhaul/far-part-deviation-guide

Schedule of Supplies or Services and Prices/Costs. Prices quoted shall be all-inclusive, including delivery to the final government destination under Incoterms: Delivered Duty Paid

(DDP)

1) Base Year:

Item

Description Est.

QTY

Due Date Unit Price Extended Price

Onboarding Plan (1 electronic copy (.pdf or .docx) delivered to COR via email)

3 business days after award

Platform Access Subscription (including written confirmation that all the TTP user account is are active and accessible)

7 business

3 Training Completion Summary (Summary of training sessions held, attendees, topics covered, and self-service resource links)

1 Within 14 days of last training session

4 Technical Support 1 Throughout the Period of Performance

5 Market Intelligence and Commercialization Support

1 Throughout

Grand Total: $

1)2) Option Year 1:

Description Est.

QTY

confirmation that the TTP user account is active and accessible)

3 Technical Support 1 Throughout

4 Market Intelligence and Commercialization Support

1 Throughout

3) Option Year 2:

Description Est.

QTY

Support

1 Throughout

4) Option Year 3:

Description Est.

QTY

Support

1 Throughout

Requirement/Background The U.S. Food and Drug Administration (FDA) Technology Transfer Program (TTP) is responsible for transferring FDA-developed technologies to external entities—including universities, commercial organizations, and other government agencies—to advance public health. The TTP facilitates the commercialization of FDA inventions through patenting, licensing, Cooperative Research and Development Agreements (CRADAs), Material Transfer Agreements (MTAs), and Confidential Disclosure Agreements (CDAs). The TTP's activities are governed by the Bayh-Dole Act (35 U.S.C. §§ 200–212) and the Federal Technology Transfer Act of 1986 (15 U.S.C. § 3710a).

A critical challenge facing the TTP is the ability to efficiently assess the commercial marketability of FDA inventions. Technology Transfer Specialists require access to current, comprehensive market intelligence data—including industry trends, competitor patent activity, licensing landscapes, investment priorities, and potential commercial partners—to make informed decisions about which inventions to patent, how to position them for licensing, and which commercial entities are most likely to develop and bring those technologies to market.

This acquisition will provide FDA TTP staff with the market data and analytical tools needed to assess the commercial viability and licensing potential of FDA inventions.

Objectives The objectives of this contract are to:

• Provide FDA Technology Transfer Program staff with access to real-time market intelligence data to assess the commercial marketability of FDA-developed inventions.

• Enable TTP staff to identify potential commercial licensing partners by analyzing market alignment, IP trends, investment priorities, and evidence of use across industry sectors.

• Support the generation of marketing materials and commercialization reports to promote FDA inventions to prospective licensees.

• Enhance the efficiency of patent committee review processes through market and prior art analysis reports associated with FDA invention disclosures.

• Equip TTP staff with portfolio analytics and strategic intelligence to prioritize patenting and licensing decisions in alignment with FDA's public health mission.

Scope The Contractor shall provide FDA's Technology Transfer Program with subscription-based access to a search engine, including all standard market intelligence, commercialization, and IP analytics features, along with associated training and technical support services. The platform shall be used exclusively to support the marketability assessment of FDA inventions and related commercialization activities. This contract does not include custom software development, hardware procurement, legal counsel services, or on-premises software installation.

Tasks Task 4.1 — Platform Access and Licensing The Contractor shall provide 2 authorized FDA TTP staff with access to the platform for the full period of performance. The Contractor shall provision all user accounts within 7 business days of contract award.

Access shall include, at minimum, the following standard platform capabilities:

Real-time market intelligence data, including industry trends, investment activity, product alignment analysis, and competitor IP monitoring.

Market analysis reports associated with invention disclosures to support patenting and licensing decisions.

Patent and portfolio analytics, including prior art search support and multi-jurisdictional docketing visibility.

Licensing partner identification tools that match FDA inventions to potential commercial partners based on market and IP data.

Reporting and analytics dashboards for portfolio management and strategic planning.

Task 4.2 — Onboarding and Implementation The Contractor shall deliver a written onboarding plan to the Contracting Officer's Representative (COR) within 3 business days of contract award. The onboarding plan shall include account configuration steps, user provisioning procedures, a description of available data sources and capabilities, and a schedule for initial training. The Contractor shall configure the platform to reflect FDA TTP workflows and use cases to the extent supported by standard platform features.

Task 4.3 — Training The Contractor shall provide initial platform training for all authorized FDA TTP users. Training shall be delivered via live virtual sessions and shall cover, at minimum: platform navigation, market intelligence search and filtering, invention marketability assessment workflows, commercialization report generation, licensing partner identification, and portfolio analytics. The Contractor shall also maintain access to self-service training resources—including video tutorials, user guides, and a searchable knowledge base—throughout the period of performance.

Task 4.4 — Market Intelligence and Commercialization Support The Contractor shall ensure that the platform provides continuous access to updated market intelligence data throughout the period of performance. The Contractor shall maintain and refresh underlying data sources—including patent databases, product and investment databases, and industry market data—on a regular basis.

Task 4.5 — Technical Support The Contractor shall provide dedicated technical support to authorized FDA TTP users throughout the period of performance. Support shall be available during standard business hours (8:00 AM – 6:00 PM Eastern Time, Monday through Friday, excluding federal holidays). The Contractor shall assign a dedicated Account Manager as the primary point of contact for FDA.

Platform updates, bug fixes, and new feature releases shall be provided at no additional cost during the period of performance.

Task 4.6 — Security Compliance Documentation The Contractor shall provide all security documentation required by FDA's Office of Information Management and Technology (OIMT).

Government-Furnished Property, Material, Equipment, or Information (GFP/GFI) The Government will provide the following to support contract performance a list of authorized FDA TTP users, including names and email addresses, for account provisioning. No Government-furnished equipment or materials will be provided under this contract

Security Given the sensitive nature of pre-patent invention data and proprietary FDA intellectual property information that may be processed through the platform, the Contractor shall implement and maintain rigorous security controls throughout the period of performance. The Contractor shall comply with all applicable federal information security requirements, including:

• The Federal Information Security Modernization Act (FISMA);

• National Institute of Standards and Technology (NIST) Special Publication (SP) 800-53, Security and Privacy Controls for Information Systems and Organizations;

• FedRAMP requirements applicable to cloud-based SaaS platforms (or equivalent security controls as approved by FDA); and

• FDA IT security policies and procedures as communicated by the COR.

The Contractor shall ensure that all FDA invention-related data is processed on isolated, private AI instances with enterprise-grade encryption, role-based access controls, and comprehensive audit logging.

The Contractor shall notify the COR within 24 hours of any confirmed or suspected security incident involving FDA user data or invention information.

Travel

No travel is anticipated under this contract. All services shall be delivered remotely via the cloud-based SaaS platform and virtual communication channels. If travel becomes necessary during the period of performance, it shall require prior written approval from the COR and shall be reimbursed in accordance with the Federal Travel Regulation (FTR).

Place of Performance The Contractor shall perform all services from its own facilities. FDA TTP staff will access the platform remotely. No on-site performance at FDA facilities is required.

Period of Performance The period of performance is as follows:

• Base Year: 09/30/2026 through 9/29/2027

• Option Year 1: 09/30/2027 through 9/29/2028

• Option Year 2: 09/30/2028 through 9/29/2029

• Option Year 3: 09/30/2029 through 9/29/2030

The Government reserves the right to exercise option years at its sole discretion in accordance with Federal Acquisition Regulation (FAR) 52.217-9. This acquisition is severable in nature;

each period of performance shall be funded with appropriations current for that period.

Contract Type Commercial Product - Firm fixed price

Inspection and Acceptance Inspection and acceptance will be at destination in accordance with FAR clause 52.212-4(a). In accordance with FAR 52.212-4(a), the Government has the right either to reject or to require correction of nonconforming supplies. Supplies are nonconforming when they are defective in material or workmanship or are otherwise not in conformity with contract requirements. The Government may reject nonconforming supplies with or without disposition instructions.

The COR will perform inspection and acceptance of all products and services. The performance criteria for these products shall be timely delivery and closure of all activities and deliverables listed above and within the established Period of Performance.

Inspection and acceptance will occur at the place of delivery. Inspection will include verifying all parts were received and warranties and services are in place. The Government will accept goods and services only if they conform to all terms and conditions of this order. The Government will provide written notification of acceptance or rejection within ten (10) business days of receiving the delivery.

The Government will reject non-conforming products and services. The Contractor shall correct any deficiencies within thirty (30) days of when the Government issues the rejection notice. If the Contractor cannot correct the deficiencies within this time frame, the Contractor shall immediately notify the COR or technical POC of the reason for the delay and provide a proposed corrective action plan within ten (10) business days.

Contract Management Contracting Officer (CO):

Min Jie Zeng Email: Minjie.Zeng@fda.hhs.gov

Contracting Officer’s Representative (COR):

Entered at time of award

Contracting Officer’s Authority The Contracting Officer (CO) is the only person with authority to act as agent of the Government under this contract. Only the Contracting Officer has authority to: (1) direct or negotiate any changes in the RFQ; (2) modify or extend the period of performance; (3) change the delivery schedule; (4) authorize reimbursement to the Contractor any costs incurred during the performance of this contract; or (5) otherwise change any terms and conditions of this contract. No statement, whether oral or written, by anyone other than the Contracting Officer, shall be interpreted as modifying the terms and conditions of this award. It is the Contractor’s responsibility to contact the CO immediately if there is even the appearance of any technical direction that is or may be outside the scope of the award. The Government will not reimburse the Contractor for any work not authorized by the Contracting Officer, including work outside the scope of the award.

The Contracting Officer’s Representative (COR) is responsible for: (1) monitoring the Contractor's technical progress, including the surveillance and assessment of performance and recommending to the Contracting Officer changes in requirements; (2) interpreting the contract and any other technical performance requirements; (3) performing technical evaluation as required; (4) performing technical inspections and acceptances required by this contract; and (5) assisting in the resolution of technical problems encountered during performance.

Section 508 Compliance Section 508 of the Rehabilitation Act of 1973 (29. U.S.C. 794d), as amended by the Workforce

Investment Act 1998, requires that all electronic and information technology (EIT) products and services developed, acquired, maintained, or used under this award must comply with the “Electronic and Information Technology Accessibility Provisions” set forth by the Architectural and Transportation Barriers Compliance Board (also referred to as the “Access Board”) in 36 CFR part 1194.

Information about Section 508 is available at http://www.access-board.gov/guidelines-andstandards/commications-and-it/about-the-section-508-standards. This requirement shall comply with the following standards.

• E101.2 Equivalent Facilitation (Appendix A, Application and Scoping Requirements)

• E203 Access to Functionality (Appendix A, Application and Scoping Requirements)

• E204 Functional Performance (Appendix A, Application and Scoping Requirements)

• E205 Electronic Content (Appendix A, Application and Scoping Requirements)

• 302 Functional Performance (Appendix C, Functional Performance Criteria and Technical

Requirements)

• Electronic content must be accessible to HHS acceptance criteria. Checklist for various formats are available at http://508.hhs.gov/, or from the Section 508 Coordinator listed a https://www.hhs.gov/web/section-508/additional-resources/section-508-contacts/index.html. Materials that are final items for delivery should be accompanied by the appropriate checklist, except up approval of the Contract Officer or Representative.

• E207 Software (Appendix A, Application and Scoping Requirements)

• E208 Support Documentation and Services (Appendix A, Application and Scoping Requirements)

• Chapter 5 Software (Appendix C, Functional Performance Criteria and Technical Requirements)

• Chapter 6 Support Documentation and Services (Appendix C, Functional Performance Criteria and Technical Requirements)

All EIT must meet the applicable accessibility standards at 36 CFR 1194, unless an agency exception to this requirement exists. 36 CFR 1194 implements Section 508 of the Rehabilitation Act of 1973, as amended, and is viewable at: https://www.section508.gov/.

IPP Invoice Requirement

(a) All Invoice submissions for goods and or services must be made electronically through the U.S. Department of Treasury’s Invoice Processing Platform System (IPP).

http://www.ipp.gov/vendors/index.htm

(b) Invoice Submission for Payment means any request for contract financing payment or invoice payment by the Contractor. To constitute a proper invoice, the payment request must comply with the requirements identified in in FAR 32.905(b), “Content of Invoices” and the applicable Payment clause included in this contract, or the clause 52.212-4 Contract Terms and Conditions – Commercial Items included in commercial items contracts. The IPP website address is: https://www.ipp.gov.

(c) The Agency will enroll the Contractorsnew to IPP. The Contractor must follow the IPP registration email instructions for enrollment to register the Collector Account for submitting invoice requests for payment.

The Contractor Government Business Point of Contact (as listed in SAM) will receive Registration email from the Federal Reserve Bank of St. Louis (FRBSTL) within 3 – 5 business days of the contract award for new contracts or date of modification for existing contracts.

(1) Registration emails are sent via email from ipp.noreply@mail.eroc.twai.gov. or phone (866) 973- 3131.

Contractor assistance with enrollment can be obtained by contacting the IPP Production Helpdesk via email to IPPCustomerSupport@fiscal.treasury.gov or phone (866) 973-3131.

(2) The Contractor POC will receive two emails from IPP Customer Support, the first email contains the initial administrative IPP User ID. The second email, sent within 24 hours of receipt of the first email, contains a temporary password. You must log in with the temporary password within 30 days.

(3) If your company is already registered to use IPP, you will not be required to re-register.

(4) If the Contractors unable to comply with the requirement to use IPP for submitting invoices for payment as authorized by HHSAR 332.7002, a written request must be submitted to the Contracting Officer to explain the circumstances that require the authorization of alternate payment procedures. (d)Invoices that include time and materials, or labor hours Line Items must include supporting documentation to (1) substantiate the number of labor hours invoiced for each labor category, and

(2) substantiate material costs incurred (when applicable).

(e) Invoices that include cost-reimbursement Line Items must be submitted in a format showing expenditures for that month, as well as contract cumulative amounts.

(1) At a minimum the following cost information shall be included, in addition to supporting documentation to substantiate costs incurred. -Direct Labor-include all persons, listing the person's name, title, number of hours worked, hourly rate, the total cost per person and a total amount for this category.

-Indirect Costs (i.e., Fringe Benefits, Overhead, General and Administrative, Other Indirect)-show rate, base and total amount; -Consultants (if applicable)-include the name, number of days or hours worked, daily or hourly rate, and a total amount per consultant.

-Travel-include for each airplane or train trip taken the name of the traveler, date of travel, destination, the transportation costs including ground transportation shown separately and the per diem costs. Other travel costs shall also be listed; -Subcontractors (if applicable)-include, for each subcontractor, the same data as required for the Prime Contractor.

-Other Direct Costs-include a listing of all other direct charges to the contract, i.e., office supplies, telephone, duplication, postage; and-Fee–amountasallowableinaccordancewiththeScheduleandFAR52.216-8ifapplicable.

(f) Contractor is required to attach an invoice log addendum to each invoice which shall include, at a minimum, the following information for contract administration and reconciliation purposes:

(1) list of all invoices submitted to date under the subject award, including the following: invoice number, amount, & date submitted-corresponding payment amount &date received -totalamountofallpaymentsreceivedtodateunderthesubjectcontractororder-and, for definitized contracts or orders only, total estimated amounts yet to be invoiced for the current, active period of performance.

(g) Payment of invoices will be made based upon acceptance by the Government of the entire task or the tangible product deliverable(s) invoiced. Payments shall be based on the Government certifying that satisfactory services were provided, and the Contractor has certified that labor charges are accurate.

(h) If the services are rejected for failure to conform to the technical requirements of the task order, or any other contractually legitimate reason, the Contractor shall not be paid, or shall be paid an amount negotiated by the CO.

(i) Payment to the Contractor will not be made for temporary work stoppage due to circumstances beyond the control of U.S. Food and Drug Administration such as acts of God, inclement weather, power outages, and results thereof, or temporary closings of facilities at which Contractor personnel are performing.

This may, however, be justification for excusable delays.

(j) The Contractor agrees that the submission of an invoice to the Government for payment is a certification that the services for which the Government is being billed, have been delivered in accordance with the hours shown on the invoices, and the services are of the quality required for timely and successful completion of the effort.

(k) Questions regarding invoice payments that cannot be resolved by the IPP Helpdesk should be directed to the FDA Employee Resource and Information Center (ERIC) Helpdesk at 301-827-ERIC (3742) or toll-free 866-807-ERIC (3742); or, by email at ERIC@fda.hhs.gov. Refer to the Call-in menu options and follow the phone prompts to dial the option that corresponds to the service that'sneeded. All ERIC Service Now Ticketswilleither be responded to orresolved within 48 hours (2 business days) of being received. When emailing, please be sure to include the contract number, invoice number and date of invoice, as wellasyour name, phone number, and a detailed description of the issue.

Contract Provision and Clauses Federal Acquisition Regulation (FAR) Provisions

52.204-7 System for Award Management—Registration RFO (APR 2026).52.252-1 – Solicitation Provisions Incorporated by Reference (Feb 1998) This solicitation incorporates one or more solicitation provisions by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at this address https://www.acquisition.gov/far/current/html/FARTOCP52.html#wp372482.

52.212-1 Instructions to Offerors—Commercial Products and Commercial Services RFO (Apr 2026) 52.212-2 Evaluation—Commercial Products and Commercial Services. RFO (Apr 2026) 52.203-18 Prohibition on Contracting with Entities that Require Certain Internal Confidentiality Agreements—Representation (Jan 2017)

52.204-7 System for Award Management—Registration (DEVIATION) (RFO Nov 2025) 52.222-18 Certification Regarding Knowledge of Child Labor for Listed End Products (Feb 2021) 52.240-90 Security Prohibitions and Exclusions Representations and Certifications (DEVIATION)(RFO Nov 2025)

Full Text Provisions 52.225-2 Buy American-Supplies (DEVIATION) (RFO Nov 2025) (a)

(1) The Offeror certifies that each end product, except those listed in paragraph (b) of this provision, is a domestic end product and that each domestic end product listed in paragraph (c) of this provision contains a critical component.

(2) The Offeror shall list as foreign end products those end products manufactured in the United States that do not qualify as domestic end products. For those foreign end products that do not consist wholly or predominantly of iron or steel or a combination of both, the Offeror shall also indicate whether these foreign end products exceed 55 percent domestic content, except for those that are COTS items. If the percentage of the domestic content is unknown, select “no”.

(3) The Offeror shall separately list the line item numbers of domestic end products that contain a critical component (see FAR 25.105).

(4) The terms “commercially available off-the-shelf (COTS) item,” “critical component,” “domestic end product,” “end product,” and “foreign end product” are defined in the clause of this solicitation entitled “Buy American-Supplies.”

(b) Foreign End Products:

(b)[List as necessary]

(c) Domestic end products containing a critical component:

Line Item No.

[List as necessary]

(d) The Government will evaluate offers in accordance with the policies and procedures of part 25 of the Federal Acquisition Regulation.

(End of provision)

HHSAR Provisions

Line Item No. Country of origin Exceeds 55% domestic content (yes/no)

The below Health and Human Services Acquisition Regulation (HHSAR) provision apply. HHSAR Clauses can be viewed in full text at: http://www.hhs.gov/policies/hhsar/subpart352.html 352.239-72 Needle Exchange (JUN 2026) 352.239-78 Electronic and Information Technology Accessibility Notice (AUG 2026)

FAR Clauses 52.252-2 Clauses Incorporated by Reference (Feb 1998) The 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 address:

https://www.acquisition.gov/browse/index/far (End of Clause)

52.202-1 Definitions Jun 2020

52.203-3 Gratuities Apr 1984

52.203-5 Covenant Against Contingent Fees May 2014

52.203-6 Restrictions on Subcontractor Sales to the Government Jun 2020

52.203-7 Anti-Kickback Procedures Jun 2020 52.203-12 Limitation on Payments to Influence Certain Federal Transactions Jun 2020

52.203-13 Contractor Code of Business Ethics and Conduct Nov 2021

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

Nov 2023

52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements

Jan 2017

52.204-9 Personal Identity Verification of Contractor Personnel Jan 2011

52.204-10 Reporting, Executive Compensation and First-Tier Subcontract Awards (Deviation Date) Jul 2026

52.204-13 System for Award Management-Maintenance (Deviation Date) Jul 2026

52.204-15 Service Contract Reporting Requirements for Indefinite- Delivery Contracts

(Deviation Date) Jul 2026

52.204-19 Incorporation by Reference of Representations and Certifications Dec 2014

52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters

(Deviation Date) Jul 2026

52.209-10 Prohibition on Contracting with Inverted Domestic Corporations (Deviation Date) Jul 2026

52.212-4 Contract Terms and Conditions—Commercial Products and Commercial Services.

(Deviation Date) Jul 2026

52.215-2 Audit and Records – Negotiation (Deviation Date) Jul 2026

52.215-8 Order of Precedence (Deviation Date) Jul 2026

52.219-8 Utilization of Small Business Concerns (Deviation Date) Jul 2026

52.219-17 Section 8(a) Award Oct 2019

52.219-28 Post-Award Small Business Program Representation (Deviation Date)

52.222-3 Convict Labor Jun 2003

52.222-35 Equal Opportunity for Veterans (Deviation Date) Jul 2026

52.222-36 Equal Opportunity for Workers with Disabilities (Deviation Date) Jul 2026

52.222-37 Employment Reports Veterans (Deviation Date)

52.222-40 Notification of Employee Rights Under the National Labor Relations Act

Dec 2010

52.222-50 Combating Trafficking in Persons (Deviation Date) Jul 2026

52.222-54 Employment Eligibility Verification (Deviation Date) Jul 2026

52.224-1 Privacy Act Notification Apr 1984 52.224-2 Privacy Act Apr 1984

52.227-1 Authorization and Consent Jun 2020

52.227-2 Notice and Assistance Regarding Patent and Copyright Infringement Jun 2020

52.227-14 Rights in Data---General May 2014

52.229-3 Federal, State, and Local Taxes Feb 2013

52.232-1 Payments Apr 1984

52.232-7 Payments under Time-and-Materialsand Labor-Hour Contracts Nov 2021

52.232-8 Discounts for Prompt Payment Feb 2002

52.232-9 Limitation on Withholding of Payments Apr 1984

52.232-11 Extras Apr 1984 52.232-17 Interest May 2014

52.232-23 Assignment of Claims May 2014

52.232-25 Prompt Payment Jan 2017

52.232-33 Payment by Electronic Funds Transfer--System for Awards Management

Oct 2018

52.232-39 Unenforceability of Unauthorized Obligations Jun 2013 52.232-40 Providing Accelerated Payments to Small Business Subcontractors Mar 2023

52.233-1 Disputes (Deviation Date) Jul 2026

52.233-3 Protest After Award (Deviation Date) Jul 2026

52.233-4 Applicable Law for Breach of Contract Claim (Deviation Date) Jul 2026

52.237-3 Continuity of Services Jan 1991

52.242-13 Bankruptcy Jul 1995

52.243-1 Changes - Fixed-Price, Alternate I (Deviation Date) Jul 2026

52.244-2 Subcontracts Jun 2020

52.245-1 Government Property Sep 2021

52.245-9 Use and Charges Apr 2012

52.249-4 Termination for Convenience of the Government (Services) Apr 1984

52.249-8 Default (Fixed-Price Supply and Service) Apr 1984

52.249-14 Excusable Delays Apr 1984

52.253-1 Computer Generated Forms (Deviation Date) Jul 2026)

52.246-25 Limitation of Liability – Services Feb 1997

FAR Clause Included by Full Text:

52.212-4 Terms and Conditions—Commercial Products and Commercial Services. RFO

(APR 2026)

(a) Definitions. The clause at Federal Acquisition Regulation (FAR) 52.202-1, Definitions, is incorporated by reference.

(b) 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.

(c) 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.

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

(e) 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 FAR 52.233-1, Disputes, which is incorporated in this contract by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(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.

Examples of occurrences include 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. When an excusable delay occurs, the Contractor shall—

(1) Notify the Contracting Officer in writing as soon as possible;

(2) Remedy the delay as quickly as possible; and

(3) Notify the Contracting Officer when the occurrence is over.

(g) Invoice. The Government will handle invoices according to the Prompt Payment Act (31 U.S.C.

3903) and 5 CFR part 1315. The Contractor shall submit invoices to the address designated in the contract to receive invoices. An invoice must include the information required by 5 CFR part 1315.9(b).

(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) 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 that appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(4) 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;

(D) Contractor point of contact; and

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

(5) 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 FAR part 33 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 FAR part 32).

(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 termination for cause.

(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.

(vii) The interest charge made under this clause may be reduced under the procedures for interest credits prescribed in FAR part 32 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 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. The Government will send a cure notice to the Contractor, unless the reason for the termination is late delivery. 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.

(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 under this contract 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) 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;

40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks;

49 U.S.C. 40118, Government-financed air transportation; and 41 U.S.C. chapter 21 relating to procurement integrity.

(r) 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 Disputes, Payments, Invoice, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) Other contract clauses incorporated in the solicitation or contract;

(4) Addenda to this solicitation or contract;

(5) Solicitation provisions incorporated in the solicitation;

(6) Other paragraphs of this clause;

(7) Other documents, exhibits, and attachments; and

(8) The specification.

(s) Unauthorized obligations.

(1) Except as stated in paragraph (s)(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 (s)(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.

(t) Comptroller General examination of record. This paragraph applies if this contract was awarded using other than sealed bid procedures and is in excess of the simplified acquisition threshold on the date of award of this contract.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor’s directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices, at all reasonable times, the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR part 4, longer period required by statute, or periods specified in other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This clause does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(u) 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.

(End of clause)

Alternate I (Deviation Date). When contemplating a time-and-materials or labor-hour contract, substitute the following paragraphs (a), (b), (i), (l), and (m) for those in the basic clause.

(a) The clause at Federal Acquisition Regulation (FAR) 52.202-1, Definitions, is incorporated by reference. As used in this clause— Direct materials means those materials that enter directly into the end product, or that are used or consumed directly in connection with the furnishing of the end product or service.

Hourly rate means the rate(s) prescribed in the contract for payment for labor that meets the labor category qualifications of a labor category specified in the contract that are—

(1) Performed by the contractor;

(2) Performed by the subcontractors; or

(3) Transferred between divisions, subsidiaries, or affiliates of the contractor under a common control.

Materials means—

(1) Direct materials, including supplies transferred between divisions, subsidiaries, or affiliates of the contractor under a common control;

(2) Subcontracts for supplies and incidental services for which there is not a labor category specified in the contract;

(3) Other direct costs (e.g., incidental services for which there is not a labor category specified in the contract, travel, computer usage charges, etc.);

(4) The following subcontracts for services which are…