B01 63NLRB20D0002_0_US.pdf

AWARD/CONTRACT 1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

RATING PAGE OF PAGES

2. CONTRACT (Proc. Inst. Indent.) NO. 3. EFFECTIVE DATE 4. REQUISITION/PURCHASE REQUEST/PROJECT NO.

6. ADMINISTERED BY (If other than Item 5) CODE5. ISSUED BY CODE

FACILITY CODE

7. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and ZIP Code)

CODE

8. DELIVERY

FOB ORIGIN OTHER (See below)

9. DISCOUNT FOR PROMPT PAYMENT

10. SUBMIT INVOICES

(4 copies unless otherwise specified) TO THE

ADDRESS SHOWN IN

ITEM

14. ACCOUNTING AND APPROPRIATION DATA

11. SHIP TO/MARK FOR CODE 12. PAYMENT WILL BE MADE BY CODE

13. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION:

10 U.S.C. 2304(c) ( ) 41 U.S.C. 253(c) ( )

15A. ITEM NO. 15B. SUPPLIES/SERVICES 15C. QUANTITY 15D.UNIT 15E. UNIT PRICE 15F. AMOUNT

15G. TOTAL AMOUNT OF CONTRACT $

16. TABLE OF CONTENTS

(X) SEC. DESCRIPTION PAGE(S) (X) SEC. DESCRIPTION PAGE(S)

PART I - THE SCHEDULE PART II - CONTRACT CLAUSES

SOLICITATION/CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/COSTS

DESCRIPTION/SPECS./WORK STATEMENT

PACKAGING AND MARKING

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

CONTRACT ADMINISTRATION DATA

SPECIAL CONTRACT REQUIREMENTS

CONTRACT CLAUSES

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACH.

J LIST OF ATTACHMENTS

PART IV - REPRESENTATIONS AND INSTRUCTIONS

K REPRESENTATIONS, CERTIFICATIONS AND OTHER

STATEMENTS OF OFFERORS

A

B

C

D

E

F

G

H

L

M

INSTRS., CONDS., AND NOTICES TO OFFERORS

EVALUATION FACTORS FOR AWARD

I

CONTRACTING OFFICER WILL COMPLETE ITEM 17 OR 18 AS APPLICABLE

17. CONTRACTOR'S NEGOTIATED AGREEMENT (Contractor is required to sign this document and return copies to issuing office.) Contractor agrees to furnish and deliver all items or perform all the services set forth or otherwise identified above and on any continuation sheets for the consideration stated herein. The rights and obligations of the parties to this contract shall be subject to and governed by the following documents: (a) this award/contract, (b) the solicitation, if any, and (c) such provisions, representations, certifications, and specifications, as are attached or incorporated by reference herein. (Attachments are listed herein.)

19A. NAME AND TITLE OF SIGNER (Type or Print)

19B. NAME OF CONTRACTOR 19C. DATE SIGNED

(Signature of person authorized to sign)

BY

20A. NAME OF CONTRACTING OFFICER

20B. UNITED STATES OF AMERICA 20C. DATE SIGNED

(Signature of Contracting Officer)

BY

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition is usable

STANDARD FORM 26 (REV. 4/2008)

Prescribed by GSA - FAR (48 CFR) 53.214(a)

SEALED-BID AWARD (Contractor is not required to sign this document.) 18.

Your bid on Solicitation Number including the additions or changes made by you which additions or changes are set forth in full above, is hereby accepted as to the terms listed above and on any continuation sheets.

This award consummates the contract which consists of the following documents: (a) the Government's solicitation and your bid, and (b) this award/contract. No further contractual document is necessary. (Block 18 should be checked only when awarding a sealed-bid contract.)

TABLE OF CONTENTS:

1. Section II: Continuation of SF26……………………………………………………………………………...3

2. Section B – Supplies or Services & Prices or Costs……………………………………………………...6

3. Section D – Packaging and Marking………………………………………………………………………..10

4. Section E – Inspection and Acceptance…………………………………………………………………...11

5. Section F – Deliveries or Performance……………………………………………………………………..12

6. Section G – Contract Administration Data………………………………………………………………...13

7. Section H – Special Contract Requirements………………………………………………………………15

8. Section I – Contract Clauses…………………………………………………………………………………22

9. Section J – Attachments……………………………………………………………………………………...35

Section II: Continuation of SF26

Item Number

Base Item Number

Supplies/Services Quantity Unit

0001 BASE: Provide IT Equipment - Hardware/Software in accordance with the Statement of Work.

Contract Type:Firm Fixed Price Unit Price $0.00

Extended Price $0.00

Description:

Purchase Requisitions

IDC Type:

FSC Codes:

NAICS Code:

Not Applicable

7035 ADP SUPPORT EQUIPMENT

541519 OTHER COMPUTED RELATED SERVICES

Item Number

Base Item Number

Supplies/Services Quantity Unit

0002 0001 OPTION 1: Provide IT Equipment - Hardware/Software in accordance with the Statement of Work.

Contract Type:Firm Fixed Price Unit Price $0.00

Extended Price $0.00

Description:

Purchase Requisitions

Option:

Option Time Date:

Option Time Duration:

Option Time Units:

IDC Type:

FSC Codes:

NAICS Code:

7/1/21 Days Not Applicable

7035 ADP SUPPORT EQUIPMENT

541519 OTHER COMPUTED RELATED SERVICES

Item Number

Base Item Number

Supplies/Services Quantity Unit

0003 0001 OPTION YEAR 2: Provide IT Equipment - Hardware/Software in accordance with the Statement of

Work.

Contract Type:Firm Fixed Price Unit Price $0.00

Extended Price $0.00

Description:

Purchase Requisitions

Option:

Option Time Date:

Option Time Duration:

Option Time Units:

IDC Type:

FSC Codes:

NAICS Code:

7/1/22 Days Not Applicable

7035 ADP SUPPORT EQUIPMENT

541519 OTHER COMPUTED RELATED SERVICES

Item Number

Base Item Number

Supplies/Services Quantity Unit

0004 0001 OPTION 3: Provide IT Equipment - Hardware/Software in accordance with the Statement of Work.

Contract Type:Firm Fixed Price Unit Price $0.00

Extended Price $0.00

Description:

Purchase Requisitions

Option:

Option Time Date:

Option Time Duration:

Option Time Units:

IDC Type:

FSC Codes:

NAICS Code:

7/1/23 Days Not Applicable

7035 ADP SUPPORT EQUIPMENT

541519 OTHER COMPUTED RELATED SERVICES

Item Number

Base Item Number

Supplies/Services Quantity Unit

0005 0001 OPTION 4: Provide IT Equipment - Hardware/Software in accordance with the Statement of Work.

Contract Type:Firm Fixed Price Unit Price $0.00

Extended Price $0.00

Description:

Purchase Requisitions

Option:

Option Time Date:

Option Time Duration:

Option Time Units:

IDC Type:

FSC Codes:

NAICS Code:

7/1/24 Days Not Applicable

7035 ADP SUPPORT EQUIPMENT

541519 OTHER COMPUTED RELATED SERVICES

IDC Constraints - Contract Contract Minimum/Maximum Quantity and Value:

Minimum Guarantee % Amt Minimum Guarantee Amt Maximum Ceiling Amt $1.00 $10,000,000.00

IDC Constraints - Line Item Delivery Task/Order Minimum/Maximum Line Item Quantity and Amount:

Line Item Minimum Quantity Minimum Amount Maximum Quantity Maximum Amount

0001 $1.00 $10,000,000.00

0002 $1.00 $10,000,000.00

0003 $1.00 $10,000,000.00

0004 $1.00 $10,000,000.00

0005 $1.00 $10,000,000.00

ID/IQ IT Products

Section B – SUPPLIES OR SERVICES & PRICES OR COSTS

B.1 Type of Contract

This is a multiple Firm- Fixed Price, Indefinite-Delivery Indefinite Quantity (ID/IQ) type contract.

IDIQ MINIMUM: The Contract minimum dollar amount is established at $1.00 per awardee.

IDIQ MAXIMUM: The contract maximum dollar amount is established at $10,000,000.00. The contract maximum is for all orders under the multiple award IDIQ including all option periods. The maximum aggregate dollar value of all task orders issued under this contract cannot exceed the contract ceiling.

B.2 Prices

IDIQ Pricing: IDIQ Prices for various Hardware/Software IT Equipment to be used under this contract are included in the attached Pricing Sheet; however, other equipment may be identified, and if approved, added to the contract if applicable and necessary to perform work under a specific task order.

Task 1 – NLRB 20-0001 Lenovo Laptops

CLIN Hardware / Item

Number Description QTY Unit of

Measure Unit Price

TOTAL

PRICE

001 20NYCTO1WW ThinkPad T490 TAA, 14", i7, 256gb, 32GB DDR4 2400 MHz Onboard, smartcard reader, 3 yr warranty Lenovo

37 ea

002 40AH0135US Pro Docking Station for ThinkPad Lenovo Features and Options

37 ea

003 20NYCTO1WW OPTION 1: ThinkPad T490 TAA,- 14", i5 Lenovo

1,000 NTE

20NYCTO1WW OPTION 2: ThinkPad T490 TAA,- 14", i7, 256gb, smartcard reader, 16GB (8x16Gbx16) DDR4 2400 - 3 year warranty Lenovo

1,000 NTE

005 20NYCTO1WW Option 3: ThinkPad T490 TAA, 14", i7, 256gb, 32GB DDR4 2400 MHz Onboard, smartcard reader, 3 yr warranty Lenovo

1,000 NTE

006 40AH0135US Option 4: Pro Docking Station for ThinkPad Lenovo Features and Options

1,000 NTE

TOTAL PRICE:

B.3 Ordering Instructions

The following is the process for the use of the National Labor Relations Board (NLRB) to place delivery orders:

B.3.1 Authorized Individuals to Purchase under Contract

NLRB Contracting Officers, acting within the scope of their delegated procurement authority, are authorized to place orders against this contract.

B.3.2 Authorized Users for Purposes of Conducting Market Research or Refining Requirements

All employees of the NLRB are authorized and may use the contractors for purposes of conducting market research or refining requirements for IT products.

B.3.3 Method of Acquisition

The requirements will be fulfilled using the Simplified Acquisition procedures, Part 13 of the FAR to the maximum extent possible.

B.3.4 Purchase Card Orders

Contractors are authorized to accept Government purchase cards from authorized Contracting Officers, and or authorized purchase cardholders. Purchase card limits are based on the individual’s limits.

B.3.5 Section 508 Compliant

In accordance with Section 508 of the Rehabilitation Act, the NLRB requires that all electronic technology delivered under the contract comply with the applicable Electronic Information Technology (EIT) accessibility standards issued by the Architectural and Transportation Barriers Compliance Board set forth at 36 CFR Part 1194. For additional information, the official Government Web page is www.Section508.gov.

B.3.6 Basis for Award Selection

(a) The NLRB will utilize the “lowest price technically acceptable” method for source selection. The NLRB may also utilize the “best value” approach to determine the awardee for quotes. This means that the NLRB will award the delivery order to the quote to the most responsible offeror whose offer conforming to the RFQ requirement will be the most advantageous, representing the best value to the Government, price and other factors considered.

(b) All ID/IQ orders are generally competed among the ID/IQ vendors using simplified acquisition procedures. However, the NLRB reserves the right to compete individual requirements, with the selected socio-economic preferences i.e., HUBZone or Service Disabled Veteran-owned businesses, to further NLRB’s socio-economic goals.

B.3.7 Placing the Order with the Awardee

The NLRB Contracting Officer may elect to place the order with the Government Purchase Card; or may issue the Awardee a delivery order for the requirement using Option Form 347 – Order for Supplies or Services.

B.3.9 Contractor Responsibilities

Receipt of an order – Upon receipt of a delivery order, the Contractor shall review the order to determine the order has all the required information for delivery. For questions concerning the particular order, call the listed Contracting Officer on the order.

B.3.10 Warranty

The Contractor shall extend all warranties to be identical to those offered to the general public in customary commercial practices. The Contractor may at its discretion, offer as separately priced, extended warranties for warranty coverage beyond the minimum OEM warranty period, and may offer terms including decreased (faster) response times and on-call, on-site support.

http://www.section508.gov/

Section C – DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

Attachment 1

SECTION D - PACKAGING AND MARKING

Any packaging or marking requirements shall be in accordance with best commercial practices. See below.

D.1 Packaging for Domestic Shipment

(a) All items are to be packed for domestic shipment to comply with standards and practices of the industry to ensure safe delivery without marks, scratches, dents or other damages. This packaging shall be such that shock and vibration incidental to shipping and handling will not affect the characteristics or factory settings of the components so as to ensure that field performance will be within specification tolerances after assembly and final adjustment.

(b) Material shall be packed for shipment in such a manner that will ensure acceptance by common carriers and safe delivery at destination. Containers and closures shall comply with the Interstate Commerce Commission regulations, Uniform Freight Classification Rules, or regulations of other carriers as applicable to the mode of transportation.

(c) Deliverables, reports and manuals may also be required to be submitted electronically at no additional cost to the Government.

D.2 Marking Requirements

The Contractor shall mark and/or label all shipping containers holding products/deliverables being returned or delivered to the NLRB to show the Contractor’s name, contract number, delivery order number, and a brief description of the contents.

D.3 Shipping Address

Unless otherwise noted on the corresponding delivery orders, all equipment shall be shipped directly to the NLRB’s Office of the Chief Information Officer:

NLRB/OCIO

1015 Half St, SE – 3rd Floor Washington, DC 20005

SECTION E - INSPECTION AND ACCEPTANCE

E.1 52.252-2 Clause 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):

http://www.arnet.gov/far/index.html

52.246-4 INSPECTION OF SERVICES – FIXED PRICE AUG 1996

E.2 Inspection and Acceptance

(a) A duly authorized representative of the NLRB will perform a formal inspection and acceptance of ordered items to be provided under the corresponding delivery orders.

(b) All IT products procured under the contract shall arrive in good operating condition. In the event that a piece of hardware, software, etc. arrives at the NLRB or at the end user’s premises in obviously damaged condition, the item will be rejected.

http://www.arnet.gov/far/index.html

SECTION F - DELIVERIES OR PERFORMANCE

F.1 52.252-2 Clause 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):

http://www.arnet.gov/far/index.html

52.242-15 STOP-WORK ORDER AUG 1989

F.2 Period of Performance

(a) The effective period of this contract, excluding options, shall be from the July 1, 2020 through June 30, 2021. If an option is exercised, the period of performance shall be extended through the end of that option period.

(b) The option periods that may be exercised are as follows:

Period Start Date End Date

Option 1 July 1, 2021 June 30, 2022 Option 2 July 1, 2022 June 30, 2023 Option 3 July 1, 2023 June 30, 2024 Option 4 July 1, 2024 June 30, 2025 http://www.arnet.gov/far/index.html

SECTION G - CONTRACT ADMINISTRATION DATA

G.1 Contracting Officer

The Contracting Officer is the only person authorized to make or approve any changes in any of the requirements of this contract, and notwithstanding any provisions contained elsewhere in this agreement, the said authority remains solely in the Contracting Officer. In the event the Contractor makes any changes at the direction of any person other than the Contracting Officer, the change will be considered to have been made without authority and no adjustment will be made to contract pricing to cover any increase in costs incurred as a result.

G.2 Contracting Officer’s Representative (COR)

The Contracting Officer’s Representative is responsible for the technical aspects of the project and is the technical liaison with the contractor. The COR is also responsible for the final inspection and acceptance of all reports and such other responsibilities as may be specified in the contract.

The COR is not authorized to make any commitments or otherwise obligate the Government or authorize any changes that affect the delivery order price, terms, or conditions. Any Contractor request for changes shall be referred to the Contracting Officer directly or through the COR. No such changes shall be made without the expressed prior authorization of the Contracting Officer.

An alternative COR may be named by the Contracting Officer, in the absence of the COR.

G.3 Invoices

(1) The Contractor shall only invoice for services rendered and deliverables furnished.

For services performed for the NLRB, invoices shall be submitted through the Invoice Processing Platform (IPP) unless the invoice is to be paid via Government Purchase Card. Invoices for purchase card orders should be sent to the purchase cardholder with a copy to the COR and Contracting Officer

(2) An individual invoice shall be provided for each executed delivery order. To constitute a proper invoice, each invoice must include the following information or attached documentation:

a. Name of Contractor, invoice number and invoice date;

b. DUNS or DUNS+4

c. Contract Number;

d. Description, price, and quantity of each CLIN;

e. Payment terms;

f. Name, title, phone number, and complete mailing address of responsible official to whom correspondence may be sent, if necessary.

(3) If items are rejected for failure to conform to contract requirements, the provisions in Clause 52.232-25, Prompt Payment, will apply to the acceptance of replacement items.

G.4 IPP-001 Electronic Invoicing and Payment Requirements – Invoice Processing Platform (IPP)

Payment requests must be submitted electronically through the U.S. Department of the Treasury’s Invoice Processing Platform (IPP) system using the “Bill to Agency” of Interior Business Center – FMD.

“Payment request” means any request for contract financing payment or invoice payment by the Contractor. To constitute a proper invoice, the payment request must comply with the requirements identified in the applicable Prompt Payment clause included in the contract, or the clause 52.212-4, Contract Terms and Conditions – Commercial items included in commercial item contracts. The IPP website address is:

https://www.ipp.gov.

The Contractor must use the IPP website to register, access and use IPP for submitting requests for payment. The Contractor Government Business Point of Contact (as listed in SAM) will receive enrollment instructions via email from the Federal Reserve prior to the contract award date, but no more than 3 – 5 business days of the contract award date.

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

If the Contractor is unable to comply with the requirement to use IPP for submitting invoices for payment, the Contractor must submit a waiver request in writing to the Contracting Officer with its proposal or quotation.

(End of Clause)

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H.1 52.216-8 Ordering (Jun 2011)

(a) The Government shall pay the Contractor for performing this contract the fixed fee specified in the Schedule.

(b) Payment of the fixed fee shall be made as specified in the Schedule; provided that the Contracting Officer withholds a reserve not to exceed 15 percent of the total fixed fee or $100,000, whichever is less, to protect the Government’s interest. The Contracting Officer shall release 75 percent of all fee withholds under this contract after receipt of an adequate certified final indirect cost rate proposal covering the year of physical completion of this contract, provided the Contractor has satisfied all other contract terms and conditions, including the submission of the final patent and royalty reports, and is not delinquent in submitting final vouchers on prior years’ settlements. The Contracting Officer may release up to 90 percent of the fee withholds under this contract based on the Contractor’s past performance related to the submission and settlement of final indirect cost rate proposals.

(End of Clause)

H.2 Purchase Card Orders

When placing an order via a purchase card, the following procedures shall be utilized:

(a) The purchase cardholder shall contact the Contractor to order items via a NLRB purchase card.

(b) The purchase cardholder shall provide the Contractor with a Delivery Order Number provided by the COR.

(c) Purchase card orders for contract IT products shall be subject to the same terms and conditions (including warranty and support) of the contract, except for those terms and conditions related to payment. Payment for purchase card orders shall be subject to purchase card payment terms and conditions. Invoices for purchase card orders should be sent to the purchase cardholder with a copy to the COR and Contracting Officer.

H.3 52.216-19 Order Limitations (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than one dollar ($1), 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:

(i) Any order in excess of the maximum dollar limitation, $10,000,000 in the Schedule

(ii) Any order for a combination of items in excess of $10,000,000.00; or

(iii) A series of orders from the same ordering office within 30 days that together call for quantities exceeding the limitation in subparagraph (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 paragraph (b) above, 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 five (5) 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.

(End of Clause)

H.4 52.216-22 Indefinite Quantity (OCT 1995)

(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 60 days after expiration of the contract.

(End of clause)

H.5 Federal Holidays

For information purposes, the following days are observed as Federal holidays:

New Year's Day Martin Luther King, Jr. Birthday President's Day Memorial Day Independence Day Labor Day Columbus Day Veteran's Day Thanksgiving Day Christmas Day Inauguration Day

Any other day designated by Federal Statute, Executive Order, or Presidential proclamation.

H.6 52.217-9 Option to Extend the Term of the Contract (MAR 2000)

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

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

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

(End of Clause)

H.7 Technology Infusion and Enhancements to Replace Obsolete or Out-of-Production Units

(a) The period of this contract, with options, will exceed the technological life of the equipment specified. All automated information systems currently under development at NLRB will require robust image display, storage requirements and processing capabilities, which may not be attainable with the current technology. NLRB may solicit, or the Contractor may propose, engineering changes to the equipment and software specifications or other requirements of the contract. These changes may be solicited or proposed to save money, improve performance, save energy, replace End-of-Life (EOL) items, or satisfy increased information processing requirements at the NLRB. The price for the proposed revised requirements shall not exceed the price of the current contract requirements by more than 25%. In assessing price, the

NLRB will consider any special warranty terms and delivery, management and support requirements.

(b) The Contractor shall request changes in writing to the Contracting Officer and shall provide full documentation on any additions/substitutions. Any change shall be made via a written modification to the contract. Any proposed changes must comply with these conditions:

1) The additional/substituted item(s) shall be fully compatible with item(s) in the CLIN as appropriate;

2) The additional/substituted item(s) shall meet or exceed all specifications applicable to the original item(s);

3) The additional/substituted item(s) shall meet all of the marketability requirements of the specification to ensure field-proven, COTS configurations;

(c) All additional/substituted item(s) shall be submitted to NLRB for an Operational Capabilities Demonstration (OCD) and approval prior to delivery against any orders under the contract.

(d) In the event that there is an outstanding order, and an addition/substitution has been agreed upon, the NLRB reserves the right to include/exclude the additional/substituted items for that outstanding order.

(e) The fact that the Contractor requests a replacement shall not extend the required delivery dates of any items. Upon approval and acceptance of a replacement, the NLRB and Contractor may mutually agree to a reasonable extension of the required delivery dates. In the event that a required item meets its End-of- Life (EOL), the Contractor and the NLRB will mutually resolve any delivery conflicts.

H.8 Security Requirements

(a) Access to Government Facilities.

During the life of the contract, the rights of ingress and egress to and from the Government facility for Contractor personnel shall be made available as required per each individual task order. During all operations on Government premises, Contractor personnel shall comply with the rules and regulations governing the conduct of personnel and the operation of the facility.

The Government reserves the right to require Contractor personnel to sign in upon ingress and sign out upon egress to and from the Government facility.

(b) Duplication and Disclosure of Confidential Data.

Duplication or disclosure of confidential data provided by the NLRB or to which the Contractor will have access as a result of this contract is prohibited. It is understood that throughout performance of the contract the Contractor may have access to confidential data which is the sole property of the NLRB, as well as access to proprietary data which is the sole property of other than the contracting parties. The Contractor hereby agrees to maintain the confidentiality of all such data to which access may be obtained throughout contract performance whether title thereto vests in the NLRB or otherwise. The Contractor hereby agrees not to disclose said data, any interpretations thereof or data derivative there from, to unauthorized parties in contravention of these provisions without prior written approval of the CO or the party in which title thereto is wholly vested. This clause also applies to any subcontractors and/or consultants used by the Contractor.

(c) Government Furnished Data (if applicable).

The Government shall deliver to the Contractor, as may be requested, Government-Furnished Data (GFD) during the performance of this contract. GFD will be delivered to the Contractor as specified in each task order.

Title to GFD shall remain in the Government, and the Contractor shall use the GFD only in connection with this contract.

Upon completion or termination of this contract, the Contractor shall return to the Government all GFD.

(d) Rights in Data (if applicable).

The Government shall have unlimited rights in software first produced in the performance of this contract. For the purposes of this clause, "software first produced in the performance of this contract" shall include, but not be limited to the following: non-COTS computer programs developed or previously developed and implemented by the Contractor in the performance of this contract, related computer data bases and documentation thereof, source code, object code, algorithms, library code, library routine, and technical data of all software first produced in the performance of this contract. For the purposes of this clause, "unlimited rights" shall mean the right of the NLRB, at no extra cost to the NLRB or recipients, to use, disclose, reproduce unlimited copies, prepare derivative works, distribute unlimited copies to the public and foreign government patent offices, and perform publicly and display publicly, in any manner and for any purpose, and to have or permit others to do so.

(e) Secrecy and Usage of Patent Information.

Work under this contract does not affect the national security. However, patent applications are required by law (35 U.S.C. 122) to be kept in confidence. Information contained in any patent application file(s) is restricted to authorized Contractor personnel on a need-to-access basis.

The Contractor acquires no right or privilege to use or disclose any information contained in any patent application file (in any form whatsoever) except to perform the work under the contract.

Further, the Contractor shall not copyright or make any use or disclosure whatsoever of any patent information contained in any application or related copy or data furnished the Contractor by the Government or obtained there from except performing the requirements of this contract.

Security requirements of patent application file data maintained in a computer-accessible medium are an extension of the security requirements for the hard copy or the patent application folders. All processing, storage or transmission of patent application file data by means of electronic communications systems is prohibited unless use of such systems is approved by the

NLRB.

All personnel having access to patent application files or data or information concerning the same, must take the following affirmation, signed in writing:

"I do swear or affirm that I will preserve the applications for patents in secrecy, that I will not divulge any information concerning the same to unauthorized persons while employed in work under this contract or at any time thereafter; and that I take this obligation freely, and without mental reservation or purpose of evasion."

Each employee's signed oath, or affirmation, shall be retained in the Contractor's file, subject to inspection by authorized Government representatives.

Without advance notice, the Government shall have the right to inspect the Contractor's premises, records, and work in process pertaining to the secrecy of patent information.

(f) Compliance with Information Technology Security Policies, Procedures, and Requirements

Contractors are subject to all NLRB IT Security Policies, Guidance and Procedures and must conform to all Federal IT Security laws, directives, standards and guidance, including, but not limited to:

i. Legislation:

a. Federal Information Security Modernization Act of 2014, Public Law 113-283, Title 44 United States Code Chapter 35, Subchapters II and III, December 2014

b. Privacy Act of 1974, Public Law 93–579, Title 5 U.S.C. § 552a, December 1974

ii. Presidential Directives:

a. Homeland Security Presidential Directive (HSPD)-12, Policy for a Common

Identification Standard for Federal Employees and Contractors, August 2004

iii. Office of Management and Budget (OMB) Circulars and Memoranda:

a. A-130, Managing Information as a Strategic Resource, Appendices I and II, July

iv. National Institute of Standards and Technology (NIST) Standards and Guidance:

a. Federal Information Processing Standards (FIPS):

i. FIPS 200, Minimum Security Requirements for Federal Information and Information Systems, March 2006

b. Special Publications (SP):

i. SP 800-53 Revision 4, Security and Privacy Controls for Federal

Information Systems and Organizations, April 2013

ii. SP 800-64 Revision 2, Security Considerations in the System Development Life Cycle, October 2008

iii. SP 800-70 Revision 3, National Checklist Program for IT Products – Guidelines for Checklist Users and Developers, November 2015

iv. SP 800-144, Guidelines on Security and Privacy in Public Cloud Computing, December 2011

v. SP 800-146, Cloud Computing Synopsis and Recommendations, May

vi. SP 800-160, Systems Security Engineering: Considerations for a Multidisciplinary Approach in the Engineering of Trustworthy Secure Systems, November 2016

vii. SP 800-171, Protecting Controlled Unclassified Information in Nonfederal Information Systems and Organizations, June 2015

H.9 Limitation on Contractor Advertisements

The Contractor agrees not to refer to awards in commercial advertising in such a manner as to state or imply that the product or service provided is endorsed or preferred by the Federal Government or is considered by the Government to be superior to other products or services.

Advertisements, press releases and publicity of a contract by a supplier shall not be made without the prior express written permission of the Contracting Officer.

SECTION I - CONTRACT CLAUSES

I.1 52.252-02 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):

http://www.arnet.gov/far/index.html

52.204-7 SYSTEM FOR AWARD MANAGEMENT OCT 2018

52.232-25 PROMPT PAYMENT JAN 2017

I.2 52.212-4 Contract Terms and Conditions—Commercial Items (OCT 2018)

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights-

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

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

(b) 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.

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

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

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(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.

(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 such as, 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. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice.

(1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include-

(i) Name and address of the Contractor;

(ii) Invoice date and number;

(iii) Contract number, line item number and, if applicable, the order number;

(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;

(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(vi) Terms of any discount for prompt payment offered;

(vii) Name and address of official to whom payment is to be sent;

(viii) Name, title, and phone number of person to notify in event of defective invoice; and

(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(x) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

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(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer-System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer-Other Than System for Award Management), or applicable agency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C.3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR Part 1315.

(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) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

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

(5) 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);

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

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

(D) Contractor point of contact.

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

(6) 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 33.211 if–

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

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(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 default termination.

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(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 prescribed in 32.608-2 of the Federal Acquisition Regulation 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 hereunder 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. 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 https://www.acquisition.gov/content/part-32-contract-financing#i1081962 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 hereunder 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) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) 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; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C.

4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American;

and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

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