Attachments I-V .pdf

6913G626Q300055 V3262198

TABLE OF CONTENTS (REV #1)

Contract Description: The Contractor shall provide all requirements cited in accordance with the Statement of Work (SOW).

Contract Type: Firm-Fixed Price CLIN 00100 will be fully funded at award.

Solicitation/Contract Structure: In addition to the SF-1449 and its previous two pages, this Request for Quote (RFQ) incorporates ten (10) parts and these are structured as follows:

Attachment I – Statement of Work (SOW)*

Attachment II – Instructions To Offerors (2 pages)

Attachment III – Solicitation Provisions

Attachment IV – FAR Clauses*

Attachment V - Pricing Schedule

Attachment VI – WD 2015-4265 - Sykesville, MD*

Attachment VII – Filed Sampling Plan -GFI*

Attachment VIII – Volpe Standard Operating Procedures (GFI-SOP)*

Attachment IX – Sample Location Photos*

Attachment X – Sample Location GPS field sites in PDF*

*(Note: At award the Purchase Order will incorporate Attachments I, IV, VI,VII, VIII, IX and X)

Attachment I

U.S. Department of Transportation Volpe National Transportation Systems Center

Test Pit and Soil Boring Advancement Phase II Environmental Site Assessment

Royal Electric Yard, Sykesville, Maryland

STATEMENT OF WORK

1.0 INTRODUCTION

Under an Interagency Agreement, the U.S. Department of Transportation John A. Volpe National Transportation Systems Center (Volpe) is providing support to the U.S. Environmental Protection Agency (EPA) Targeted Brownfields Assessments (TBA) Program. As part of this effort, a Phase II Environmental Site Assessment (ESA) that includes a requirement for the advancement of test pits and soil borings will be conducted at the Royal Electric Yard (the Site) located at 7512 Main St, Sykesville, Maryland 21784.

2.0 BACKGROUND

A 2026 Phase I ESA conducted at the Site identified historic automotive junking activities and small, partially buried piles of automotive debris in the northern, wooded portion of the property. It was determined that there is a likely presence of hazardous substances or petroleum products associated with former automotive operations including used oils, brake and hydraulic fluids, gasoline and diesel fuels, mercury switches, asbestos brake parts, refrigerants, metals, batteries, and antifreezes. A Phase II ESA was recommended to determine if these historical activities have impacted the Site.

As part of this Phase II ESA, test pits and soil borings will be collected to assess any impacts from potential contaminants of concern.

The property is an approximately 4.1-acre parcel (Maryland Tax Account Number #05- 072190) located adjacent to Sykesville’s historic main street district. Sykesville is located within Carroll County. Major features at the property include a warehouse, gravel parking lot, and access road in the southern portion, and an unmaintained wooded area in the northern portion. Due to a pending sale of the Site, the primary area of interest is limited to the northern half of the property. The site generally slopes to the south, with the wooded area alternating between relatively flat terraces and steeper slopes. A review of the Natural Resources Conservation Service National Cooperative Soil Survey shows that the Site’s soil primarily consists of silt-loam, loam, and complexes. The area just south of the warehouse is underlain by Glenville-urban land-Udorthents complex, which indicates possible presence of fill.

The Site location and the boundaries of the investigation are included in the Field Sampling Plan, provided as SOW Attachment 1.

3.0 TASKS TO BE PERFORMED

The Contractor must be a Maryland licensed driller and shall conduct all work in accordance with Federal, State and local requirements as well as applicable Volpe Standard Operating Procedures (SOPs, see SOW Attachment 2). Where inconsistencies exist, the Contractor shall follow the most stringent requirement. A schedule for these tasks is provided in Section 4.

3.1 Work Plan

The Contractor shall attend a kickoff meeting with Volpe Center representatives within five (5) business days of the contract award. During the meeting, Contractor tasks and schedules will be discussed. Prior to the meeting, the contractor shall thoroughly review any Government-furnished information provided to them.

Within ten (10) business days of the kickoff meeting, the Contractor shall submit the following in writing to the Volpe Center as part of a brief Work Plan:

1. A description of Contractor’s approach to the tasks as outlined in the following subsections, including the personnel, machinery, and other equipment that is planned to be used. Due to terrain and vegetation conditions at the site, the government prefers that the smallest equipment capable of completing the tasks be used. The Contractor is responsible for the security of equipment staged onsite, if applicable.

2. A proposed schedule of the remaining Contractor tasks as outlined in the following subsections.

3. A description of any required permits needed to perform the work. The Contractor shall be responsible for identifying and obtaining those permits. Copies of the permits shall be submitted to the Volpe Center prior to the start of Site work. If no permits are required, justification for this should be cited.

4. Site Safety and Health Plan, which shall include personnel health and safety precautions to be followed and a Risk Management Plan that identifies major risks and hazards the site and discusses ways to minimize these risks.

The Volpe Center will review the Work Plan within five (5) business days of receipt and submit any necessary revisions before approving. If revisions are needed, a revised Work Plan should be returned to the Volpe Center within five (5 business days) of receiving comments.

3.2 Sample Location Access and Vegetation Clearing

Some sample (test pit or soil boring) locations are in a wooded area where vegetation and uneven terrain need to be navigated. The Contractor shall clear vegetation and be prepared to access all proposed locations for the geophysical survey, test pitting, and/or soil boring activities described in the following tasks. Volpe visited all sample locations in August 2026 to assess vegetation conditions. At some locations, weeds and grasses up to approximately knee-height, fallen logs up 6 to 12 inches in diameter, and overhead vines and branches were encountered. The contractor shall be prepared to clear vegetation to the extent that equipment can access each sample location from the parking lot and that there is sufficient space to operate the equipment. Based on the conditions observed by Volpe at the site, vegetation is anticipated to be able to be removed by suggested methods such as chainsaw, clippers, weed trimmer, mini-excavator, and hand-removal. No removal of established trees or grading is expected to be needed. Cut materials may be left onsite. Photos of the vegetation conditions observed in August 2026 are included as SOW Attachment 3. During this visit, sample locations were marked with GPS (and may vary from the Field Sampling Plan figures). A KMZ file of these field-marked locations is included as SOW Attachment 4.

3.3 Geophysical Survey

The Contractor shall conduct a geophysical survey to identify potential buried debris stemming from historical automotive junking operations at the Site. The geophysical survey shall be completed by a person qualified and experienced in geophysical surveying and shall incorporate the use of appropriate geophysical sensing equipment (e.g., electromagnetic conductivity, ground penetrating radar, and/or magnetometry) to detect potential buried debris and identify its anticipated depth and extent. The survey will be conducted in approximately 25 ft. x 25 ft. areas centered around each of the six proposed test pit areas, which are targeted to areas with observed surface and/or partially buried debris. These areas are subject to relocation based on site conditions.

Within 10 days of completing the survey, the Contractor shall prepare and submit a brief geophysical survey report that shall include a summary of the work performed and equipment used, a description of the findings, a map of surveyed areas and identified anomalies, and photographs of the surveyed areas.

3.4 Utility Clearance

The Contractor shall notify Call-Before-You-Dig (811) services in sufficient time before the commencement of soil boring or test pitting activities. The Contractor shall follow all applicable laws to complete this notification. A copy of the notification ticket shall be submitted to the Volpe Center prior to beginning the following tasks.

In addition to Call-Before-You-Dig notification, the Contractor shall utilize ground penetrating radar and electromagnetic technologies (or equivalent equipment) to verify Call-Before-You-Dig markings and to complete a private utility locate to clear each of the six proposed test pit locations and ten proposed soil boring locations. If obstructions are present that require a proposed test pit or soil boring to be moved, the Volpe Center will work with a Contractor to identify and clear an alternate location.

This task should coincide with the geophysical survey.

The locations of the proposed test pits and soil borings are included in SOW Attachment 4. Utility clearance shall be conducted in accordance with Volpe SOP-002 Site Access and Utility Clearance.

3.5 Test Pitting

The Contractor shall excavate six test pits to identify the extent of potential buried debris. Test pits will be excavated in accordance with Volpe SOP-007 Test Pit Exploration. Test pits will be 3 feet wide by 5 feet long at the bottom and advanced to the bottom of any identified buried debris in order to determine the extent of the debris pile. If no debris is encountered, the test pit will be completed at a depth of 5 feet below ground surface (ft. bgs). Depending on the depth of the test pit, sloping and widening of the top of the excavation may be required to provide safe access for sampling in accordance with OSHA requirements. The Contractor shall place all excavated material onto plastic sheeting. The Contractor must provide and dispose of the plastic sheeting. Ordinary investigation derived waste generated by Volpe such as gloves and paper towels will be managed and disposed by Volpe.

Once completed, the Volpe Center will record test pit measurements and observations and collect environmental samples from a safe location within the test pit.

The Contractor shall return excavated material back to the test pit from which it originated, compacting the area as it is backfilled. No imported backfill material is anticipated. Excavated materials determined by the Volpe Center to be potentially hazardous debris or grossly contaminated soil will not be placed back into the pit; they will be segregated and placed into drums as described in Task 3.7. Bare soil from the extent of the test pit shall be covered in seed and straw (or equivalent) to mitigate erosion.

4.0 Soil Boring Advancement

The Contractor shall advance soil borings at 10 locations with 2-inch cores to a depth of 10 ft. bgs or to the top of the water table (whichever is shallower) unless refusal is encountered. If refusal that is not believed to be bedrock is encountered or if insufficient sampling material volume is recovered, a second attempt will be made to advance an offset boring. The borings will be drilled in accordance with Volpe SOP-010 Direct Push Technique Drilling.

As soil borings are advanced, the Contractor shall lay plastic soil sleeves out for logging, volatile screening, and sampling by Volpe personnel.

Completed borings shall be backfilled by the Contractor to surface grade using remaining drill cuttings from that borehole and additional clean sand or similar material as needed. Any drill cuttings determined by the Volpe Center to be grossly contaminated will not be placed back into the boring; they will be placed into drums as described in Task 3.7. The Contractor shall dispose of the plastic sleeves. Ordinary investigation derived waste generated by Volpe such as gloves and paper towels will be managed and disposed by Volpe.

4.1 Drums for Disposal of Grossly Contaminated Soil

The Contractor shall have three (3) 55-gallon, open head steel drums and blank labels made available for disposing of grossly contaminated soil or potentially hazardous excavated materials. The Volpe Center shall make this determination based on visual, olfactory, or volatile screening results.

The Contractor shall place grossly contaminated soil or potentially hazardous excavated materials into the drums, seal the drums, and stage them in an area of the Site designated by the Volpe Center.

The Contractor will not be responsible for handling, labeling, or disposing these drums once they are closed and staged. The Volpe Center will conduct any further characterization and disposal of the drums as needed.

Empty, unused drums shall be removed from the Site by the Contractor at the end of onsite activities.

5.0 SCHEDULE

The Contractor shall prepare a schedule for completing the above-described tasks in this SOW and shall include it with their technical proposal. The period of performance for this effort shall be from date of award to December 31, 2026. Approximate work hours are from 8:00 a.m. to 4:30 p.m. Monday through Friday. There is to be no work on the weekends, Government holidays, or outside of set work hours unless approved and coordinated with the Volpe Center COR. Schedule delays or impacts stemming from inclement or extreme weather will be evaluated as needed.

6.0 DELIVERABLES

The Contractor shall prepare the following required deliverables in the quantities described in Table 1 below:

Table 1 - Deliverable Schedule and Details

Deliverable Name Format # Copies

Date Due

Draft Work Plan including permitting and schedule details

Electronic 1 10 business days after kickoff meeting with Volpe

Final Work Plan Electronic 1 5 business days after receiving comments, if any, from Volpe

Call-Before-You-Dig Notification Ticket

Electronic 1 Prior to test pitting and soil boring activities

Geophysical Survey Report Electronic 1 10 business days after completion of the survey

7.0 TRAVEL

Contractor travel may be required in execution of contract tasks. All travel costs shall be built in and included in the pricing of line items for which travel may be required and in total fixed price amount.

8.0 PROJECT COORDINATION AND SITE ACCESS

The Contractor shall coordinate all activities and access through the COR & the alternative point of contact. Contact with facility personnel and the property manager shall be coordinated through the COR with assistance from the Volpe site support team.

9.0 TECHNICAL POINT OF CONTACT & SITE SUPPORT

9.1 Volpe Site Support team:

Contracting Officers Representative (COR):

Michelle Heimgartner Senior Environmental Engineer USDOT/Volpe Center/V326 220 Binney Street Cambridge, MA 02142 Tel: (617) 494- Cell: (857) 500- Email:

10.0 Government Furnished Information (GFI)

1. Attachment VII - Field Sampling Plan

2. Attachment VIII -Volpe Standard Operating Procedures

3. Attachment IX - Sample Location Photos

4. Attachment X - Sample Location Waypoints marked from the field in August 2026

Attachment II

INSTRUCTIONS, CONDITIONS, REPRESENTATIONS AND NOTICE TO OFFERORS

(This section of the solicitation will not be part of the purchase order award)

1.0 FAR 52.252-1, Solicitation Provisions Incorporated by Reference (FEB 1998)

This solicitation incorporates one or more solicitation provisions by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at these locations:

FAR: https://www.acquisition.gov/?q=browsefar TAR: https://www.transportation.gov/administrations/assistant-secretary-administration/transportation-acquisition-regulation-tar

The following addenda to FAR provisions are provided in full text:

1.1 FAR 52.212-1 Instructions to Offeror –Commercial Products and Commercial Items SEP

Addendum paragraph (b)(1)(12):

The Government will not pay any costs for the preparation of responses to this Request for Quote (RFQ). Failure to comply with the RFQ instructions may render a quote to be non- responsive.

Proposals shall adhere to the following:

1. Proposal must be received via email sent to roland.regan@dot.gov by the closing date/time in order to be considered. In the rare event that the Internet is down or inaccessible, the Offeror shall immediately notify the Contracting Officer prior to the RFQ closing date and time to make arrangements for acceptance by other means. Failure notifying the Contracting Officer of internet inaccessibility prior to solicitation closing will automatically deem a proposal as late.

2. Quotation must be marked with Solicitation Number 6913G626Q300055.

3. The time of receipt of quotation (with completed pricing schedule and cost backup, and technical narration) is no later than September 22, 2026 at 1:00 PM Eastern Time. The quotations must be submitted by email to: roland.regan@dot.gov

4. Questions regarding this RFQ should be submitted via email to roland.regan@dot.gov on or before September 15, 2026 at 1:00 PM Eastern Time. The Contracting Officer will provide a response to all questions asked before this date. Questions may submitted after this date and time but the Contracting Officer does not guarantee a response will be provided.

https://www.acquisition.gov/?q=browsefar https://www.transportation.gov/administrations/assistant-secretary-administration/transportation-acquisition-regulation-tar https://www.transportation.gov/administrations/assistant-secretary-administration/transportation-acquisition-regulation-tar https://www.transportation.gov/administrations/assistant-secretary-administration/transportation-acquisition-regulation-tar mailto:roland.regan@dot.gov mailto:roland.regan@dot.gov mailto:roland.regan@dot.gov

Basis for Award – Quote/Proposal Format

The Offeror’s proposal must include the following along with the completed SF-1449 and the other elements as described in this provision:

1. Pricing Backup: The Offeror’s firm fixed price (FFP) proposal must for the period of performance (POP) include a price for the labor and equipment charges for CLIN 00100. In addition, prices for any additional costs anticipated to be incurred including laboratory analysis, survey, other equipment rentals, permits, etc., shall be included and detailed in the quote.

2. The all-inclusive price should include a clear explanation of the work-plan, and understanding of SOW of on-site issues, sampling, drilling, testing, etc..

3. Offeror shall be registered and in good standing in SAM to be eligible for an award.

Offeror shall provide its UEI on the cover of its quote.

4. Basis for award in descending order of importance:

• Prices (cost buildup)

• Schedule

• Technical explanation of this work (2-page narrative for CLIN 00100 demonstrating understanding, competence and efficiencies of the requirement.

Attachments III RFQ Terms and Conditions

PROVISIONS

(Attachment III will be removed at award)

Far Provisions Incorporated by Full Text

52.252-1 Solicitation Provisions Incorporated by Reference. (FEB 1998)

This solicitation incorporates one or more solicitation provisions by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at this/these address(es):

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

• https://www.acquisition.gov/tar/part-1252%E2%80%94solicitation-provisions-and-c-ontract-clauses

(End of provision)

52.252-5 Authorized Deviations in Provisions (NOV 2020)

(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 Transportation Acquisition Regulations (48 CFR Chapter 12) provision with an authorized deviation is indicated by the addition of "(DEVIATION)" after the name of the regulation.

(End of provision)

Instructions to Offerors—Commercial Products and Commercial Services (DEVIATION SEP 2025) (This provision may be tailored to reflect customary commercial practice, except for the paragraph on Debriefings, which is required by statute.)

(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;

https://www.acquisition.gov/far-overhaul/far-part-deviation-guide https://www.acquisition.gov/tar/part-1252%E2%80%94solicitation-provisions-and-c-ontract-clauses https://www.acquisition.gov/tar/part-1252%E2%80%94solicitation-provisions-and-c-ontract-clauses

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

(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 post award 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. (DEVIATION SEP 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:

(b) This resulting order will be awarded to the vendor that can provide the services that represent the best value to the Government. Best Value includes possessing the required certifications to complete the requirement.

The Government will make award to the responsible vendor whose submission conforms with the solicitation terms and conditions and represents the “Best Value” to the Government. Therefore, “best value” award will be made with an acceptable technical proposal with the lowest price.

(c) 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).

(d) 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)

FAR Provisions Incorporated by Reference

Number Title Date

52.203-11 Certification and Disclosure Regarding Payments to Influence Certain Federal Transactions

(SEP 2024)

52.204-7 System for Award Management—Registration (SEP 2025) 52.204-7 Alt I

System for Award Management—Registration, with Alternate I

(SEP 2025)

52.232-23 Assignment of Claims (MAY 2024) 52.222-18 Certification Regarding Knowledge of Child Labor for Listed

End Products

(FEB 2021)

52.222-48 Exemption from Application of the Service Contract Labor Standards for Maintenance, Calibration, or Repair of Certain Equipment–Certification

(OCT 2025)

52.226-8 Encouraging Contractor Policies to Ban Text Messaging While Driving

(MAY 2024)

52.229-11 Tax on Certain Foreign Procurements—Notice and Representation (DEVIATION AUG 2025)

(AUG 2025)

52.240-90 Security Prohibitions and Exclusions Representations and Certifications (DEVIATION SEP 2023)

(SEP 2023)

TAR CLAUSES INCORPORATED BY REFERENCE

TAR Provisions Incorporated 1252.123-4 Add TAR provisions as applicable

1252.209-70 Organizational and Consultant Conflicts of Interest (NOV 2022) 1252.223-73 Seat Belt Use Policies and Programs (NOV 2022) 1252.232-70 Electronic Submission of Payment Requests (DEVIATION

AUG 2025)

(AUG 2025)

1252.239-72 Compliance with Safeguarding DOT Sensitive Data Controls (NOV 2022) 1252.239-74 Safeguarding DOT Sensitive Data and Cyber Incident

Reporting

(NOV 2022)

1252.239-92 Information and Communication technology Accessibility Notice

(NOV 2022)

1252.239-93 Information and Communication technology Accessibility (NOV 2022)

ATTACHMENT IV

FAR CLAUSES

FAR Clauses Incorporated by Full Text

52.252-2 Clauses Incorporated by Reference (FEB 1998)

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):

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

• https://www.acquisition.gov/tar/part-1252%E2%80%94solicitation-provisions-and-c-ontract-clauses (End of clause)

52.252-6 Authorized Deviations in Clauses (NOV 2020)

(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 Transportation Acquisition Regulations (48 CFR Chapter 12) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the name of the regulation.

(End of clause)

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

(DEVIATION SEP 2025)

(Full text is recommended; May be tailored to reflect customary commercial practice, with the exception of the following paragraphs that implement statute: Assignments, Disputes, Payment, Invoice, Compliance with laws unique to Government contracts, Unauthorized obligations, and Comptroller General examination of records.)

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

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

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

(b) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The https://www.acquisition.gov/far-overhaul/far-part-deviation-guide https://www.acquisition.gov/tar/part-1252%E2%80%94solicitation-provisions-and-c-ontract-clauses

Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post acceptance rights—

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

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

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

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence. Examples of occurrences include acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. When an excusable delay occurs, the Contractor shall—

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

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

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

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

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

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

(i) Payment-

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

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

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

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

i. Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

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

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

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

(D) Contractor point of contact; and

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

(5) Interest.

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

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

iii. Final decisions. The Contracting Officer will issue a final decision as required by FAR part 33 if–

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

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because http://uscode.house.gov/view.xhtml?req=granuleid%3AUSC-prelim-title31-section3903&num=0&edition=prelim the Contractor has requested an installment payment agreement;

or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see FAR part 32).

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

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

(A) The date fixed under this contract.

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

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

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

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

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

vii. The interest charge made under this clause may be reduced under the procedures for interest credits prescribed in FAR part 32 in effect on the date of this contract.

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

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

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

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

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

Contractor’s records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

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

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

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

(p) Limitation of liability. Except as otherwise provided by an express warranty, the

Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 49 U.S.C. 40118, Government-financed air transportation; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services;

(2) The Disputes, Payments, Invoice, Compliance with Laws Unique to Government

Contracts, and Unauthorized Obligations paragraphs of this clause;

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

(4) Addenda to this solicitation or contract;

(5) Solicitation provisions incorporated in the solicitation;

(6) Other paragraphs of this clause;

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

(8) The specification.

(s) Unauthorized obligations.

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

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

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

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

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

(t) Comptroller General examination of record.

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

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

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

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

(End of clause)

TAR Clauses Incorporated by Full Text

1252.232-70 Electronic Submission of Payment Requests (NOV 2022) (DEVIATION AUG 2025)

(a) Definitions. As used in this clause—

(1) Contract financing payment has the meaning given in FAR 32.001.

(2) Payment request means a bill, voucher, invoice, or request for contract financing payment or invoice payment with associated supporting documentation. The payment request must comply with the requirements identified in FAR 32.905(b), “Content of Invoices,” this clause, and the applicable Payment clause included in this contract.

(3) Electronic form means an automated system transmitting information electronically according to the accepted electronic data transmission methods and formats identified in paragraph (c) of this clause. Facsimile, email, and scanned documents are not acceptable electronic forms for submission of payment requests.

(4) Invoice payment has the meaning given in FAR 32.001.

(b) Electronic payment requests. Except as provided in paragraph (e) of this clause, the contractor shall submit payment requests in electronic form. Purchases paid with a Governmentwide commercial purchase card are considered to be an electronic transaction for purposes of this rule, and therefore no additional electronic invoice submission is required.

(c) Processing system. The Department of Transportation utilizes the DELPHI system for processing invoices. The DELPHI module for submitting invoices is called iSupplier. Access to DELPHI is granted with electronic authentication of credentials (name & valid email address) utilizing the GSA credentialing platform login.gov. Vendors submitting invoices are required to submit invoices via iSupplier (DELPHI) and authenticated via www.login.gov.

(d) Invoice requirements. To receive payment and in accordance with the Prompt Payment Act, all invoices submitted as attachments in iSupplier (DELPHI) shall contain the following:

(1) Invoice number and invoice date.

(2) Period of performance covered by invoice.

(3) Contract number and title.

(4) Task/Delivery Order number and title (if applicable).

(5) Amount billed (by CLIN), current and cumulative.

(6) Total ($) of billing.

(7) Cumulative total billed for all contract work to date.

(8) Name, title, phone number, and mailing address of person to be contacted in the event of a defective invoice.

http://www.login.gov/

(9) Travel. If the contract includes allowances for travel, all invoices which include charges pertaining to travel expenses will catalog a breakdown of reimbursable expenses with the appropriate receipts to substantiate the travel expenses.

(10) (TAR Class Deviation 2025-02_A1)The following statement “The Contractor certifies that, by submitting this invoice to the Government, the supplies and/or services billed have been shipped, rendered, or delivered in accordance with instructions issued by the ordering officer; that they are reflected in the quantities and/or period of performance stated on the invoice; and that such supplies and/or services conform to the quantity and quality requirements specified in the applicable contract, order, or blanket purchase agreement.

Furthermore, pursuant to Executive Order 14173, Ending Illegal Discrimination And Restoring Merit-Based Opportunity, the Contractor certifies that it is in compliance with the Equal Protection principles of the Constitution and all applicable Federal anti-discrimination laws, and acknowledges that such compliance is material to the Government’s payment decision under the False Claims Act (31 U.S.C. § 3729(b)(4)).

The Contractor also affirms that it does not operate any diversity, equity, and inclusion (DEI) initiatives that are inconsistent with the Equal Protection principles of the Constitution and the non-discrimination requirements of Federal law, as interpreted by the Supreme Court in Students for Fair Admissions v. Harvard, 600 U.S. 181 (2023).”

(e) Payment system registration. All persons accessing the iSupplier (DELPHI) will be required to have their own unique user ID and password and be credentialed through login.gov.

(1) Electronic authentication. See www.login.gov for instructions.

(2) To create a www.login.gov account, the user will need a valid email address and a working phone number. The user will create a password and then www.login.gov will reply with an email confirming the email address.

(3) iSupplier (DELPHI) registration instructions: New users should navigate to:

http://einvoice.esc.gov to establish an account. Users are required to log in to iSupplier (DELPHI) every 45 days to keep it active.

(4) Training on DELPHI. To facilitate use of DELPHI, comprehensive user information is available at http://einvoice.esc.gov.

(5) Account Management. Vendors are responsible to contact their assigned COR when their firm's points of contacts will no longer be submitting invoices, so they can be removed from the system.

(f) Waivers. For contractors/vendors who are unable to utilize DOT's DELPHI system, waivers may be considered by DOT on a case-by-case basis. Vendors should contact their Contracting Officer's Representative (COR) for procedures.

(g) Exceptions and alternate payment procedures. If, based on one of the circumstances set forth in 1232.7002(a) or (b), and the contracting officer directs that payment…