Attachment 1 - Clauses.pdf

RFQ 192126VSF00000001

Attachment 1 – Clauses

Contract Clauses

FAR Clauses incorporated by Reference:

Clauses are incorporated by reference. The full text of the clause is available at:

https://www.acquisition.gov/FAR/. Deviation Clauses are available at: DHS FAR Class Dev

[Contracting Officer check as appropriate.]

X 52.212-4 Contract Terms and Conditions - Commercial Items. (Aug 2025) (DEVIATION 25-21) 52.203-6 Restrictions on Subcontractor Sales to the Government (June 2020)

Alternate I (Nov 2021) 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. (Nov 2023) X 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 (AUG 2025) (DEVIATION 25-19) X 52.204-13 System for Award Management Maintenance (AUG 2025) (DEVIATION 25-19) 52.204-14 Service Contract Reporting Requirements (AUG 2025)(DEVIATION 25-19) 52.204-15 Service Contract Reporting Requirements for Indefinite-Delivery Contracts (AUG

2025)(DEVIATION 25-19)

X 52.204-19 Incorporation by Reference of Representations and Certifications (DEC 2014) X 52.204-91 Contractor Identification (AUG 2025) (DEVIATION 25-19) 52.209-6 Protecting the Government's Interest When Subcontracting With Contractors Debarred, Suspended, Proposed for Debarment, or Voluntarily Excluded (NOV 2025) (DEVIATION 25-27) 52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters (NOV 2025)

(DEVIATION 25-27)

X 52.209-10 Prohibition on Contracting with Inverted Domestic Corporations (NOV 2025)

(DEVIATION 25-27)

52.219-3 Notice of HUBZone Set-Aside or Sole-Source Award (OCT 2025) (DEVIATION 26-03) 52.219-6 Notice of Total Small Business Aside (OCT 2025)(DEVIATION 26-03)

Alternate I 52.219-7, Notice of Partial Small Business Set-Aside (Nov 2020) (15 U.S.C. 644).

Alternate I (Mar 2020) of 52.219-7.

52.219-8 Utilization of Small Business Concerns (OCT 2025) (DEVIATION 26-03) 52.219-9 Small Business Subcontracting Plan (OCT 2025) (DEVIATION 26-03)

Alternate I Alternate II Alternate III

52.219-13 Notice of Set-Aside of Orders (Mar 2020) 52.219-14 Limitations on Subcontracting (OCT 2025) (DEVIATION 26-03) 52.219-16 Liquidated Damages—Subcontracting Plan (OCT 2025) (DEVIATION 26-03) 52.219-33 Nonmanufacturer Rule (OCT 2025) (DEVIATION 26-03) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O.

13496).

https://www.acquisition.gov/FAR/ https://www.dhs.gov/sites/default/files/2025-12/25_1128_cpo_rfo-far-class-deviations-far-part-52.pdf

X 52.222-3 Convict Labor X 52.222-19 Child Labor—Cooperation with Authorities and Remedies (OCT 2025) (DEVIATION 26- 10) 52.222-35 Equal Opportunity for Veterans (OCT 2025) (DEVIATION 26-10) 52.222-36 Equal Opportunity for Workers with Disabilities (OCT 2025) (DEVIATION 26-10) 52.222-37 Employment Reports on Veterans (OCT 2025) (DEVIATION 26-10) 52.222-40 Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O.

13496).

52.222-41, Service Contract Labor Standards (Aug 2018) (41 U.S.C. chapter 67.).

52.222-42, Statement of Equivalent Rates for Federal Hires (May 2014) (29 U.S.C. 206 and 41 U.S.C.

chapter 67).

52.222-43, Fair Labor Standards Act and Service Contract Labor Standards -- Price Adjustment (Multiple Year and Option Contracts) (Aug 2018) (29 U.S.C.206 and 41 U.S.C. chapter 67).

52.222-44, Fair Labor Standards Act and Service Contract Labor Standards -- Price Adjustment (May 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

X 52.222-50, Combating Trafficking in Persons (Nov 2021) (22 U.S.C. chapter 78 and E.O. 13627).

Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. chapter 78 E.O. 13627).

52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment--Requirements (May 2014) (41 U.S.C. chapter 67.)

52.222-53 Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services—Requirements (OCT 2025) (DEVIATION 26-10) 52.222-54 Employment Eligibility Verification (OCT 2025) (DEVIATION 26-10) 52.222-55, Minimum Wages Under Executive Order 14026 (Jan 2022).

52.222-62, Paid sick Leave Under Executive Order 13706 (JAN 2022) (E.O. 13706).

52.223-9 Estimate of Percentage of Recovered Material Content for EPA-Designated Items (May 2008)

Alternate I 52.223-11 Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (OCT

2025) (DEVIATION 26-12)

52.223-12, Maintenance (Nov 2025) 52.223-23, Sustainable Products and Services (Nov 2025) 52.224-3, Privacy Training (Jan 2017) 52.225-2, Buy American Certificate (Oct 2022) X 52.225-3 Buy American-Free Trade Agreements-Israeli Trade Act (OCT 2025) (DEVIATION 26-09)

Alternate II Alternate III Alternate IV

52.225-5, Trade Agreements (Nov 2023) 52.225-19, Contractor Personnel in a Designated Operational Area or Supporting a Diplomatic or Consular Mission outside the United States (May 2020) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016) 52.226-4 Notice of Disaster or Emergency Area Set-Aside (Nov 2007) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) 52.226-6 Promoting Excess Food Donation to Nonprofit Organizations (AUG 2025) (DEVIATION 25- 18) 52.226-8, Encouraging Contractor Policies to Ban Text Messaging While Driving (May 2024) 52.229-12, Tax on Certain Foreign Procurements (Feb 2021) 52.232-29 Terms for Financing of Commercial Products and Commercial Services (Nov 2021)

52.232-30, Installment Payments of Commercial Products and Commercial Services (Nov 2021) X 52.232-33, Payment by Electronic Funds Transfer—System for Award Management (Oct 2018) 52.232-34, Payment by Electronic Funds Transfer—Other than System for Award Management (Jul 2013) 52.232-36 Payment by Third Party (OCT 2025) (DEVIATION 26-13) 52.232-40 Providing Accelerated Payments to Small Business Subcontractors (Mar 2023) 52.232-90 Fast Payment Procedure (OCT 2025) (DEVIATION 26-13) X 52.233-3 Protest After Award (AUG 2025) (DEVIATION 25-25) 52.233-4 Applicable Law for Breach of Contract Claim (AUG 2025) (DEVIATION 25-25) 52.240-91 Security Prohibitions and Exclusions (AUG 2025) (DEVIATION 25-23)

Alternate I (AUG 2025) (DEVIATION 25-23) 52.240-92 Security Requirements (AUG 2025) (DEVIATION 25-23) 52.240-93 Basic Safeguarding of Covered Contractor Information Systems (AUG 2025) (DEVIATION 25-23) 52.242-5 Payments to Small Business Subcontractors (Jan 2017) X 52.244-6 Subcontracts for Commercial Products and Commercial Services (SEP 2025) (DEVIATION 25-34) 52.247-64 Preference for Privately Owned U.S.-Flag Commercial Vessels

Alternate I Alternate II

52.247-69 Reporting Requirement for U.S.-Flag Air Carriers Regarding Training to Prevent Human Trafficking (Jan 2025)

FAR Clauses incorporated by Full Text:

FAR Provisions Incorporated by Reference: (Provisions to be removed prior to contract award) Provisions are incorporated by reference. The full text of the provisions is available at:

https://www.acquisition.gov/FAR/. Deviation Clauses are available at: DHS FAR Class Dev

[Contracting Officer check as appropriate.]

52.203-11 Certification and Disclosure Regarding Payments to Influence Certain Federal Transactions (Sep 2024) X 52.203-18 Prohibition on Contracting with Entities that Require Certain Internal Confidentiality Agreements or Statements-Representation (Jan 2017) 52.204-7 System for Award Management (AUG 2025) (DEVIATION 25-19) 52.204-16, [Reserved (AUG 2025) (DEVIATION 25-19)] 52.204-17, [Reserved (AUG 2025) (DEVIATION 25-19)] 52.207-6 Solicitation of Offers from Small Business Concerns and Small Business Teaming Arrangements or Joint Ventures (Multiple-Award Contracts) (Aug 2024) X 52.204-90 Offeror Identification (AUG 2025) (DEVIATION 25-19) 52.207-6 Solicitation of Offers from Small Business Concerns and Small Business Teaming Arrangements or Joint Ventures (Multiple-Award Contracts) (Aug 2024) X 52.209-2, Prohibition on Contracting with Inverted Domestic Corporations-Representation (Nov 2015) 52.219-4 Notice of Price Evaluation Preference for HUBZone Small Business Concerns (OCT 2025)

(DEVIATION 26-03)

52.222-18 Certification Regarding Knowledge of Child Labor for Listed End Products (Feb 2021) 52.222-56 Certification Regarding Trafficking in Persons Compliance Plan (Oct 2025) 52.223-4 Buy American-Free Trade Agreements-Israeli Trade Act Certificate (OCT 2025)

(DEVIATION 26-09)

X 52.225-2 Buy American Certificate 52.225-4, Buy American-Free Trade Agreements-Israeli Trade Act Certificate (Nov 2023) 52.225-6 Trade Agreements-Certificate 52.229-11 Tax on Certain Foreign Procurements-Notice and Representation 52.240-90 Security Prohibitions and Exclusions Representations and Certifications (DEVIATION 20-

05) (NOV 2025)

FAR Provision Incorporated in Full Text:

52.212-1 Instructions to Offerors—Commercial Products and Commercial Services. (Aug 2025) (DEVIATION 25-21) (effective November 3, 2025)

(a) Submission of offers. Submit signed and dated offers to the office specified in this solicitation at or before the exact time specified in this solicitation. As a minimum, offers shall include—

(1) The solicitation number;

(2) The name, address, telephone number of the Offeror;

(3) The Offeror’s Unique Entity Identifier (UEI) and, if applicable, Electronic Funds Transfer (EFT) indicator;

https://www.acquisition.gov/FAR/

(4) Information necessary to evaluate the factors contained in the provision at 52.212-2 or as described in the solicitation;

(5) Responses to provisions that require Offeror completion of information, representations, and certifications (other than those collected via the System for Award Management (SAM)); and

(6) A statement specifying the extent of agreement with all terms, conditions, and provisions included in the solicitation and any solicitation amendments.

(b) Period for acceptance of offers. The Offeror agrees to hold the prices in its offer firm for 60 calendar days from the date specified for receipt of offers, unless another time period is specified in an addendum to the solicitation.

(c) Late submissions, modifications, revisions, and withdrawals of offers.

(1) Offerors are responsible for submitting offers and any modifications or revisions to the Government office designated in the solicitation by the time specified in the solicitation.

(2) Any offer, modification, or revision received after the time specified for receipt of offers is “late” and will not be considered unless it is received before award is made and the Contracting Officer determines that accepting the late offer would not unduly delay the acquisition. However, a late modification of an otherwise successful offer that makes its terms more favorable to the Government will be considered at any time it is received and may be accepted.

(3) If an emergency or unanticipated event interrupts normal Government processes so that offers cannot be received at the Government office designated for receipt of offers by the exact time specified in the solicitation, and urgent Government requirements preclude amendment of the solicitation or other notice of an extension of the closing date, the time specified for receipt of offers will be deemed to be extended to the same time of day specified in the solicitation on the first work day on which normal Government processes resume.

(4) Offerors may withdraw their offers by written notice to the Government received at any time before award.

(d) Contract award (not applicable to Invitation for Bids). The Government intends to evaluate offers and award a contract without discussions with Offerors. Therefore, the Offeror’s initial offer should contain the Offeror’s best terms. However, the Government reserves the right to conduct discussions, if necessary.

The Government may reject any or all offers if such action is in the public interest, accept other than the lowest offer, and waive informalities and minor irregularities in offers received.

(e) Debriefings. If a postaward debriefing is given to requesting Offerors, the Government will disclose the following information, if applicable:

(1) The agency’s evaluation of the significant weak or deficient factors in the debriefed Offeror’s offer.

(2) The overall evaluated cost or price and technical rating of the successful Offeror and the debriefed Offeror and past performance information on the debriefed Offeror.

(3) The overall ranking of all Offerors when any ranking was developed by the agency during source selection.

(4) A summary of the rationale for award.

(5) For acquisitions of commercial products, the make and model of the product to be delivered by the successful Offeror.

(6) Reasonable responses to relevant questions posed by the debriefed Offeror as to whether the agency followed source-selection procedures set forth in the solicitation, applicable regulations, and other applicable authorities.

(End of provision)

52.212-2 Evaluation—Commercial Products and Commercial Services. (Aug 2025) (DEVIATION 25-21) (effective November 3, 2025)

(a) Evaluation factors. The Government will award a contract resulting from this solicitation to the responsible Offeror whose offer conforming to the solicitation will be most advantageous to the Government, price and other factors considered. The following factors will be used to evaluate offers:

The Government will evaluate quotations using a Lowest Price Technically Acceptable methodology. The evaluation factors are: Technical Acceptability and Price. Technical Acceptability will be evaluated on an acceptable/unacceptable basis. To be rated acceptable, the quotation must offer the identified brand-name item or an equal product that meets or exceeds all salient characteristics in Attachment 2, and the offeror must provide documentation showing it is the manufacturer, an authorized reseller, authorized distributor, or otherwise authorized to sell the quoted product. Price will be evaluated for reasonableness. Award will be made to the responsible offeror submitting the lowest-priced technically acceptable quotation.

(b) Options (if applicable). The Government will evaluate offers for award purposes by adding the total price for all options to the total price for the basic requirement. The Government may determine that an offer is unacceptable if the option prices are significantly unbalanced. The evaluation of options does not obligate the Government to exercise the option(s).

(c) Notice of award. A written notice of award or acceptance of an offer furnished to the successful Offeror within the time for acceptance specified in the offer, shall result in a binding contract without further action by either party. Before the offer’s specified expiration time, the Government may accept an offer (or part of an offer), whether or not there are negotiations after its receipt, unless a written notice of withdrawal is received before award.

(End of provision)

HSAR Clauses incorporated by Full Text:

[Contracting Officer check as appropriate.]

3052.212-70 CONTRACT TERMS AND CONDITIONS APPLICABLE TO DHS ACQUISITION

OF COMMERCIAL ITEMS (JULY 2023) ) (HSAR DEVIATION 25-09) (effective November 28, 2025)

The Contractor agrees to comply with any provision or clause that is incorporated herein by reference to implement agency policy applicable to acquisition of commercial items or components. The provision or clause in effect based on the applicable regulation cited on the date the solicitation is issued applies unless otherwise stated herein. The following provisions and clauses are incorporated by reference:

(a) Provisions.

3052.216-70 Evaluation of Offers Subject to An Economic Price Adjustment Clause. (June 2006)

3052.219-72 Evaluation of Prime Contractor Participation in the DHS Mentor Protégé Program.

(June 2006)

3052.247-70 F.o.B. Origin Information. (Dec 2003)

Alternate I (Dec 2003)

Alternate II (Dec 2003)

3052.247-71 F.o.B. Origin Only. (Dec 2003)

X 3052.247-72 F.o.B. Destination Only. (Dec 2003)

(b) Clauses.

X 3052.203-70 Instructions for Contractor Disclosure of Violations. (Sep 2012)

X 3052.205-70 Advertisement, Publicizing Awards, and Releases. (Sep 2012)

Alternate I (Sept 2012)

3052.209-72 Organizational Conflicts of Interest. (June 2006)

3052.209-73 Limitation on Future Contracting. (June 2006)

3052.215-70 Key Personnel or Facilities. (Dec 2003)

3052.216-71 Determination of Award Fee. (Sep 2012)

3052.216-72 Performance Evaluation Plan. (Dec 2003)

3052.216-73 Distribution of Award Fee. (Dec 2003)

3052.219-71 DHS Mentor Protégé Program. (June 2006)

3052.228-70 Insurance. (Dec 2003)

3052.236-70 Special Provisions for Work at Operating Airports. (Dec 2003)

3052.240-71 Contractor Employee Access.

Alternate I

Alternate II

3052.240-72 Safeguarding of Controlled Unclassified Information.

Alternate I

3052.240-73 Notification and Credit Monitoring Requirements for Personally Identifiable Information Incidents.

3052.242-72 Contracting Officer's Representative. (Dec 2003)

(End of clause)

HSAR Provisions Incorporated by Reference: (Provisions to be removed prior to contract award) Provisions are incorporated by reference. The full text of the provisions is available at: Homeland Security Acquisition Regulation | Homeland Security and Deviation Clauses are available at: DHS FAR Class Dev

HSAR Provisions incorporated by Reference:

None

HSAR Provisions incorporated by Full Text:

3052.209-70 - PROHIBITION ON CONTRACTS WITH CORPORATE EXPATRIATES (JUN 2006)

(a) Prohibitions.

Section 835 of the Homeland Security Act, 6 U.S.C. 395, prohibits the Department of Homeland Security from entering into any contract with a foreign incorporated entity which is treated as an inverted domestic corporation as defined in this provision, or with any subsidiary of such an entity. The Secretary shall waive the prohibition with respect to any specific contract if the Secretary determines that the waiver is required in the interest of national security.

(b) Definitions. As used in this provision:

https://www.dhs.gov/hsar https://www.dhs.gov/hsar

Expanded Affiliated Group means an affiliated group as defined in section 1504(a) of the Internal Revenue Code of 1986 (without regard to section 1504(b) of such Code), except that section 1504 of such Code shall be applied by substituting `more than 50 percent' for `at least 80 percent' each place it appears.

Foreign Incorporated Entity means any entity which is, or but for subsection (b) of section 835 of the Homeland Security Act, 6 U.S.C. 395, would be, treated as a foreign corporation for purposes of the Internal Revenue Code of 1986.

Inverted Domestic Corporation. A foreign incorporated entity shall be treated as an inverted domestic corporation if, pursuant to a plan (or a series of related transactions)—

(1) The entity completes the direct or indirect acquisition of substantially all of the properties held directly or indirectly by a domestic corporation or substantially all of the properties constituting a trade or business of a domestic partnership;

(2) After the acquisition at least 80 percent of the stock (by vote or value) of the entity is held—

(i) In the case of an acquisition with respect to a domestic corporation, by former shareholders of the domestic corporation by reason of holding stock in the domestic corporation; or

(ii) In the case of an acquisition with respect to a domestic partnership, by former partners of the domestic partnership by reason of holding a capital or profits interest in the domestic partnership; and

(3) The expanded affiliated group which after the acquisition includes the entity does not have substantial business activities in the foreign country in which or under the law of which the entity is created or organized when compared to the total business activities of such expanded affiliated group.

Person, domestic, and foreign have the meanings given such terms by paragraphs (1), (4), and (5) of section 7701(a) of the Internal Revenue Code of 1986, respectively.

(c) Special rules. The following definitions and special rules shall apply when determining whether a foreign incorporated entity should be treated as an inverted domestic corporation.

(1) Certain stock disregarded. For the purpose of treating a foreign incorporated entity as an inverted domestic corporation these shall not be taken into account in determining ownership:

(i) Stock held by members of the expanded affiliated group which includes the foreign incorporated entity; or

(ii) Stock of such entity which is sold in a public offering related to an acquisition described in section 835(b)(1) of the Homeland Security Act, 6 U.S.C. 395(b)(1).

(2) Plan deemed in certain cases. If a foreign incorporated entity acquires directly or indirectly substantially all of the properties of a domestic corporation or partnership during the 4-year period beginning on the date which is 2 years before the ownership requirements of subsection (b)(2) are met, such actions shall be treated as pursuant to a plan.

(3) Certain transfers disregarded. The transfer of properties or liabilities (including by contribution or distribution) shall be disregarded if such transfers are part of a plan a principal purpose of which is to avoid the purposes of this section.

(d) Special rule for related partnerships. For purposes of applying section 835(b) of the Homeland Security Act, 6 U.S.C. 395(b) to the acquisition of a domestic partnership, except as provided in regulations, all domestic partnerships which are under common control (within the meaning of section 482 of the Internal Revenue Code of 1986) shall be treated as a partnership.

(e) Treatment of Certain Rights.

(1) Certain rights shall be treated as stocks to the extent necessary to reflect the present value of all equitable interests incident to the transaction, as follows:

(i) warrants;

(ii) options;

(iii) contracts to acquire stock;

(iv) convertible debt instruments; and

(v) others similar interests.

(2) Rights labeled as stocks shall not be treated as stocks whenever it is deemed appropriate to do so to reflect the present value of the transaction or to disregard transactions whose recognition would defeat the purpose of Section 835.

(f) Disclosure. The offeror under this solicitation represents that [Check one]:

__ it is not a foreign incorporated entity that should be treated as an inverted domestic corporation pursuant to the criteria of (HSAR) 48 CFR 3009.108-7001 through 3009.1087003;

__ it is a foreign incorporated entity that should be treated as an inverted domestic corporation pursuant to the criteria of (HSAR) 48 CFR 3009.108-7001 through 3009.1087003, but it has submitted a request for waiver pursuant to 3009.108-7004, which has not been denied; or

__ it is a foreign incorporated entity that should be treated as an inverted domestic corporation pursuant to the criteria of (HSAR) 48 CFR 3009.108-7001 through 3009.1087003, but it plans to submit a request for waiver pursuant to 3009.108-7004.

(g) A copy of the approved waiver, if a waiver has already been granted, or the waiver request, if a waiver has been applied for, shall be attached to the bid or proposal. 52-22

(End of provision)

Contract Clauses