B01 Solicitation - Escrow and Investment Fund Management 03.21.2024.pdf

Solicitation for Escrow and Investment Fund Management Support Services

This is a combined synopsis/solicitation for commercial products or commercial services prepared in accordance with the format in subpart 12.6, as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; proposals are being requested and a written solicitation will not be issued.

The Government is conducting this acquisition in accordance with FAR Part 13 - Simplified Acquisition Procedures and FAR Part 12 - Acquisition of Commercial Products and Commercial Services. The Government intends to award a single award stand-alone firm-fixed-price commercial contract.

1. Action Code: Solicitation

2. Date: March 21, 2024

3. Year: 2024

4. Contracting Office ZIP Code: 20250

5. Product or Service Code: NAICS Code: 522110 – Commercial Banking

6. PSC Code: R711 – Support Management

7. Contracting Office Address: 1400 Independence Avenue, SW Washington, D.C. 20250

8. Subject: Escrow Fund and Investment Fund Management Support Services

9. Solicitation Number: 12C0BA24R0001

10. Closing Response Date: April 15, 2024, at 5:00 pm EST

11. Contracting Officer: Ryan Shappell - Ryan.Shappell@usda.gov

12. Line-Item Numbers\s: CLIN 0001 - Base Year, CLIN 0002 - Option Year 1, CLIN 0003 -

Option Year 2, CLIN 0004 - Option Year 3, CLIN 0005 - Option Year 4, CLIN 0006 – 52.217-8 Option to Extend Services.

13. Estimated Contract Award Date: Within 30 days after the closing date of Solicitation

14. Description: Escrow and Investment Fund Management Support Services

15. Place of Contract Performance: United States of America and U.S. Territories

16. Set-aside Status: Unrestricted

Contents

SECTION 1. SOLICITATION/CONTRACT FORM

SECTION 2. SUPPLIES/SERVICES AND PRICES/COSTS

SECTION 3. DESCRIPTION/SPECIFICATIONS/PERFORMANCE WORK STATEMENT

SECTION 4. PACKAGING AND MARKING

SECTION 5. INSPECTION AND ACCEPTANCE

SECTION 6. DELIVERIES OR PERFORMANCE

SECTION 7. CONTRACT ADMINISTRATION

SECTION 8. SPECIAL CONTRACT REQUIREMENTS

SECTION 9. CONTRACT CLAUSES

SECTION 10. LIST OF ATTACHMENTS

SECTION 11. SOLICITATION PROVISIONS, REPRESENTATIONS, CERTIFICATIONS, AND

OTHER STATEMENTS OF OFFERORS OR RESPONDENTS

SECTION 1. SOLICITATION/CONTRACT FORM

1.1 Standard Form (SF)-1449 – Contract

1.1 The U.S. Department of Agriculture (USDA), Rural Development (RD)’s contract is for Escrow and Investment Fund Management Support Services. This procurement is considered professional services.

1.2 This solicitation and resultant award incorporates provisions and clauses in effect through Federal Acquisition Circular (FAC) 2024-03. It is the responsibility of the Offeror to be familiar with the applicable clauses and provisions. These clauses may be accessed in full text at https://www.acquisition.gov/browse/index/far.

SECTION 2. SUPPLIES/SERVICES AND PRICES/COSTS

2.1 Prices/Cost Schedule

2.1.1 The Offeror agrees under this contract award exclusively with U.S. Department of Agriculture, Rural Development to provide the services described in this solicitation and Attachment J-1 - Performance Work Statement (PWS) at the prices/rates submitted in Attachment J-2 - Price Schedule.

2.1.2 A single contract award will be issued as a Firm Fixed Price.

2.1.3 The ultimate completion date of the contract award, if all option periods are exercised, is five (5) years from date of award; one (1) base year and four (4) option years. There is also a possible six

(6) month extension of services in accordance with FAR clause 52.217-8 Option to Extend Services evaluated based on the prices/fees proposed for each performance period.

2.1.4 The Government will evaluate offers for award purposes by adding the total price for all options to the total price for the basic requirement to develop the total evaluated price. FAR clause 52.217-8, Option to Extend Services is incorporated into and applicable to this solicitation. FAR 52.217-8 will be based on the Banking Services & Fees and any Additional Fees proposed for each performance period for evaluation purposes. The performance quantities may be prorated and unilaterally exercised at the prices/fees proposed for any period of performance if FAR clause 52.217-8 is required by the government at the rates in effect at the time of execution . Evaluation of options will not obligate the Government to exercise the option(s).

2.1.5 During contract performance, the Government may utilize the 52.217-8 extension(s) unilaterally at the end of any option period based on the Government’s need for continued support. The awardee agrees to continue with the pricing from the last option exercised. The 52.217-8 extension will not exceed 6 additional months in total. No increase to pricing during the extension will be considered or accepted.

SECTION 3. DESCRIPTION/SPECIFICATIONS/PERFORMANCE WORK STATEMENT

3.1 Attachment J-1 - Performance Work Statement (PWS)

3.1.1 The Contractor must provide all resources (except as may be expressly stated in the contract as furnished by the Government) necessary to deliver and/or perform the requirements in accordance with the PWS.

SECTION 4. PACKAGING AND MARKING

4.1 Deliverables

4.1.1 The deliverables under this solicitation must be submitted through electronic mail to the Contracting Officer’s Representative (COR), Contract Specialist (CS), and Contracting Officer (CO) identified in this solicitation and as described in the Attachment J-1 - Performance Work Statement.

4.2 USDA Rural Development Visual Identity Guidelines

4.2.1 Additionally, all visual materials intended for release to the public, both electronic and printed, delivered in the performance of this contract, must wholly conform to the current USDA Rural Development Visual Identity Guidelines. Such materials include the following, and any other products agreed to in advance between the COR and the vendor (please see Attachment J-5 - USDA Rural Development Visual Identity Guidelines):

4.2.1.1 Reports and other documents.

4.2.1.2 Handouts.

4.2.1.3 Advertisements intended for both printed and electronic media.

4.2.1.4 Still visual presentations.

4.2.1.5 Video presentations.

4.2.1.6 Banners.

4.2.1.7 Infographics.

4.2.1.8 Posters.

4.2.1.9 Folders.

4.2.1.10 Cards and Envelopes.

4.2.1.11 Photographs.

4.2.1.12 Visual themes.

4.2.1.13 Logos.

4.2.1.14 Layout.

4.2.1.15 Graphic design.

4.2.1.16 Graphics.

4.2.1.17 Graphs and charts.

4.2.1.18 Illustrations.

4.2.1.19 Drawings.

SECTION 5. INSPECTION AND ACCEPTANCE

5.1 Clause # Title Date

52.212-4 Contract Terms and Conditions Nov 2023

SECTION 6. DELIVERIES OR PERFORMANCE

6.1 Clauses Incorporated By Reference

Clause # Title Date

52.242.15 Stop Work Order Aug 1989

52.242.17 Government Delay of Work Apr 1984

6.2 Period of Performance

6.2.1 The Period of Performance for the contract award, if all options are exercised, is a total of five (5) years; plus a possible extension under FAR clause 52.217-8 Option to Extend Services at the end of any option period. Options will be exercised at the Government’s sole discretion and as authorized by FAR Subpart 17.2.

6.2.2 The anticipated Period of Performance is May 20, 2024, through May 19, 2029. Each of the four option terms will only be granted upon a favorable review of the Contractor’s performance and validation of continued need and available budget. The following chart details the anticipated performance periods.

6.2.2.1 Base Year May 20, 2024, through May 19, 2025

6.2.2.2 Option Year 1 May 20, 2025, through May 19, 2026

6.2.2.3 Option Year 2 May 20, 2026, through May 19, 2027

6.2.2.4 Option Year 3 May 20, 2027, through May 19, 2028

6.2.2.5 Option Year 4 May 20, 2028, through May 19, 2029

6.3 6.3 Place of Performance

6.3.1 The primary place of performance for these efforts will be at the offeror’s place of business.

6.3.2 The contractor must seek Contracting Officer (CO) approval for any location not designated as the primary place of performance and for any remote work arrangements.

6.3.3 The Contractor agrees that this is a non-personal services contract and must not represent itself as an agent or partner of, or in joint venture with the Government; and that it will neither supervise nor accept supervision from Government employees.

6.4 Delivery Schedule

6.4.1 The contractor must deliver all deliverables in accordance with the specifications in the Performance Work Statement.

SECTION 7. CONTRACT ADMINISTRATION

7.1 Contract Administration

7.1.1 Notwithstanding the contractor’s responsibility for total management during the performance of this contract, the administration of the contract requires maximum coordination between the Government and the contractor.

7.1.2 Procuring Contracting Office (PCO) - The PCO holds the contractual authority for the resulting contract. The CO alone, without delegation, is authorized to take actions on behalf of the Government to amend, modify or deviate from the contract terms and conditions and requirements. The CO may delegate certain other responsibilities to the Contracting Officer’s Representative (COR). The U.S. Department of Agriculture, Rural Development, Procurement Management Office warranted contracting officers are the only individuals who can legally commit or obligate the Government or authorize any changes that affect the contract price, delivery schedule, period of performance or other terms and conditions.

7.1.3 Administrative Contracting Officer (ACO) – If assigned, the ACO holds the same contractual authority for the resulting contracts as designated by the PCO. The ACO is authorized to take actions on behalf of the Government to amend, modify or deviate from the contract terms and conditions and requirements during administration of contractor performance. The ACO may delegate certain other responsibilities to the Contracting Officer’s Representative (COR) per the

FAR.

7.1.4 Contracting Officer's Representative (COR) - Upon the award of the contract, the COR will be designated by the CO. The COR has the authority to monitor the technical progress of services that are required under the resulting contracts. This includes visits to the contractor’s place of performance, meetings and telephone conferences with the contractor’s personnel, inspection and acceptance or rejection of the contracted services and other duties that may be authorized by the Contracting Officer. The COR cannot authorize a stop work order nor delete, change, or waive any of the technical requirements or other terms and conditions of the resulting contracts. If a change (monetary or otherwise) to the contract is desired, the contractor will submit a written request to both the Procuring Contracting Officer and the Administrative Contracting Officer for consideration. If approved, the change will be made by a contract modification, after discussions and/or negotiations. Whenever the COR is not available, or a difference of opinion between the contractor and the COR occurs, the Contracting Officer and Administrative Contracting Officer should be contacted immediately for resolution.

7.1.5 Finance Office Point of Contact (POC) – The government point of contact designated by the Chief Financial Office, who is also responsible for performance monitoring and quality assurance on behalf of the government, as well as the government subject matter expert.

7.1.6 Contractor’s Representative Responsibilities - The Contractor's representative (as designated by Contractor, i.e., Program Manager, Contract Administrator, etc.) will be responsible for all contract administration issues for this contract. The Contractor’s Representative will act as the central point of contact with the Government for all contractual matters. The Contractor’s representative must have full authority to act on behalf of the contractor in all contractual matters.

The representative must be able to fluently read, write, and speak the English language.

7.1.7 Contractor Responsibilities - The Contractor must not accept any instructions issued by any person employed by the Government or otherwise, other than the CO for time, scope, and monetary instructions or the COR acting within the limits of his or her authority. The Contractor must not in any way represent that they are a part of the U. S. Government or that they have the authority to contract or procure supplies for the account of the United States of America.

7.2 Post-Award Orientation/Kick Off Meeting

7.2.1 The Contractor is expected to participate in a Post-Award Orientation/Kick Off Meeting on the period of performance start date (anticipated to be May 20, 2024) for any clarification and to ensure a mutual understanding of the contract terms, conditions, and overall expectations. The post award orientation may be executed as an in-office conference, video conference, or in writing as determined by the Contracting Officer under the contracting authority in accordance with Federal Acquisition Regulation Subpart 42.5.

7.3 Invoice and Payment Provisions

7.3.1 Invoices shall be submitted to the following individuals and in the order listed.

7.3.1.1 The CO, COR, and designated Finance Office Program Stakeholders (to be identified during contract Kick Off Meeting.

7.3.1.2 Submit invoice via email to the CO, COR, and designated Finance Office Program Stakeholders monthly and in a timely manner, in accordance with the PWS.

7.3.1.3 To constitute a proper invoice, the invoice must include the following information and/or attached documentation:

7.3.1.3.1 Name and address of the Contractor.

7.3.1.3.2 Invoice number and invoice date.

7.3.1.3.3 Contract number, Delivery Order number, Purchase Order number, IDIQ number, Line-Item Number and/or other authorization for delivery of property or services delivered or rendered.

7.3.1.3.4 Description, unit price, extended price, and quantity of property and services delivered or rendered documentation (i.e., travel receipts, etc.).

7.3.1.3.5 Shipping and payment terms.

7.3.1.3.6 Name, title, phone number, and complete mailing address of responsible official to whom payment is to be sent.

7.3.1.3.7 A certification statement saying that the funds have only been used for work for this contract.

7.3.1.3.8 Name, title, phone number, and mailing address of person to notify in the event of a defective invoice.

7.3.1.3.9 Taxpayer Identification Number (TIN) and SAM UI Number.

7.3.1.3.10 Contractors MUST note FINAL INVOICE on the final invoice when submitted upon final delivery of all supplies/equipment/services or completion of the contract.

7.3.2.2 The Contracting Officer is the only person authorized to approve changes in any of the requirements of this contract. This authority remains solely with the Contracting Officer.

In the event the Contractor effects any change 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 in the contract price to cover any INCREASE in costs incurred as a result thereof.

7.3.2.3 Invoice Discrepancies - The COR will complete a preliminary review of invoices and the Contracting Officer will notify the contractor of any discrepancies within seven (7) calendar days after receipt. if an invoice has discrepancies, it will be rejected and sent back to the contractor. Payment terms will start over when a correct invoice is provided.

7.3.3 Payment of Travel Costs - All travel costs must be preapproved and agreed upon via contract modification prior to any travel by the CO and contractor. The COR will authorize the travel in accordance with the award. The contractor must include all travel reimbursement requests in writing to the CO and the COR including anticipated travelers and all anticipated costs for the CO/COR review and approval. Travel costs are reimbursed in accordance with the Federal Travel Regulations (FTR), see Federal Travel Regulation | GSA . The COR or Contracting Officer/Administrative Contracting Officer may request or require specific documentation, as needed, to support the travel reimbursement request.

6.3.3.1 Note: The Government will not reimburse the contractor or otherwise pay for any commercial transportation, lodging, meals, or incidental expenses associated with local travel that was not pre-approved by the CO/COR. Local travel is defined as travel within the area of a 50-mile radius of the primary place of performance (5 CFR Section 551.422(d)). In addition, the cost of travel by privately owned automobile will be reimbursed at the current GSA approved mileage rate only if the required travel is outside of the 50-mile radius.

SECTION 8. SPECIAL CONTRACT REQUIREMENTS

8.1 Critical Contractor Support Services

8.1.1 This requirement has been reviewed and determined that this procurement is considered mission critical contractor support services.

8.2 Essential Contractor Support Services

8.2.1 During emergency and disaster contingency, some services listed within the PWS may be designated as “essential support” subject to the rules, regulations, laws, standards, and conventions, executive declarations, as identified by USDA. In the event of a national disaster or emergency, USDA may request the contractor to provide a written plan describing details of how they plan to support the requirements and continue to perform the essential contractor services for coverage of services.

8.2.2 The contractor’s plan will:

8.2.2.1 Identify provisions made for the acquisition of essential personnel and resources, if necessary, for continuity of operations for up to 30 days or until normal operations can be resumed.

8.2.2.2 Address in the plan, at a minimum –

8.2.2.2.1 Challenges associated with maintaining essential contractor services during an extended event, such as a pandemic that occurs in repeated waves.

8.2.2.2.2 The time-lapse associated with the initiation of the acquisition of essential personnel and resources and their actual availability on site(s).

8.2.2.2.3 Any established alert and notification procedures for mobilizing identified “essential contractor service” and personnel; and

8.2.2.2.4 The approach for communicating expectations to contractor employees regarding their roles and responsibilities during a crisis.

8.3 Notification of Conflict of Interest Regarding Personnel

8.3.1 In addition to the requirements in Attachment A – Instructions To Offerors, the following conditions regarding employees performing under this contract, will apply until the earlier of the following two dates: the termination date of the affected employee(s) or the expiration date of the contract Period of Performance (PoP).

8.3.2 The contractor agrees to immediately notify the Contracting Officer of (1) any actual or potential personal conflict of interest with any of its employees working on or having access to information regarding this contract, or (2) any such conflicts concerning subcontractor employees or consultants working on or having access to information regarding this contract.

8.3.3 The contractor agrees to notify the Contracting Officer, when it becomes known, if an employee may have a personal conflict of interest. If the conflict of interest does not become known until after performance of the contract begins, the contractor will immediately notify the Contracting Officer of the personal conflict of interest and the employee will be removed from performance of the contract until a determination has been made by the CO on the conflict of interest.

8.4 Contractor Performance Evaluations

8.4.1 Contractor performance evaluations will be prepared on this contract in accordance with FAR

42.1501 through 42.1503. The Government uses the Contractor Performance Assessment Review System (CPARS) as the primary method to complete evaluations. The contractor is required to register in CPARS at https://www.cpars.gov. Free online training is available.

8.4.2 Performance evaluations will be conducted annually at the base level. The final performance evaluation will be initiated by the COR within 14 days of contract or order completion, reviewed by the CO, and submitted to the Contractor’s Point of Contact within 30 days. At the discretion of the CO, interim evaluations may be performed. The contractor will be permitted sixty (60) days to review the document and to submit additional information or a rebutting statement.

However, the evaluation will upload to the View Performance Records module in CPARS within 14 days following CO’s signature on the initial evaluation.

8.4.3 The Government will consider any comments provided by the contractor before finalizing a Performance Evaluation Report and the contractor’s comments will be attached to the report. Any disagreement between the parties regarding an evaluation will be referred to the CO for review. If there are disagreements between the Contracting Officer’s performance rating review and the contractor, then the evaluation will be reviewed by the “Reviewing Official”. The Reviewing Official’s decision will be final.

8.4.4 Unless the contractor provides a different POC to the Contracting Officer after award, the Contracting Officer will use the Past Performance Point of Contact (POC) listed on the Contractors, System for Award Management (SAM) profile as the default Past Performance POC.

This person will receive the CPARS email alerts. The contractor is responsible for the accuracy and completeness of the data within the SAM database. Copies of the evaluations, contractor responses, and review comments, if any, will be retained as part of the contract file and may be used by Federal Agencies to support future award decisions.

8.5 Information Technology Accessibility for Persons with Disabilities- Section 508 Compliance

8.5.1 All services and Electronic Information Technology (EIT) delivered as result of deliverables placed under this contract must comply with accessibility standards in accordance with Federal Information Technology Accessibility as required by Section 508 of the Rehabilitation Act (29 U.S.C. 794d), as amended.

8.5.2 Requirements for accessibility based on Section 508 of the Rehabilitation Act of 1973 (29 U.S.C.

794d) are determined to be relevant for the following program need: "Deliverables – Various electronic transmittal of report documents and program management interfacing as stated in the PWS). EIT Information Content includes topics that address EIT products and EIT related services. Section 508 must be considered as a requirement on the delivered content to ensure that it includes data and/or knowledge appropriate to specific Section 508 accessibility requirements.

The specific requirements that apply depend upon the specific type of EIT referred to in the information content as well as the functional performance criteria detailed in the solicitation/contract.

SECTION 9. CONTRACT CLAUSES

9.1 Contract Clauses Incorporated by Reference

9.1.1 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):

For Federal Acquisition Regulation (FAR) clauses, see https://www.acquisition.gov/browse/index/far.

9.1.2 CLAUSE DATE TITLE

52.203-3 APR1984 Gratuities

52.203-12 JUN2020 Limitation on Payments to Influence Certain Federal

Transactions

52.203-16 JUN2020 Preventing Personal Conflicts of Interest

52.204-4 MAY2011 Printed or Copied Double-Sided on Postconsumer Fiber Content Paper

52.204-12 OCT2016 Unique Entity Identifier Maintenance

52.204-13 OCT2018 System for Award Management Maintenance

52.204-18 AUG2020 Commercial and Government Entity Code Maintenance

52.204-21 NOV2021 Basic Safeguarding of Covered Contractor Information Systems

52.212-3 FEB2024 Offeror Representation and Certifications – Commercial

Products and Commercial Services

52.212-4 NOV2023 Contract Terms and Conditions—Commercial Products and

Commercial Services

52.224-1 APR1984 Privacy Act Notification

52.224-2 APR1984 Privacy Act

52.227-14 MAY2014 Rights in Data-General

52.232-18 APR1984 Availability of Funds

52.237-3 JAN1991 Continuity of Services

52.245-9 APR2012 Use and Charges

9.2 FAR Clauses in Full Text

9.2.1 52.212-5 Contract Terms and Conditions Required To Implement Statutes or Executive Orders— Commercial Products and Commercial Services (FEB 2024)

a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services:

1. 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

2. 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab Covered Entities (Dec 2023) (Section 1634 of Pub. L. 115-91).

3. 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (NOV 2021) (Section 889(a)(1)(A) of Pub. L. 115-232).

4. 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015).

5. 52.232-40, Providing Accelerated Payments to Small Business Subcontractors (MAR 2023) ( 31 U.S.C. 3903 and 10 U.S.C. 3801).

6. 52.233-3, Protest After Award (AUG 1996) ( 31 U.S.C. 3553).

7. 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Public Laws 108-77 and 108-78 ( 19 U.S.C. 3805 note)).

b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services:

X (1) 52.203-6 Restrictions on Subcontractor Sales to the Government Alternate I (Nov 2021) ( 41 U.S.C.

4704 and 10 U.S.C. 4655).

X (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Nov 2021) ( 41 U.S.C. 3509)).

__ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (Jun 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

__ (4) 52.203-17, Contractor Employee Whistleblower Rights (Nov 2023) ( 41 U.S.C. 4712); this clause does not apply to contracts of DoD, NASA, the Coast Guard, or applicable elements of the intelligence community—see FAR 3.900(a).

__ (5) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Jun 2020) (Pub. L. 109-282) ( 31 U.S.C. 6101 note).

__ (6) [Reserved].

__ (7) 52.204-14, Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

__ (8) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

X (9) 52.204-27, Prohibition on a ByteDance Covered Application (Jun 2023) (Section 102 of Division R of Pub. L. 117-328).

__ (10) 52.204-28, Federal Acquisition Supply Chain Security Act Orders—Federal Supply Schedules, Governmentwide Acquisition Contracts, and Multi-Agency Contracts. (Dec 2023) ( Pub. L. 115–390, title

II).

X (11) (i) 52.204-30, Federal Acquisition Supply Chain Security Act Orders—Prohibition. (Dec 2023) ( Pub. L. 115–390, title II).

__ (ii) Alternate I (Dec 2023) of 52.204–30.

X (12) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (Nov 2021) ( 31 U.S.C. 6101 note).

X (13) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Oct 2018) ( 41 U.S.C. 2313).

__ (14) [Reserved].

__ (15) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Oct 2022) ( 15 U.S.C. 657a).

__ (16) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Oct 2022) (if the offeror elects to waive the preference, it shall so indicate in its offer) ( 15 U.S.C. 657a).

__ (17) [Reserved]

__ (18)(i) 52.219-6, Notice of Total Small Business Set-Aside (NOV 2020) ( 15 U.S.C. 644).

__ (ii) Alternate I (MAR 2020) of 52.219-6.

__ (19)

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

__ (ii) Alternate I (Mar 2020) of 52.219-7.

X (20) 52.219-8, Utilization of Small Business Concerns (Feb 2024) ( 15 U.S.C. 637(d)(2) and (3)).

__ (21) (i) 52.219-9, Small Business Subcontracting Plan (OCT 2022) ( 15 U.S.C. 637(d)(4))., Small Business Subcontracting Plan (OCT 2022) ( 15 U.S.C. 637(d)(4)).

__ (ii) Alternate I (NOV 2016) of 52.219-9.

__ (iii) Alternate II (NOV 2016) of 52.219-9.

__ (iv) Alternate III (JUN 2020) of 52.219-9.

__ (v) Alternate IV (SEP 2021) of 52.219-9.

__ (22 (i) 52.219-13, Notice of Set-Aside of Orders (MAR 2020) ( 15 U.S.C. 644(r)).

__ (ii) Alternate I (MAR 2020) of 52.219-13.

__ (23) 52.219-14, Limitations on Subcontracting (Oct 2022) ( 15 U.S.C. 637s).

__ (24) 52.219-16, Liquidated Damages—Subcontracting Plan (Sep 2021) ( 15 U.S.C. 637(d)(4)(F)(i)).

__ (25) 52.219-27, Notice of Set-Aside for, or Sole-Source Award to, Service-Disabled Veteran- Owned Small Business (SDVOSB) Concerns Eligible Under the SDVOSB Program (Feb 2024) ( 15 U.S.C. 657f).

__ (26) (i) 52.219-28, Post Award Small Business Program Rerepresentation (Feb 2024) ( 15 U.S.C.

632(a)(2)).

__ (ii) Alternate I (Mar 2020) of 52.219-28.__ (27) 52.219-29, Notice of Set-Aside for, or Sole-Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (OCT 2022) ( 15 U.S.C. 637(m)).

__ (28) 52.219-30, Notice of Set-Aside for, or Sole-Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (OCT 2022) ( 15 U.S.C. 637(m)).

__ (29) 52.219-32, Orders Issued Directly Under Small Business Reserves (MAR 2020) ( 15 U.S.C.

644(r)).

__ (30) 52.219-33, Nonmanufacturer Rule (Sep 2021) ( 15U.S.C. 637(a)(17)).

X (31) 52.222-3, Convict Labor (Jun 2003) (E.O.11755).

__ (32) 52.222-19, Child Labor-Cooperation with Authorities and Remedies (Feb 2024) (E.O.13126).

X (33) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

X (34) (i) 52.222-26, Equal Opportunity (SEP 2016) (E.O.11246).

__ (ii) Alternate I (FEB 1999) of 52.222-26.

X (35) (i) 52.222-35, Equal Opportunity for Veterans (JUN 2020) ( 38 U.S.C. 4212).

__ (ii) Alternate I (JUL 2014) of 52.222-35.

X (36) (i) 52.222-36, Equal Opportunity for Workers with Disabilities (JUN 2020) ( 29 U.S.C. 793).

__ (ii) Alternate I (JUL 2014) of 52.222-36.

X (37) 52.222-37, Employment Reports on Veterans (Jun 2020) ( 38 U.S.C. 4212).

__ (38) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496).

X (39) (i) 52.222-50, Combating Trafficking in Persons (NOV 2021) ( 22 U.S.C. chapter 78 and E.O.

13627).

__ (ii) Alternate I (MAR 2015) of 52.222-50 ( 22 U.S.C. chapter 78 and E.O. 13627).

X (40) 52.222-54, Employment Eligibility Verification (MAY 2022) (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial products or commercial services as prescribed in FAR 22.1803.)

__ (41) (i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA–Designated Items (May 2008) ( 42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (ii) Alternate I (MAY 2008) of 52.223-9 ( 42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (42) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (Jun 2016) (E.O. 13693).

__ (43) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (Jun 2016) (E.O. 13693).

__ (44) (i) 52.223-13, Acquisition of EPEAT®-Registered Imaging Equipment (JUN 2014) (E.O.s 13423 and 13514).

__ (ii) Alternate I (OCT 2015) of 52.223-13.

__ (45) (i) 52.223-14, Acquisition of EPEAT®-Registered Televisions (JUN 2014) (E.O.s 13423 and 13514).

__ (ii) Alternate I (Jun 2014) of 52.223-14.

__ (46) 52.223-15, Energy Efficiency in Energy-Consuming Products (May 2020) ( 42 U.S.C. 8259b).

__ (47) (i) 52.223-16, Acquisition of EPEAT®-Registered Personal Computer Products (OCT 2015) (E.O.s 13423 and 13514).

__ (ii) Alternate I (JUN 2014) of 52.223-16.

X (48) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (JUN 2020) (E.O. 13513).

__ (49) 52.223-20, Aerosols (Jun 2016) (E.O. 13693).

__ (50) 52.223-21, Foams (Jun 2016) (E.O. 13693).

X (51) (i) 52.224-3 Privacy Training (JAN 2017) (5 U.S.C. 552 a).

__ (ii) Alternate I (JAN 2017) of 52.224-3.

__ (52) (i) 52.225-1, Buy American-Supplies (OCT 2022) ( 41 U.S.C. chapter 83).

__ (ii) Alternate I (OCT 2022) of 52.225-1.

__ (53) (i) 52.225-3, Buy American-Free Trade Agreements-Israeli Trade Act (DEC 2022) ( 19 U.S.C.

3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, 19 U.S.C. chapter 29 (sections 4501-4732), Public Law 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109- 283, 110-138, 112-41, 112-42, and 112-43.

__ (ii) Alternate I [Reserved].

__ (iii) Alternate II (DEC 2022) of 52.225-3.

__ (iv) Alternate III (JAN 2021) of 52.225-3.

__ (v) Alternate IV (Oct 2022) of 52.225-3.

__ (54) 52.225-5, Trade Agreements (Dec 2022) ( 19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

__ (55) 52.225-13, Restrictions on Certain Foreign Purchases (Feb 2021) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

__ (56) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. Subtitle A, Part V, Subpart G Note).

__ (57) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) ( 42 U.S.C. 5150).

__ (58) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) ( 42 U.S.C. 5150).

__ (59) 52.229-12, Tax on Certain Foreign Procurements (Feb 2021).

__ (60) 52.232-29, Terms for Financing of Purchases of Commercial Products and Commercial Services (Nov 2021) ( 41 U.S.C. 4505, 10 U.S.C. 3805).

__ (61) 52.232-30, Installment Payments for Commercial Products and Commercial Services (NOV 2021) ( 41 U.S.C. 4505, 10 U.S.C. 3805).

X (62) 52.232-33, Payment by Electronic Funds Transfer-System for Award Management (Oct 2018) ( 31 U.S.C. 3332).

__ (63) 52.232-34, Payment by Electronic Funds Transfer-Other than System for Award Management (Jul 2013) ( 31 U.S.C. 3332).

__ (64) 52.232-36, Payment by Third Party (May 2014) ( 31 U.S.C. 3332).

__ (65) 52.239-1, Privacy or Security Safeguards (Aug 1996) ( 5 U.S.C. 552a).

__ (66) 52.242-5, Payments to Small Business Subcontractors (Jan 2017) ( 15 U.S.C. 637(d)(13)).

__ (67) (i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (NOV 2021) ( 46 U.S.C. 55305 and 10 U.S.C. 2631).

__ (ii) Alternate I (APR 2003) of 52.247-64.

__ (iii) Alternate II (NOV 2021) of 52.247-64.

c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial products and commercial services:

__ (1) 52.222-41, Service Contract Labor Standards (AUG 2018) ( 41 U.S.C. chapter67).

__ (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (MAY 2014) ( 29 U.S.C. 206 and 41 U.S.C. chapter 67).

__ (3) 52.222-43, Fair Labor Standards Act and Service Contract Labor Standards-Price Adjustment (Multiple Year and Option Contracts) (AUG 2018) ( 29 U.S.C. 206 and 41 U.S.C. chapter 67).

__ (4) 52.222-44, Fair Labor Standards Act and Service Contract Labor Standards-Price Adjustment (May 2014) ( 29U.S.C.206 and 41 U.S.C. chapter 67).

__ (5) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment-Requirements (May 2014) ( 41 U.S.C. chapter 67).

X (6) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services-Requirements (MAY 2014) ( 41 U.S.C. chapter 67).

__ (7) 52.222-55, Minimum Wages for Contractor Workers Under Executive Order 14026 (JAN 2022).

__ (8) 52.222-62, Paid Sick Leave Under Executive Order 13706 (JAN 2022) (E.O. 13706).

__ (9) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (Jun 2020) ( 42 U.S.C.

1792).

d) Comptroller General Examination of Record. The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, as defined in FAR 2.101, on the date of award of this contract, and does not contain the clause at 52.215-2, Audit and Records-Negotiation.

(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 subpart 4.7, Contractor Records Retention, of the 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 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.

e) (1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c), and (d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in this paragraph (e)(1), in a subcontract for commercial products or commercial services. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause-

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (Nov 2021) ( 41 U.S.C. 3509).

(ii) 52.203-17, Contractor Employee Whistleblower Rights (Nov 2023) ( 41 U.S.C. 4712).

(iii) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(iv) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab Covered Entities (Dec 2023) (Section 1634 of Pub. L. 115-91).

(v) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Nov 2021) (Section 889(a)(1)(A) of Pub. L. 115-232).

(vi) 52.204-27, Prohibition on a ByteDance Covered Application (Jun 2023) (Section 102 of Division R of Pub. L. 117-328).

(vii) (A) 52.204–30, Federal Acquisition Supply Chain Security Act Orders—Prohibition. (Dec 2023) ( Pub. L. 115–390, title II).

(B) Alternate I (Dec 2023) of 52.204–30.

(viii) 52.219-8, Utilization of Small Business Concerns (Feb 2024) ( 15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds the applicable threshold specified in FAR 19.702(a) on the date of subcontract award, the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(ix) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

(x) 52.222-26, Equal Opportunity (Sep 2015) (E.O.11246).

(xi) 52.222-35, Equal Opportunity for Veterans (Jun 2020) ( 38 U.S.C. 4212).

(xii) 52.222-36, Equal Opportunity for Workers with Disabilities (Jun 2020) ( 29 U.S.C. 793).

(xiii) 52.222-37, Employment Reports on Veterans (Jun 2020) ( 38 U.S.C. 4212).

(xiv) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222-40.

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

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

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

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

chapter 67).

(xviii) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services-Requirements (May 2014) ( 41 U.S.C. chapter 67).

(xix) 52.222-54, Employment Eligibility Verification (May 2022) (E.O. 12989).

(xx) 52.222-55, Minimum Wages for Contractor Workers Under Executive Order 14026 (Jan 2022).

(xxi) 52.222-62, Paid Sick Leave Under Executive Order 13706 (Jan 2022) (E.O. 13706).

(xxii) (A) 52.224-3, Privacy Training (Jan 2017) ( 5 U.S.C. 552a).

(B) Alternate I (Jan 2017) of 52.224-3.

(xxiii) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. Subtitle A, Part V, Subpart G Note).

(xxiv) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (Jun 2020) ( 42 U.S.C.

1792). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

(xxv) 52.232-40, Providing Accelerated Payments to Small Business Subcontractors (Mar 2023) ( 31 U.S.C. 3903 and 10 U.S.C. 3801). Flow down required in accordance with paragraph (c) of 52.232- 40.

(xxvi) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Nov 2021) ( 46 U.S.C. 55305 and 10 U.S.C. 2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.

(2) While not required, the Contractor may include in its subcontracts for commercial products and commercial services a minimal number of additional clauses necessary to satisfy its contractual obligations.

(End of clause)

9.2.2 52.204-21 Basic Safeguarding of Covered Contractor Information Systems (NOV 2021)

(a) Definitions. As used in this clause—Covered contractor information system means an information system that is owned or operated by a contractor that processes, stores, or transmits Federal contract information.

Federal contract information means information, not intended for public release, that is provided by or generated for the Government under a contract to develop or deliver a product or service to the Government, but not including information provided by the Government to the public (such as on public websites) or simple transactional information, such as necessary to process payments.

Information means any communication or representation of knowledge such as facts, data, or opinions, in any medium or form, including textual, numerical, graphic, cartographic, narrative, or audiovisual (Committee on National Security Systems Instruction (CNSSI) 4009).

Information system means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information (44 U.S.C.

3502). Safeguarding means measures or controls that are prescribed to protect information systems.

(b) Safeguarding requirements and procedures. (1) The Contractor shall apply the following basic safeguarding requirements and procedures to protect covered contractor information systems. Requirements and procedures for basic safeguarding of covered contractor information systems shall include, at a minimum, the following security controls:

(i) Limit information system access to authorized users, processes acting on behalf of authorized users, or devices (including other information systems).

(ii) Limit information system access to the types of transactions and functions that authorized users are permitted to execute.

(iii) Verify and control/limit connections to and use of external information systems.

(iv) Control information posted or processed on publicly accessible information systems.

(v) Identify information system users, processes acting on behalf of users, or devices.

(vi) Authenticate (or verify) the identities of those users, processes, or devices, as a prerequisite to allowing access to organizational information systems.

(vii) Sanitize or destroy information system media containing Federal Contract Information before disposal or release for reuse.

(viii) Limit physical access to organizational information systems, equipment, and the respective operating environments to authorized individuals.

(ix) Escort visitors and monitor visitor activity; maintain audit logs of physical access; and control and manage physical access devices.

(x) Monitor, control, and protect organizational communications (i.e., information transmitted or received by organizational information systems) at the external boundaries and key internal boundaries of the information systems.

(xi) Implement subnetworks for publicly accessible system components that are physically or logically separated from internal networks.

(xii) Identify, report, and correct information and information system flaws in a timely manner.

(xiii) Provide protection from malicious code at appropriate locations within organizational information systems.

(xiv) Update malicious code protection mechanisms when new releases are available.

(xv) Perform periodic scans of the information system and real-time scans of files from external sources as files are downloaded, opened, or executed.

(2) Other requirements. This clause does not relieve the Contractor of any other specific safeguarding requirements specified by Federal agencies and departments relating to covered contractor information systems generally or other Federal safeguarding requirements for controlled unclassified information (CUI) as established by Executive Order 13556.

(c) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (c), in subcontracts under this contract (including subcontracts for the acquisition of commercial products or commercial services, other than commercially available off-the-shelf items), in which the subcontractor may have Federal contract information residing in or transiting through its information system.

9.2.3 52.217-8 Option to Extend Services. (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days.

9.2.4 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 provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

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

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 66 (months).

9.3 AGAR Clauses in Full Text (Ref: USDA Agriculture Acquisition Regulation (AGAR) FAR Supplement clauses, at https://acquistion.gov/agar.)

9.3.1 AGAR 452.204-70, Modification for Contract Closeout (DEVIATION JULY 2022)

“Upon contract closeout for contracts utilizing Simplified Acquisition Procedures (SAP) according to FAR Part 13.

(a) If unobligated funds in the amount of $1000 or less remain on the contract, the Contracting Officer (CO) shall issue a unilateral modification for de-obligation. The contractor will receive a copy of the modification but will not be required to provide a signature. The CO shall immediately proceed with contract closeout upon completion of the period of performance, receipt and acceptance of supplies or services, and final payment.

(b) If unobligated funds of more than $1000 remain on the contract, the CO shall issue a bilateral modification for de-obligation. The contractor will receive a copy of the modification and will be required to provide a signature. (The CO may also request a Release of Claims be completed by the contractor, although not required for contract and orders using SAP.) If the bilateral modification and Release of Claims are not returned to the CO within 60 days, the CO shall release the modification as unilateral and proceed with contract closeout upon completion of the period of performance, receipt and acceptance of supplies or services, and final payment.”

9.3.3 AGAR 452.211-72 Statement of Work / Specifications (Feb 1988)

The Contractor shall furnish the necessary…