ATTACHMENT 8 Additional Contract Terms and Conditions R2.pdf

SP450024R0016

ADDITIONAL CONTRACT TERMS AND CONDITIONS

This solicitation incorporates one or more clauses/provisions by reference, with the same force and effect as if they were given in full text. The full text may be accessed electronically at https://www.ecfr.gov/ . Upon request, the Contracting Officer will make their full text available. Incorporated clauses/provisions are those in effect through Federal Acquisition Circular 2024-05, effective 22 April 2024.

CLAUSES THAT APPLY TO THIS ACQUISITION:

DFARS 252.201-7000 Contracting Officer's Representative FAR 52.203-3 Gratuities FAR 52.203-12 Limitation on Payments to Influence Certain Federal Transactions DFARS 252.203-7000 Requirements Relating to Compensation of Former DoD Officials

DFARS

DFARS

252.203-7002 252.203-7003

Requirement to Inform Employees of Whistleblower Rights Agency Office of The Inspector General

FAR 52.204-13 System for Award Management Maintenance FAR 52.204-18 Commercial and Government Entity Code Maintenance FAR 52.204-21 Basic Safeguarding of Covered Contractor Information Systems DFARS 252.204-7009 Limitations on The Use or Disclosure of Third-Party Contractor Reported Cyber Incident

Information DFARS 252.204-7012 Safeguarding Covered Defense Information and Cyber Incident Reporting DFARS 252.204-7015 Notice of Authorized Disclosure of Information for Litigation Support DFARS 252.204-7018 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services DFARS 252.204-7020 NIST SP 800-171 DoD Assessment Requirements DFARS 252.205-7000 Provision of Information to Cooperative Agreement Holders FAR 52.212-5 Contract Terms & Conditions Required to Implement Statutes or Executive Orders – Commercial

*The following clauses cited under 52.212‐5(a) are applicable to this acquisition:

52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment 52.204-27, Prohibition on a ByteDance Covered Application 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations 52.232-40, Providing Accelerated Payments to Small Business Subcontractors 52.233-3, Protest After Award 52.233-4, Applicable Law for Breach of Contract Claim *The following clauses cited under 52.212‐5(b) are applicable to this acquisition:

52.203-6, Restrictions on Subcontractor Sales to the Government, Alternate I 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards 52.204-30, Federal Acquisition Supply Chain Security Act Orders—Prohibition 52.209-6, Protecting the Government's Interest When Subcontracting with Contractors Debarred 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns http://www.ecfr.gov/

FAR 52.215-21

DFARS

DFARS

DFARS

DFARS

DFARS

DFARS

DFARS

DFARS

FAR

252.223-7008 252.225-7012 252.225-7043 252.225-7056 252.225-7060 252.225-7967

252.225-7976 252.226-7001

52.232-40

52.222-21, Prohibition of Segregated Facilities 52.222-26, Equal Opportunity 52.222-50, Combating Trafficking in Persons, Alternate I 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving 52.225-13, Restrictions on Certain Foreign Purchases 52.229-12, Tax on Certain Foreign Procurements 52.232-33, Payment by Electronic Funds Transfer --System for Award Management

Requirements for Certified Cost or Pricing Data and Data Other Than Certified Cost –Modifications, Alt IV Prohibition of Hexavalent Chromium Preference for Certain Domestic Commodities Anti-terrorism/Force Protection for Defense Contractors Outside the United States Prohibition Regarding Business Operations with the Maduro Regime Prohibition on Certain Procurements from the Xinjiang Uyghur Autonomous Region Prohibition Regarding Russian Fossil Fuel Business Operations (DEVIATION 2024- O0006, Revision 1) Contractor Personnel Performing in Japan (Deviation 2020-O0022) Utilization of Indian Organizations, Indian-Owned Economic Enterprises, And Native Hawaiian Small Business Concerns Providing Accelerated Payments to Small Business Subcontractors

DFARS 252.232-7010 Levies on Contract Payments

DFARS 252.237-7010

FAR 52.242-15

Prohibition on Interrogation of Detainees by Contractor Personnel Stop-Work Order

DFARS 252.243-7002 Requests for Equitable Adjustments DFARS 252.244-7000 Subcontracts for Commercial Items

DFARS 252.247-7023

FAR 52.253-1

Transportation of Supplies by Sea—Basic Computer Generated Forms

ADDITIONAL CLAUSES IN FULL TEXT INFORMATION THAT APPLY TO THIS ACQUISITION:

FAR 52.216-18 Ordering

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from award/effective date through contract expiration.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) A delivery order or task order is considered "issued" when—

(1) If sent by mail (includes transmittal by U.S. mail or private delivery service), the Government deposits the order in the mail;

(2) If sent by fax, the Government transmits the order to the Contractor's fax number; or

(3) If sent electronically, the Government either—

(i) Posts a copy of the delivery order or task order to a Government document access system, and notice is sent to the Contractor; or

(ii) Distributes the delivery order or task order via email to the Contractor's email address.

(d) Orders may be issued by methods other than those enumerated in this clause only if authorized in the contract.

FAR 52.216-19 Order Limitations

FAR 52.216-22 Indefinite Quantity

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause.

The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the “maximum.” The Government shall order at least the quantity of supplies or services designated in the Schedule as the “minimum.”

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after the 360th day after contract ends.

FAR 52.217-8 Option to Extend Services The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 60 days prior to contract expiration.

FAR 52.217-9 Option to Extend the Term of the Contract

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days prior to contract expiration; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 60 months.

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than 315,120.00 JPY, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor-

(1) Any order for a single item in excess of 31,510,900.00 JPY ;

(2) Any order for a combination of items in excess of 78,777,250.00 JPY; or

(3) A series of orders from the same ordering office within 5 days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 10 days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

SP450023R0005

DFARS 252.225-7972 Prohibition on the Procurement of Foreign-Made Unmanned Aircraft Systems (DEVIATION 2020- O0015)

(a) Prohibition. In accordance with section 848 of the National Defense Authorization Act for Fiscal Year 2020, the Contractor shall not provide or use in the performance of this contract—

(1) An unmanned aircraft system (UAS), or any related services or equipment, that—

(i) Is manufactured in the People’s Republic of China or by an entity domiciled in the People’s Republic of China;

(ii) Uses flight controllers, radios, data transmission devices, cameras, or gimbals manufactured in the People’s

Republic of China or by an entity domiciled in the People’s Republic of China;

(iii) Uses a ground control system or operating software developed in the People’s Republic of China or by an entity domiciled in the People’s Republic of China; or

(iv) Uses network connectivity or data storage located in, or administered by an entity domiciled in, the People’s

Republic of China; or

(2) A system for the detection or identification of a UAS, or any related services or equipment, that is manufactured—

(i) In the People’s Republic of China; or

(ii) By an entity domiciled in the People’s Republic of China.

(b) Subcontracts. The Contractor shall insert the substance of this clause, including this paragraph (b), in all subcontracts or other contractual instruments, including subcontracts for the acquisition of commercial items.

FAR 52.252-2 Clauses Incorporated by Reference This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

FAR: https://www.ecfr.gov/ DFARS: https://www.acq.osd.mil/dpap/dars/dfarspgi/current/index.html DLAD: http://www.dla.mil/HQ/Acquisition/Offers/DLAD.aspx

FAR 52.252-6 Authorized Deviations in Clauses

(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR Chapter 1) clause with an authorized deviation is indicated by the addition of “(DEVIATION)” after the date of the clause.

(b) The use in this solicitation or contract of any Defense Federal Acquisition Regulation Supplement (48 CFR Chapter 2) clause with an authorized deviation is indicated by the addition of “(DEVIATION)” after the name of the regulation.

http://www.ecfr.gov/ http://www.acq.osd.mil/dpap/dars/dfarspgi/current/index.html http://www.dla.mil/HQ/Acquisition/Offers/DLAD.aspx

PROVISIONS THAT APPLY TO THIS ACQUISITION:

DFARS 252.203-7005

FAR 52.204-7 FAR

52.204-16 FAR

52.204-24

Representation Relating to Compensation of Former DoD Officials System for Award Management Commercial and Government Entity Code Reporting Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment.

Federal Acquisition Supply Chain Security Act Orders- Representation and Disclosures

DFARS 252.204-7008 Compliance with Safeguarding Covered Defense Information Controls DFARS 252.204-7016 Covered Defense Telecommunications Equipment or Services—Representation DFARS 252.204-7017 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services—

Representation DFARS 252.204-7019 Notice of NIST SP 800-171 DoD Assessment Requirements FAR 52.209-7 Information Regarding Responsibility Matters DFARS 252.215-7008 Only One Offer DFARS 252.215-7010 Requirements for Certified Cost or Pricing Data and Data Other Than Certified Cost or Pricing

Data—Basic

FAR

DFARS

52.222-56 252.225-7050

Certification Regarding Trafficking in Persons Compliance Plan Disclosure of Ownership or Control by the Government of a Country that is a State Sponsor of Terrorism Representation Regarding Business Operations with the Maduro Regime

FAR

DFARS 252.225-7055

DFARS 252.225-7059

DFARS 252.225-7966

52.229-11

Prohibition on Certain Procurements from the Xinjiang Uyghur Autonomous Region- Representation Prohibition Regarding Russian Fossil Fuel Business Operations - Representation (DEVIATION 2024-O0006, Revision 1) Tax on Certain Foreign Procurements—Notice and Representation

DLAD 52.233-9001 Disputes - Agreement to Use Alternative Dispute Resolution DFARS 252.247-7022 Representation of Extent of Transportation by Sea DLAD L06 Agency Protests

ADDITIONAL PROVISIONS IN FULL TEXT INFORMATION THAT APPLY TO THIS ACQUISITION:

DFARS 252.225-7973 Prohibition on the Procurement of Foreign-Made Unmanned Aircraft Systems – Representation

(DEVIATION 2020-O0015)

(a) Prohibition. Section 848 of the National Defense Authorization Act for Fiscal Year 2020 (Pub. L. 116-92) prohibits DoD from using or procuring—

(1) An unmanned aircraft system (UAS), or any related services or equipment, that—

(i) Is manufactured in the People’s Republic of China or by an entity domiciled in the People’s Republic of China;

(ii) Uses flight controllers, radios, data transmission devices, cameras, or gimbals manufactured in the People’s Republic of China or by an entity domiciled in the People’s Republic of China;

(iii) Uses a ground control system or operating software developed in the People’s Republic of China or by an entity domiciled in the People’s Republic of China; or

52.204-29

(iv) Uses network connectivity or data storage located in, or administered by an entity domiciled in, the People’s Republic of China; or

(2) A system for the detection or identification of a UAS, or any related services or equipment, that is manufactured—

(i) In the People’s Republic of China; or

(ii) By an entity domiciled in the People’s Republic of China.

(b) Representations. By submission of its offer, the Offeror represents that it will not provide or use—

(1) A UAS, as described in paragraph (a)(1) of this provision, in the performance of any contract, subcontract, or other contractual instrument resulting from this solicitation; and

(2) A system for the detection or identification of a UAS, as described in paragraph (a)(2) of this provision, in the performance of any contract, subcontract, or other contractual instrument resulting from this solicitation.

FAR 52.252-1 Solicitation Provisions Incorporated by Reference 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/these address(es):

FAR: https://www.ecfr.gov/ DFARS: https://www.acq.osd.mil/dpap/dars/dfarspgi/current/index.html DLAD: http://www.dla.mil/HQ/Acquisition/Offers/DLAD.aspx

FAR 52.252-5 Authorized Deviations in Provisions

(a) The use in this solicitation of any Federal Acquisition Regulation (48 CFR Chapter 1) provision with an authorized deviation is indicated by the addition of “(DEVIATION)” after the date of the provision.

(b) The use in this solicitation of any Defense Federal Acquisition Regulation Supplement (48 CFR Chapter 2) provision with an authorized deviation is indicated by the addition of “(DEVIATION)” after the name of the regulation.

http://www.ecfr.gov/ http://www.acq.osd.mil/dpap/dars/dfarspgi/current/index.html http://www.dla.mil/HQ/Acquisition/Offers/DLAD.aspx