ATCH I _ BPA_Clauses.pdf

Blanket Purchase Agreement (BPA)

Health Center Loan Guarantee

Program Support

ISSUED BY

Health Resources & Services Administration (HRSA)

Office of Acquisitions Management & Policy

5600 Fishers Lane

Rockville, MD 20857

SECTION 1 – SERVICES/PRICES

1.1 Purpose

The purpose of this Blanket Purchase Agreement (BPA) is to procure transaction management for the Health Center Facility Loan Guarantee Program (LGP). This includes consultations with applicants; reviewing and processing applications to include independent evaluation of lenders’ underwriting and on-site visits to review/confirm documents; loan closing document review to ensure HRSA’s interests are protected; and program monitoring to ensure compliance with program requirements.

1.2 Type of Order

This BPA will allow the issuance of Firm Fixed Price or hybrid Firm Fixed Price/Time &

Materials orders. Time & Materials (T&M) orders are anticipated to only be utilized for a travel requirement.

1.3 Commercial Services

This requirement is for commercial services.

1.4 Severable / Nonseverable Services

This requirement is for nonseverable services.

1.5 Pricing

Any proposed pricing shall be contained in the respective BPA # [Insert BPA Number]. The

Government will not accept open market pricing over $2,500.00 in aggregate per order.

1.6 BPA Estimated Threshold

The Government estimates but does not guarantee that the volume of purchases under this BPA shall be $7.5M). The minimum amount per order under this BPA shall be according to the rates in the Price Schedule (Attachment E).

1.7 Additional Discounts

The Contractor may provide additional discounts for Request for Quotation (RFQ) issued under this BPA.

1.8 Pricing Ceiling Rates

The maximum order price shall be inclusive of all direct and indirect costs to the Contractor. The

Contractor shall not exceed the labor rates in the Labor Category Loading Matrix (Attachment

D) when providing quotes for individual orders.

The Price Schedule (Attachment E) contains fully loaded rates that will apply to individual orders issued under the BPA. These ceiling rates are for the life of the BPA and shall not be exceeded for any reason, unless modified by the Contracting Officer.

Funds are only available for use for the order to which they are obligated. Unused funds from one call order may not rollover for use in another call order.

SECTION 2 – STATEMENT OF WORK

2.1 Statement of Work

Independently and not as an agent of the Government, the Contractor shall furnish all personnel, material, facilities, services, and equipment as needed to perform the Statement of Work attached hereto (Attachment B) and made part of this document.

SECTION 3 – PACKAGING AND MARKING

3.1 Information and Deliverables

All information and deliverables shall be delivered to the Contracting Officer’s Representative

(COR) email address specified in each order and shall include the following:

a. Name and address of the Contractor;

b. BPA number and order number; and

c. Description of content.

SECTION 4 – INSPECTION AND ACCEPTANCE (COMMERCIAL)

Pursuant to FAR 52.212-4 Contract Terms and Conditions–Commercial Items (NOV 2023), all work described in this statement of work and to be delivered under subsequent orders is subject to final inspection and acceptance by an authorized representative of the Government. The authorized representative of the Government is the COR, who is responsible for inspection and acceptance of all services, materials, and supplies to be provided by the Contractor.

SECTION 5 – PERFORMANCE AND DELIVERABLES

5.1 Period of Performance

The period of performance of this BPA shall be one (1) base period of 12 months with four (4)

12 month option periods, unless cancelled. The option periods may be exercised in accordance with FAR 52.217-9, Option to Extend the Term of the Contract (MAR 2000). The BPA period of performance is detailed below. Each order issued under this BPA will specify the period of performance for the work to be performed under that order.

Base Period Date/Month/2024 – Date/Month/2025

Option Period 1 Date/Month/2025 – Date/Month/2026

Option Period 2 Date/Month/2026 – Date/Month/2027

Option Period 3 Date/Month/2027 – Date/Month/2028

Option Period 4 Date/Month/2028 – Date/Month/2029

5.2 Place of Performance

The work shall be performed off-site and will be specified at the order level.

5.3 Delivery Schedule

The Contractor may provide deliverables as described in subsequent orders. Deliverables shall be specified by the Government. Format and delivery schedule for deliverables shall be outlined in each order.

Health Center Loan Guarantee Program Support Deliverables

Item Description Quantity Due Date Format Submit to:

1 Records Management

Training (Section IV, Task 2)

One (1) per 12 month period Provide Records

Management training completion certificates – Due within 30 days after contract award and upon new staff onboarding.

PDF Delivered to COR via email

2 Kickoff Meeting

(Section IV, Task 3)

One (1) per year

Within 14 days of award.

Meeting/Word document Delivered to COR via email

3 Status Meeting (Section

IV, Task 4) One (1) per event Weekly Meeting/Word document Delivered to COR via email.

4 LGP Transaction

Monitoring: Semi-

Annual Report (Section

IV, Task 5)

One (1) per health center;

semi-annually

Quarterly financial reports collected from health centers and lenders to be attached and submitted with the

Semi-annual Report on the first business day in January and the first business day in July each year

Word document Delivered to COR via email

5 One (1) Hour

Consultations

(Section IV, Task 6.a.1)

One (1) per event

As determined by

COR

Word

Document

Delivered to

COR via email

6 Three (3) Hour

Consultations

(Section IV, Task 6.a.2)

One (1) per event

As determined by

COR

Word

Document

Delivered to

COR via email

7 Ten (10) Hour

Consultations

(Section IV, Task 6.a.3)

One (1) per event

As determined by

COR

Word document

Delivered to

COR via email

8 Summary Report (Section IV, Task 7)

Annually October 10 Word document Delivered to COR via email

9 Existing Guarantee

Virtual or On-Site

Review (Section IV, Task 8)

One (1) per event Within 15 days after completion of the review

Word document Delivered to COR via email

10 Pre-Application

Consultation.

(Section IV, Task 9)

One (1) per event Within three (3) business days after completion of session.

Word document Delivered to COR via email

11 Application Review (Section IV, Task 10)

One (1) per event Within three (3) business days after completion of session.

Word document Delivered to COR via email

12 Loan Closing (Section IV, Task 11)

One (1) per event Within five (5) days of completing the review.

Word document Delivered to COR via email

13 Loan Assistance Minor (Section IV, Task 12.a.1)

One (1) per event Within five (5) days of completing the review.

Word document Delivered to COR via email

14 Loan Assistance

Complex

(Section IV, Task 12.a.2)

One (1) per event

Within five (5) days of completing the review.

Word document

Delivered to COR via email

15 BPA Status Report (Section IV, Task 13)

One (1) per month Within 15 calendar days after end of the month

Word document Delivered to COR via email

16 Travel (Section IV, Task

14) One (1) per event Within seven (7) business days after completion of travel.

Word document Delivered to COR via email

17 Legal Consultative

Services (minor) (Section IV, Task 15.b.1)

One (1) per event Within five (5) calendar days of completing the service

Word document

18 Legal Consultative

Services (major)

(Section IV, Task 15.b.2)

One (1) per event

Within five (5) calendar days of completing the service

Word document

Delivered to COR via email

19 Legal Consultative

Services (complex)

(Section IV, Task 15.b.3)

One (1) per event

Within five (5) calendar days of completing the service

Word document

Delivered to COR via email

20 Non-Disclosure

Agreement. (Section IV, Task 16.f)

One (1) per employee After award and prior to commencing work.

PDF Delivered to COR via email

21 Training (Section IV, Task 16.g)

One (1) per employee

Every 12 month period.

PDF Delivered to COR via email

22 Rules of

Behavior (Section IV, Task 16.h)

One (1) per employee

Every 12 month period.

PDF Delivered to

COR via email

23 Incident Response.

(Section IV, Task16.i)

One (1) per issue reported Within one (1) hour. Word

Document or

PDF

Delivered to COR via email

24 Position Sensitivity

Designations (Section

IV, Task 16.a and Task

16. j)

One (1) per employee

Prior to work start by personnel.

Word

Document or

PDF

Delivered to COR via email

25 Roster (Section IV, Task

16.k)

Annually Every 12 month period.

Word

Document or

PDF

26 Contract Initiation and

Expiration (Section IV, Task 16.l)

One (1) per call order

At close out of call order

Word

Document or

PDF

SECTION 6 – ORDERING PROCEDURES

6.1 Request for Quote (RFQ) Procedures

The following ordering procedures shall apply to all orders issued under this BPA. Any services to be furnished under this BPA will be ordered by issuance of a written RFQ. Orders shall be issued in accordance with FAR provisions and as described below.

Only an authorized HRSA Contracting Officer can issue an order under this BPA. No work will be performed and no payment will be made except as authorized by a signed order.

The RFQ procedures described below represents the Government’s approach to issuing an order under this BPA:

a. The Contractor will be provided with an RFQ via email, along with the call order form.

b. The cost/price submission shall be based upon the pre-established labor categories included in Section 1 of this BPA and any further discounts offered by the Contractor for individual orders.

c. Firm Fixed Price or hybrid Firm Fixed Price/Time & Materials orders can be issued under this BPA. The type of order will be specified in the RFQ.

d. The BPA holder shall prepare a quotation within the timeframe requested in each RFQ, usually within three (3) days from date of issuance. The Contractor will generally be required to submit the quote via email to the Contract Specialist listed in the RFQ.

6.2 Order Issuance

Orders may be issued by email or other electronic methods. The BPA holder will be provided with a written RFQ and Order Form.

a. At a minimum, the order form will specify the following:

• Date of request

• Initiative ID

• BPA Number and Order Number

• Period of Performance (estimated)

• Ordering Period (Base, Option Period 1, 2, 3, or 4)

• Order Type

• BPA Call Order COR

• Call Order Quantities

• Total Cost/Price

b. The ordering activity will place an order directly with the Contractor based upon pre-established prices.

c. The Government reserves the right to award a Call Order without discussions.

SECTION 7 – BPA ADMINISTRATION DATA

7.1 Authorities of Government Personnel

Notwithstanding the Contractor’s responsibility for total management during the performance of this BPA and orders, the administration of the BPA and orders will require coordination between the Government and the Contractor. Each order issued under this BPA will designate a COR responsible for monitoring the work under the specific order and will be signed by a HRSA

Contracting Officer.

The Contractor shall contact the Contracting Officer for each order for any issues regarding the specific order.

The following individuals will be the Government’s points of contact during performance of this

BPA and are only designated for the BPA.

a. BPA Contracting Officer

The HRSA Contracting Officer is the only individual authorized to modify the BPA. The

Contracting Officer is responsible for administrative and contractual issues concerning the BPA.

b. BPA Contract Specialist

All communication pertaining to administrative matters under this BPA shall be directed to the Contract Specialist.

c. BPA Contracting Officer Representative (COR)

TBD

7.2 Order COR Responsibilities

The COR designated in each order will provide the necessary information, direction and coordination within the confines of the existing contractual work description in order for the order to have a successful outcome for the Contractor and Government.

This includes providing technical direction to the Contractor to guide the effort in order to accomplish the order statement of work. This may include providing information to the

Contractor for assistance in the interpretation of Government-provided information, specifications or technical portions of the work description, and where required by the

BPA/Order, review and approval of product deliverables of the Contractor to the Government under the BPA/Orders.

7.3 Restrictions on CORs

Direction given by the COR to the Contractor must be within the parameters of the Statement of

Work or Performance Work Statement as stated in the BPA/Orders.

The COR may not issue any discretion to the Contractor that:

a. Solicits a quotation or

b. Constitutes an assignment of additional work outside the Statement of Work of this

BPA/Order or

c. In any manner causes an increase in total order cost/price or the time required for order performance or

d. Changes any of the express terms, conditions, or specifications of the BPA/Order (i.e., changes in the cost/price or scope of work, instructions to start or stop work, approval of any actions that will result in additional charges to the Government.

7.4 Invoicing Instructions

The Contractor shall submit a separate invoice for each order issued under this BPA and in accordance with the payment schedule detailed in the order. The Contractor shall adhere to the following:

a. The Contractor shall submit monthly invoices in accordance with the attached invoice instructions (Attachment J). Note: Invoices without all required information will be denied until the proper information is submitted.

b. For inquiries regarding receiving, inspection and acceptance, rejections or technical issues, call your respective COR.

c. The Contractor agrees to register in the U.S. Department of Treasury’s Invoice

Processing Platform System (IPP) and submit invoices via IPP ( https://www.ipp.gov).

d. The terms and conditions included in this BPA apply to all purchases made pursuant to it.

In the event of an inconsistency between the provisions of this BPA and the Contractor's invoice, the provisions of this BPA will take precedence.

https://www.ipp.gov/

7.5 Electronic Funds Transfer

The Contractor shall designate a financial institution for receipt of electronic funds transfer payments to the payment office in Section 7.4 for order payments. Contractor is encouraged to periodically review its Systems for Award Management (SAM) file for accuracy and is required to reregister before the expiration date. SAM will notify users by email that their file is due to expire beginning 60 days prior to expiration, then 30 days and finally 15 days before expiration.

7.6 Contractor Performance Evaluation

During the life of this BPA, Contractor performance will be evaluated on an interim and final basis pursuant to FAR Subpart 42.15. The Contractor Performance Assessment Reporting

System (CPARS) will be utilized for these reviews. Information on CPARS can be located at http://www.cpars.gov.

The Government will conduct an evaluation of contractor’s performance based on the completion of orders issued under this BPA that exceeds $250,000.

SECTION 8 – SPECIAL CONTRACT REQUIREMENTS

8.1 Prohibition Against Personal Services

The Contractor shall not perform personal services under this BPA. Contractor personnel are employees of the Contractor or its subcontractors and are under the administrative control and supervision of the Contractor. A Contractor supervisor must give all individual Contractor employee assignments and daily work direction. The Government will not supervise or direct

Contractor employees in the performance of their assignments. If at any time the Contractor believes that any Government action or communication has been given that would create a personal service relationship between the Government and any Contractor employee, the contractor shall promptly notify the Contracting Officer of this communication or action. The

Contractor shall not perform any inherently governmental functions under this contract. No

Contractor employee shall represent or give the appearance that he/she is a Government employee, agent or representative. No Contractor employee shall state orally or in writing at any time that he or she is acting on behalf of the Government. The Contractor is responsible for ensuring that all employees assigned to this contract understand and are committed to following these requirements.

8.2 Restrictions on Contractor Access to Government or Third Party Information

The purpose of this clause is to set forth the restrictions that will govern Contractor employees access to Government or third party information in order to protect the information from unauthorized use or disclosure.

a. Under this BPA, the Contractor will have access to Contractor proprietary information and other nonpublic information.

b. Restrictions on use and disclosure of information.

1. With regard to any information to which the Contractor is given access in performance of this BPA, whether the information comes from the Government or from third parties, the Contractor shall:

a) Utilize the information only for the purposes of performing the services specified in this contract, and not for any other purposes;

b) Safeguard information from unauthorized use and disclosure;

c) Allow access to the information only to those employees who need it to perform services under this contract;

d) Preclude access and disclosure of information to persons and entities outside of the Contractor's organization that do not have authority to access the information;

e) Inform employees, who may require access to information, about their obligations to utilize it only to perform the services specified in this contract and to safeguard that information from unauthorized use and disclosure; and

f) Ensure each employee complies with the restrictions set forth in (i), (ii), (iii), and

(iv) above.

2. Unless specifically permitted in writing by the Contracting Officer, the Contractor shall not use information acquired in performance of the contract, or generated by or for the Government to:

a) Compete for work for the Government; or

b) Submit an unsolicited quotation to the Government.

3. If the Contractor is exposed to information that is marked in a way that indicates the

Contractor should not receive this information, the Contractor shall:

a) Notify the Contracting Officer; and

b) Use the information only in accordance with the instructions of the Contracting

Officer.

4. Breach of any of the conditions of this section of the contract may provide grounds for the Government to:

a) Require the contractor to remove the contract employee or employees from the performance of the BPA and orders;

b) Require the contractor to terminate the subcontractor;

c) Suspend contractor payments;

d) Terminate this contract for default or cause;

e) Suspend or debar the Contractor for serious misconduct affecting present responsibility; and;

f) Pursue such other remedies as may be permitted by law, regulation, or this contract.

c. Unauthorized disclosure or other misuse of information protected by the Privacy Act of

1974 may result in a fine up to $5000 and /or other penalties. In addition, unauthorized disclosure or other misuse of information covered under the Federal Trade Secrets Act

(18 USC 1905) may result in a fine, or imprisonment up to 1 year, or both.

d. The Contractor shall flow down this clause to subcontractors at all tiers.

8.3 Management of Sensitive Information

In addition to electronic data security requirements, the contractor must have a plan for the protection of any paper records, field notes, or other documents that contain sensitive or personally identifiable information. In addition, the contractor must notify- within one hour - the

COR of any suspected or confirmed instance of compromised data security.

In addition to the requirements specified elsewhere in this BPA, the Contractor must have a plan for the protection of any paper records, field notes, or other documents that contain sensitive or personally identifiable information. The Contractor shall ensure that all of its employees, subcontractors (at all tiers), and employees of each subcontractor, who perform work under this contract/subcontract, are trained on data privacy issues and comply with the above requirements.

The Contractor shall submit a written plan and assurance for complying with the above requirements at least annually. See Personally Identifiable Information (PII) Breach Response

Team (BRT) Policy: http://www.hhs.gov/ocio/policy/20080001.003.html.

8.4 Post Award Organizational Conflict of Interest (OCI)

a. General: The Contractor shall have programs in place to identify, report, and mitigate actual and potential conflicts of interest for itself, its employees, subcontractors and consultants. The existence of such programs and the disclosure of known actual or potential conflicts are material performance requirements of this BPA.

b. Disclosure: The Contractor shall report all actual and potential conflicts of interest pertaining to this contract to the Contracting Officer, including those that would be caused by a contemplated modification to this BPA or another contract. Such reports shall be in writing (including by email). Upon request, the Contractor shall respond to a

Contracting Officer's request for an OCI mitigation plan.

c. Resolution: In the event the Contracting Officer determines that a conflict of interest exists, based on disclosure from the Contractor or from other sources, the Contracting

Officer shall take action which may include, but is not limited to, requesting a mitigation plan from the Contractor, terminating part or all of the contract, modifying the contract or obtaining a waiver in accordance with applicable law, including FAR 9.503 as applicable.

8.5 Section 508

Section 508 requires that all external public facing content and non-public facing official agency communications be accessible. Regardless of format, all digital content or communications materials produced as deliverables under this contract must conform to applicable Section 508 standards to allow federal employees and members of the public with disabilities to access information that is comparable to information provided to persons without disabilities. The contractor shall complete and submit the applicable HHS Section 508 Accessibility Compliance

Checklist per Section 508 deliverable. The checklist will serve as an artifact declaration of the

Section 508 deliverable's compliance. Remediation of any Section 508 deliverables that do not comply with the applicable requirements as set forth below shall be the contractor's responsibility.

HHS guidance and checklists regarding accessibility of documents can be found at https://www.hhs.gov/web/section-508/accessibility-checklists/index.html.

8.6 Confidentiality Agreement Requirements

The Contractor shall implement a confidentiality agreement related to all data provided by the

Government staff. All Contractor’s staff that work with the Federal Government and are provided information and access to databases shall sign such an agreement and a copy of the signed agreement for each relevant staff member shall be submitted to the COR prior to receipt of relevant documents.

8.7 Travel Reimbursement

Any travel reimbursement under this BPA or resultant call orders shall be performed in accordance with Federal Travel Regulations.

SECTION 9 –CLAUSES AND PROVISIONS

Federal Acquisition Regulation (FAR) (48 CFR Chapter 1) Contract Clauses

FAR 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. In addition, the full text of a clause may be accessed electronically at http://www.acquisition.gov/far/.

FAR 52.217-5 Evaluation of Options (JUL 1990)

FAR 52.224-2 Privacy Act (APR 1984)

FAR 52.227-14 Rights in Data-General (MAY 2014)

Federal Acquisition Regulation (FAR) Clauses Incorporated by Full Text

FAR 52.212-3 Offeror Representative and Certifications-Commercial Items (FEB 2024)

The Offeror shall complete only paragraph (b) of this provision if the Offeror has completed the annual representations and certification electronically in the System for Award Management

(SAM) accessed through https://www.sam.gov. If the Offeror has not completed the annual representations and certifications electronically, the Offeror shall complete only paragraphs (c) through (v) of this provision.

(a) Definitions. As used in this provision—

Covered telecommunications equipment or services has the meaning provided in the clause 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video

Surveillance Services or Equipment.

Economically disadvantaged women-owned small business (EDWOSB) concern means a small business concern that is at least 51 percent directly and unconditionally owned by, and the management and daily business operations of which are controlled by, one or more women who are citizens of the United States and who are economically disadvantaged in accordance with 13

CFR part 127, and the concern is certified by SBA or an approved third-party certifier in accordance with 13 CFR 127.300. It automatically qualifies as a women-owned small business eligible under the WOSB Program.

Forced or indentured child labor means all work or service—

(1) Exacted from any person under the age of 18 under the menace of any penalty for its nonperformance and for which the worker does not offer himself voluntarily; or http://www.acquisition.gov/far/ https://www.sam.gov/ https://www.acquisition.gov/far/52.204-25#FAR_52_204_25 https://www.ecfr.gov/current/title-13/part-127 https://www.ecfr.gov/current/title-13/part-127 https://www.ecfr.gov/current/title-13/section-127.300

(2) Performed by any person under the age of 18 pursuant to a contract the enforcement of which can be accomplished by process or penalties.

Highest-level owner means the entity that owns or controls an immediate owner of the offeror, or that owns or controls one or more entities that control an immediate owner of the offeror. No entity owns or exercises control of the highest level owner.

Immediate owner means an entity, other than the offeror, that has direct control of the offeror.

Indicators of control include, but are not limited to, one or more of the following: ownership or interlocking management, identity of interests among family members, shared facilities and equipment, and the common use of employees.

Inverted domestic corporation, means a foreign incorporated entity that meets the definition of an inverted domestic corporation under 6 U.S.C. 395(b), applied in accordance with the rules and definitions of 6 U.S.C. 395(c).

Manufactured end product means any end product in product and service codes (PSCs) 1000-

9999, except—

(1) PSC 5510, Lumber and Related Basic Wood Materials;

(2) Product or Service Group (PSG) 87, Agricultural Supplies;

(3) PSG 88, Live Animals;

(4) PSG 89, Subsistence;

(5) PSC 9410, Crude Grades of Plant Materials;

(6) PSC 9430, Miscellaneous Crude Animal Products, Inedible;

(7) PSC 9440, Miscellaneous Crude Agricultural and Forestry Products;

(8) PSC 9610, Ores;

(9) PSC 9620, Minerals, Natural and Synthetic; and

(10) PSC 9630, Additive Metal Materials.

Place of manufacture means the place where an end product is assembled out of components, or otherwise made or processed from raw materials into the finished product that is to be provided to the Government. If a product is disassembled and reassembled, the place of reassembly is not the place of manufacture.

Predecessor means an entity that is replaced by a successor and includes any predecessors of the predecessor.

http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title6-section395&num=0&edition=prelim http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title6-section395&num=0&edition=prelim

Reasonable inquiry has the meaning provided in the clause 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment.

Restricted business operations means business operations in Sudan that include power production activities, mineral extraction activities, oil-related activities, or the production of military equipment, as those terms are defined in the Sudan Accountability and Divestment Act of 2007 (Pub. L. 110-174). Restricted business operations do not include business operations that the person (as that term is defined in Section 2 of the Sudan Accountability and Divestment Act of 2007) conducting the business can demonstrate—

(1) Are conducted under contract directly and exclusively with the regional government of southern Sudan;

(2) Are conducted pursuant to specific authorization from the Office of Foreign Assets Control in the Department of the Treasury, or are expressly exempted under Federal law from the requirement to be conducted under such authorization;

(3) Consist of providing goods or services to marginalized populations of Sudan;

(4) Consist of providing goods or services to an internationally recognized peacekeeping force or humanitarian organization;

(5) Consist of providing goods or services that are used only to promote health or education; or

(6) Have been voluntarily suspended. "Sensitive technology"—

Sensitive technology—

(1) Means hardware, software, telecommunications equipment, or any other technology that is to be used specifically—

(i) To restrict the free flow of unbiased information in Iran; or

(ii) To disrupt, monitor, or otherwise restrict speech of the people of Iran; and

(2) Does not include information or informational materials the export of which the President does not have the authority to regulate or prohibit pursuant to section 203(b)(3)of the

International Emergency Economic Powers Act (50 U.S.C. 1702(b)(3)).

Service-disabled veteran-owned small business (SDVOSB) concern means a small business concern—

(1) https://www.acquisition.gov/far/52.204-25#FAR_52_204_25

(i) Not less than 51 percent of which is owned and controlled by one or more service-disabled veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled veterans; and

(ii) The management and daily business operations of which are controlled by one or more service-disabled veterans or, in the case of a service-disabled veteran with permanent and severe disability, the spouse or permanent caregiver of such veteran; or

(2) A small business concern eligible under the SDVOSB Program in accordance with 13 CFR part 128 (see subpart 19.14).

(3) Service-disabled veteran, as used in this definition, means a veteran as defined in 38 U.S.C.

101(2), with a disability that is service connected, as defined in 38 U.S.C. 101(16), and who is registered in the Beneficiary Identification and Records Locator Subsystem, or successor system that is maintained by the Department of Veterans Affairs’ Veterans Benefits Administration, as a service-disabled veteran.

Service-disabled veteran-owned small business (SDVOSB) concern eligible under the SDVOSB

Program means an SDVOSB concern that—

(1) Effective January 1, 2024, is designated in the System for Award Management (SAM) as certified by the Small Business Administration (SBA) in accordance with 13 CFR 128.300; or

(2) Has represented that it is an SDVOSB concern in SAM and submitted a complete application for certification to SBA on or before December 31, 2023.

Service-disabled veteran-owned small business (SDVOSB) Program means a program that authorizes contracting officers to limit competition, including award on a sole-source basis, to

SDVOSB concerns eligible under the SDVOSB Program.

Small business concern—

(1) Means a concern, including its affiliates, that is independently owned and operated, not dominant in its field of operation, and qualified as a small business under the criteria in 13 CFR part 121 and size standards in this solicitation.

(2) Affiliates, as used in this definition, means business concerns, one of whom directly or indirectly controls or has the power to control the others, or a third party or parties control or have the power to control the others. In determining whether affiliation exists, consideration is given to all appropriate factors including common ownership, common management, and contractual relationships. SBA determines affiliation based on the factors set forth at 13 CFR

121.103.

Small disadvantaged business concern, consistent with 13 CFR 124.1001, means a small business concern under the size standard applicable to the acquisition, that— https://www.acquisition.gov/far/subpart-19.14#FAR_Subpart_19_14 http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title38-section101&num=0&edition=prelim http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title38-section101&num=0&edition=prelim http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title38-section101&num=0&edition=prelim https://www.ecfr.gov/current/title-13/part-121 https://www.ecfr.gov/current/title-13/part-121

(1) Is at least 51 percent unconditionally and directly owned (as defined at 13 CFR 124.105) by—

(i) One or more socially disadvantaged (as defined at13 CFR 124.103) and economically disadvantaged (as defined at 13 CFR 124.104) individuals who are citizens of the United States;

and

(ii) Each individual claiming economic disadvantage has a net worth not exceeding the threshold at 13 CFR 124.104(c)(2) after taking into account the applicable exclusions set forth at 13

CFR124.104(c)(2); and

(2) The management and daily business operations of which are controlled (as defined at 13.CFR

124.106) by individuals, who meet the criteria in paragraphs (1)(i) and (ii) of this definition.

Subsidiary means an entity in which more than 50 percent of the entity is owned—

(1) Directly by a parent corporation; or

(2) Through another subsidiary of a parent corporation

Successor means an entity that has replaced a predecessor by acquiring the assets and carrying out the affairs of the predecessor under a new name (often through acquisition or merger). The term "successor" does not include new offices/divisions of the same company or a company that only changes its name. The extent of the responsibility of the successor for the liabilities of the predecessor may vary, depending on State law and specific circumstances.

Veteran-owned small business concern means a small business concern—

(1) Not less than 51 percent of which is owned and controlled by one or more veterans (as defined at 38 U.S.C. 101(2)) or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more veterans; and

(2) The management and daily business operations of which are controlled by one or more veterans.

Women-owned business concern means a concern which is at least 51 percent owned by one or more women; or in the case of any publicly owned business, at least 51 percent of its stock is owned by one or more women; and whose management and daily business operations are controlled by one or more women

Women-owned small business concern means a small business concern—

(1) That is at least 51 percent owned by one or more women; or, in the case of any publicly owned business, at least51 percent of the stock of which is owned by one or more women; and

(2) Whose management and daily business operations are controlled by one or more women.

Women-owned small business (WOSB) concern eligible under the WOSB Program (in accordance with 13 CFR part 127), means a small business concern that is at least 51 percent directly and unconditionally owned by, and the management and daily business operations of which are controlled by, one or more women who are citizens of the United States, and the concern is certified by SBA or an approved third-party certifier in accordance with 13 CFR

127.300.

(b)

(1) Annual Representations and Certifications. Any changes provided by the Offeror in paragraph (b)(2) of this provision do not automatically change the representations and certifications in SAM.

(2) The offeror has completed the annual representations and certifications electronically in SAM accessed through http://www.sam.gov. After reviewing SAM information, the Offeror verifies by submission of this offer that the representations and certifications currently posted electronically at FAR 52.212-3, Offeror Representations and Certifications-Commercial

Products and Commercial Services, have been entered or updated in the last 12 months, are current, accurate, complete, and applicable to this solicitation (including the business size standard(s) applicable to the NAICS code(s) referenced for this solicitation), at the time this offer is submitted and are incorporated in this offer by reference (see FAR 4.1201), except for paragraphs __.

[Offeror to identify the applicable paragraphs at (c) through (v) of this provision that the offeror has completed for the purposes of this solicitation only, if any.

These amended representation(s) and/or certification(s) are also incorporated in this offer and are current, accurate, and complete as of the date of this offer.

Any changes provided by the offeror are applicable to this solicitation only, and do not result in an update to the representations and certifications posted electronically on SAM.]

(c) Offerors must complete the following representations when the resulting contract is for supplies to be delivered or services to be performed in the United States or its outlying areas, or when the contracting officer has applied part 19 in accordance with 19.000(b)(1)(ii). Check all that apply.

(1) Small business concern. The offeror represents as part of its offer that—

(i) It □ is, □ is not a small business concern; or

(ii) It □ is, □ is not a small business joint venture that complies with the requirements of 13 CFR

121.103(h) and 13 CFR 125.8(a) and (b). [ The offeror shall enter the name and unique entity identifier of each party to the joint venture: ____________.] https://www.ecfr.gov/current/title-13/part-127 https://www.ecfr.gov/current/title-13/section-127.300 https://www.ecfr.gov/current/title-13/section-127.300 http://www.sam.gov/ https://www.acquisition.gov/far/52.212-31#FAR_52_212_3 https://www.acquisition.gov/far/4.1201#FAR_4_1201 https://www.acquisition.gov/far/part-19#FAR_Part_19 https://www.acquisition.gov/far/19.000#FAR_19_000 https://www.ecfr.gov/current/title-13/section-121.103#p-121.103(h) https://www.ecfr.gov/current/title-13/section-121.103#p-121.103(h) https://www.ecfr.gov/current/title-13/section-125.8#p-125.8(a) https://www.ecfr.gov/current/title-13/section-125.8#p-125.8(b)

(2) Veteran-owned small business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents as part of its offer that it □ is, □ is not a veteran-owned small business concern.

(3) SDVOSB concern. [Complete only if the offeror represented itself as a veteran-owned small business concern in paragraph (c)(2) of this provision.] The offeror represents that it □ is, □ is not an SDVOSB concern.

(4) SDVOSB concern joint venture eligible under the SDVOSB Program. The offeror represents that it □ is, □ is not an SDVOSB joint venture eligible under the SDVOSB Program that complies with the requirements of 13 CFR 128.402. [Complete only if the offeror represented itself as an SDVOSB concern in paragraph (c)(3) of this provision.] [The offeror shall enter the name and unique entity identifier of each party to the joint venture: ____________.]

(5) Small disadvantaged business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents that it □ is, □ is not a small disadvantaged business concern as defined in 13 CFR 124.1002.

(6) Women-owned small business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents that it □ is, □ is not a women-owned small business concern.

(7) WOSB joint venture eligible under the WOSB Program. The offeror represents that it □ is, □ is not a joint venture that complies with the requirements of 13 CFR

127.506(a) through (c). [ The offeror shall enter the name and unique entity identifier of each party to the joint venture: ____________.]

(8) Economically disadvantaged women-owned small business (EDWOSB) joint venture. The offeror represents that it □ is, □ is not a joint venture that complies with the requirements of 13 CFR 127.506(a) through (c). [The offeror shall enter the name and unique entity identifier of each party to the joint venture: ____________.]

Note: Complete paragraphs (c)(9) and (10) only if this solicitation is expected to exceed the simplified acquisition threshold.

(9) Women-owned business concern (other than small business concern). [Complete only if the offeror is a women-owned business concern and did not represent itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents that it □ is a women-owned business concern.

(10) Tie bid priority for labor surplus area concerns. If this is an invitation for bid, small business offerors may identify the labor surplus areas in which costs to be incurred on account of manufacturing or production (by offeror or first-tier subcontractors) amount to more than 50 percent of the contract price:____________ https://www.ecfr.gov/current/title-13/section-124.1002 https://www.ecfr.gov/current/title-13/section-127.506#p-127.506(a) https://www.ecfr.gov/current/title-13/section-127.506#p-127.506(a) https://www.ecfr.gov/current/title-13/section-127.506#p-127.506(c) https://www.ecfr.gov/current/title-13/section-127.506#p-127.506(a) https://www.ecfr.gov/current/title-13/section-127.506#p-127.506(c)

(11) HUBZone small business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents, as part of its offer, that–

(i) It □ is, □ is not a HUBZone small business concern listed, on the date of this representation, as having been certified by SBA as a HUBZone small business concern in the Dynamic Small

Business Search and SAM, and will attempt to maintain an employment rate of HUBZone residents of 35 percent of its employees during performance of a HUBZone contract (see 13 CFR 126.200(e)(1)); and

(ii) It □ is, □ is not a HUBZone joint venture that complies with the requirements of 13 CFR

126.616(a) through (c). [The offeror shall enter the name and unique entity identifier of each party to the joint venture: ______.] Each HUBZone small business concern participating in the HUBZone joint venture shall provide representation of its HUBZone status.

(d) Representations required to implement provisions of Executive Order11246-

(1) Previous contracts and compliance. The offeror represents that-

(i) It □ has, □ has not participated in a previous contract or subcontract subject to the Equal

Opportunity clause of this solicitation; and

(ii) It □ has, □ has not filed all required compliance reports.

(2) Affirmative Action Compliance. The offeror represents that-

(i) It □ has developed and has on file, □ has not developed and does not have on file, at each establishment, affirmative action programs required by rules and regulations of the Secretary of

Labor (41 CFR parts 60-1 and 60-2), or

(ii) It □ has not previously had contracts subject to the written affirmative action programs requirement of the rules and regulations of the Secretary of Labor.

(e) Certification Regarding Payments to Influence Federal Transactions

(31 http://uscode.house.gov/ U.S.C. 1352). (Applies only if the contract is expected to exceed

$150,000.) By submission of its offer, the offeror certifies to the best of its knowledge and belief that no Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress or an employee of a Member of Congress on his or her behalf in connection with the award of any resultant contract. If any registrants under the Lobbying

Disclosure Act of 1995 have made a lobbying contact on behalf of the offeror with respect to this contract, the offeror shall complete and submit, with its offer, OMB Standard Form LLL, Disclosure of Lobbying Activities, to provide the name of the registrants. The offeror need not report regularly employed officers or employees of the offeror to whom payments of reasonable compensation were made.

https://www.ecfr.gov/current/title-13/section-126.200 https://www.ecfr.gov/current/title-13/section-126.616#p-126.616(a) https://www.ecfr.gov/current/title-13/section-126.616#p-126.616(a) https://www.ecfr.gov/current/title-13/section-126.616#p-126.616(c) http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3

(f) Buy American Certificate. (Applies only if the clause at Federal Acquisition Regulation

(FAR) 52.225-1, Buy American-Supplies, is included in this solicitation.)

(1)

(i) The Offeror certifies that each end product, except those listed in paragraph (f)(2) of this provision, is a domestic end product and that each domestic end product listed in paragraph (f)(3) of this provision contains a critical component.

(ii) 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”.

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

(iv) The terms “commercially available off-the-shelf (COTS) item,” “critical component,”

“domestic end product,” "end product," "foreign end product," and "United States" are defined in the clause of this solicitation entitled "Buy American-Supplies."

(2) Foreign End Products:

[List as necessary]

(3) Domestic end products containing a critical component:

Line Item No. ___

[List as necessary]

(4) The Government will evaluate offers in accordance with the policies and procedures of

FAR part 25.

(g)

(1) Buy American-Free Trade Agreements-Israeli Trade Act Certificate. (Applies only if the clause at FAR 52.225-3, Buy American-Free Trade Agreements-Israeli Trade Act, is included in this solicitation.)

(i)

(A) The Offeror certifies that each end product, except those listed in paragraph (g)(1)(ii) or (iii) of this provision, is a domestic end product and that each domestic end product listed in paragraph (g)(1)(iv) of this provision contains a critical component.

https://www.acquisition.gov/far/52.225-1#FAR_52_225_1 https://www.acquisition.gov/far/part-25#FAR_Part_25 https://www.acquisition.gov/far/52.225-3#FAR_52_225_3

(B) The terms "Bahraini, Moroccan, Omani, Panamanian, or Peruvian end product,"

"commercially available off-the-shelf (COTS) item," "critical component," "domestic end product," "end product," "foreign end product," "Free Trade Agreement country," "Free Trade

Agreement country end product," "Israeli end product," and "United States" are defined in the clause of this solicitation entitled "Buy American-Free Trade Agreements-Israeli Trade Act."

(ii) The Offeror certifies that the following supplies are Free Trade Agreement country end products (other than Bahraini, Moroccan, Omani, Panamanian, or Peruvian end products) or

Israeli end products as defined in the clause of this solicitation entitled "Buy American-Free

Trade Agreements-Israeli Trade Act."

Free Trade Agreement Country End Products (Other than Bahraini, Moroccan, Omani, Panamanian, or Peruvian End Products) or Israeli End Products:

[List as necessary]

(iii) The Offeror shall list those supplies that are foreign end products (other than those listed in paragraph (g)(1)(ii) of this provision) as defined in the clause of this solicitation entitled "Buy

American-Free Trade Agreements-Israeli Trade Act." The Offeror shall list as other 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”.

Other Foreign End Products:

[List as necessary]

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

Line Item No. ___

[List as necessary]

(v) The Government will evaluate offers in accordance with the policies and procedures of

FAR part 25.

(2) Buy American-Free Trade Agreements-Israeli Trade Act Certificate, Alternate II.

If Alternate II to the clause at FAR 52.225-3 is included in this solicitation, substitute the following paragraph (g)(1)(ii) for paragraph (g)(1)(ii) of the basic provision:

(g)(1)(ii) The offeror certifies that the following supplies are Israeli end products as defined in the clause of this solicitation entitled “Buy American—Free Trade Agreements—Israeli Trade

Act”:

https://www.acquisition.gov/far/25.105#FAR_25_105 https://www.acquisition.gov/far/52.225-3#FAR_52_225_3

Israeli End Products:

[List as necessary]

(3) Buy American-Free Trade Agreements-Israeli Trade Act Certificate, Alternate III.

If Alternate III to the clause at 52.225-3 is included in this solicitation, substitute the following paragraph (g)(1)(ii) for paragraph (g)(1)(ii) of the basic provision:

(g)(1)(ii) The offeror certifies that the following supplies are Free Trade Agreement country end products (other than Bahraini, Korean, Moroccan, Omani, Panamanian, or Peruvian…