B08 - 140F0120Q0171 Seed buy.pdf

140F0120Q0171

1. REQUEST NO.

5a. ISSUED BY

NAME

a. NAME

c. STREET ADDRESS

d. CITY

10. PLEASE FURNISH QUOTATIONS TO

THE ISSUING OFFICE IN BLOCK 5a ON

OR BEFORE CLOSE OF BUSINESS (Date)

2. DATE ISSUED 3. REQUISITION/PURCHASE REQUEST NO. 4. CERT. FOR NAT. DEF.

UNDER BDSA REG. 2

AND/OR DMS REG.1

RATING

6. DELIVERY BY (Date)

7. DELIVERY

9. DESTINATION

a. NAME OF CONSIGNEE

b. STREET ADDRESS

PAGE OF PAGES

5b. FOR INFORMATION CALL: (No collect calls)

TELEPHONE NUMBER

AREA CODE NUMBER

8. TO:

b. COMPANY

e. STATE f. ZIP CODE

c. CITY

d. STATE e. ZIP CODE

IMPORTANT: This is a request for information, and quotations furnished are not offers. If you are unable to quote, please so indicate on this form and return it to the address in Block 5a. This request does not commit the Government to pay any costs incurred in the preparation of the submission of this quotation or to contract for supplies or services. Supplies are of domestic origin unless otherwise indicated by quoter. Any representations and/or certifications attached to this Request for Quotations must be completed by the quoter.

11. SCHEDULE (Include applicable Federal, State and local taxes)

THIS RFQ

REQUEST FOR QUOTATION

(THIS IS NOT AN ORDER)

IS IS NOT A SMALL BUSINESS SET ASIDEX

08/06/2020 0040497554

1 54

EASTSIDE FEDERAL COMPLEX

911 NE 11TH AVENUE

PORTLAND OR 97232-4181

FWS, DIVISION OF CONTRACTING AND GE

11/30/2020

FWS SHELDON-HART MTN NWR COMPLX

P.O. BOX 111

LAKEVIEW

OR 97630-0107

503 872-2825Robert Sung

08/11/2020 1000 PT

FOB DESTINATION

OTHER

(See Schedule)X

ITEM NO.

(a)

SUPPLIES/SERVICES

(b)

QUANTITY

(c)

UNIT

(d)

UNIT PRICE

(e)

AMOUNT

(f)

Sheldon-Hart NWRC-Supply of Native Seed Mixes Legacy Region 1 Delivery Address: Hart Mountain NAR 38782 Hart Mountain Road Plush, OR 97637 Tech POC: Kevin Goldie, 541-947-3315 Alt POC:

Danielle Fuji-Doe, 541-947-2731

Email:________________________

DUNS:_________________________

Period of Performance: 08/17/2020 to 11/30/2020

00010 PKF Morgan Mix

Continued ...

12. DISCOUNT FOR PROMPT PAYMENT

a. 10 CALENDAR DAYS (%) b. 20 CALENDAR DAYS (%) c. 30 CALENDAR DAYS (%) d. CALENDAR DAYS

NUMBER PERCENTAGE

NOTE: Additional provisions and representations

13. NAME AND ADDRESS OF QUOTER

b. STREET ADDRESS

c. COUNTY

d. CITY e. STATE f. ZIP CODE

14. SIGNATURE OF PERSON AUTHORIZED TO

SIGN QUOTATION

16. SIGNER

a. NAME (Type or print)

c. TITLE (Type or print)

a. NAME OF QUOTER

AREA CODE

NUMBER

15. DATE OF QUOTATION

b. TELEPHONE are are not attached

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition not usable

STANDARD FORM 18 (REV. 6-95)

Prescribed by GSA - FAR (48 CFR) 53.215-1(a)

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

NAME OF OFFEROR OR CONTRACTOR

2 54

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

140F0120Q0171

Delivery: 11/30/2020

Period of Performance: 10/25/2020 to 11/30/2020

00020 PKF Rock Creek Mix

Delivery: 11/30/2020

Period of Performance: 10/25/2020 to 11/30/2020

00030 McKee Upland Mix

Delivery: 11/30/2020

Period of Performance: 10/25/2020 to 11/30/2020

00040 McKee Meadow Transitional Mix

Delivery: 11/30/2020

Period of Performance: 10/25/2020 to 11/30/2020

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

Native Seeds, Lakewood, OR SOLICITATION NO. 140F0120Q0171 FWS Sheldon-Hart Mountain National Wildlife Refuge Page 3 of 54

SECTION B – SUPPLIES OR SERVICES AND PRICES/COSTS

BASE

Item no. Item Description Quantity Unit of

Measure Unit Price Total 0001 PKF Morgan Mix 1 AU $ $

0002 PKF Rock Creek Mix 1 AU $ $

0003 McKee Upland Mix 1 AU $ $

0004 McKee Meadow Transitional Mix

1 AU $ $

GRAND TOTAL $

AU = Lot

NOTE: THIS REQUIREMENT IS ALL OR NONE

NOTE 2: SHIPPING COSTS MUST BE INCLUDED IN THE PRICE OF THE SEED

PERIOD OF PERFORMANCE: See Section F.

(End of Section B)

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SECTION C – STATEMENT OF WORK

1. GENERAL:

1.1. The U.S. Fish & Wildlife Service, Sheldon-Hart Mountain National Wildlife Refuge Complex (PO Box 111, Lakeview, OR 97630; hereafter Complex) has a requirement for supply of customized native seed mixes.

1.2. Two of the native seed mixes will be used as part of integrated rehabilitation treatments in an area burned in a wildfire in 2019 on Hart Mountain National Antelope Refuge (eastern Lake County, Oregon), to bolster native plant species competition against invasive annual grasses. The PKF Morgan Mix is intended to be aerially broadcast applied to a documented high-use greater sage-grouse breeding area. The PKF Rock Creek Mix will be applied using ORUV-mounted broadcast seeders to a braided-channel floodplain in an area important for mule deer, migratory birds, and numerous other wildlife species.

1.3. The other two native seed mixes will be used as part of integrated rehabilitation treatments in a 2019 prescribed burn area on Hart Mountain National Antelope Refuge (eastern Lake County, Oregon), to increase native plant diversity and bolster native plant species competition against invasive annual grasses and forbs, primarily to benefit mule deer and migratory birds. Both seed mixes will be applied using ORUV-mounted broadcast seeders. The McKee Upland Mix will be applied to an area of shrub-steppe habitats unintentionally burned in an escape (“slop over”) during the prescribed burn. The McKee Meadow Transitional Mix will be applied to a structurally and hydrologically complex, dry meadow/pasture area bordering between the intentionally burned wet meadow/pasture and the unintentionally burned upland shrub-steppe area.

2. SCOPE:

2.1. The contractor shall supply a sufficient quantity of the following native seed mixture to apply at 18.5 lbs. PLS per acre to 1,410 acres:

PKF Morgan Mix: rocky/basaltic, variably silt loam/silty clay/fine sandy loam soils;

4,980-5,480’ elevation; precipitation 12-16 inches per year; ESE aspect;

1,410 acres @ 18.5 # PLS/acre

Species #PLS/acre Bluebunch wheatgrass (Pseudoroegneria spicata) 3 Idaho fescue (Festuca idahoensis) 3 Sandberg’s bluegrass (Poa secunda) 4 Bottlebrush squirreltail (Elymus elymoides) 4 Slender wheatgrass (Elymus trachycaulus) 3 Prairie junegrass (Koeleria macrantha) 1 Common yarrow (Achillea millefolium) 0.5

2.2. The contractor shall supply a sufficient quantity of the following native seed mixture to apply at 22.5 lbs. PLS per acre to 50 acres:

PKF Rock Creek Mix: braided-channel floodplain with considerable historic disturbance (grazing, farming, repeated fires), now marginally disconnected from the creek; fine sandy loam, slightly alkaline soils; 5,000’ elevation; precipitation 10-14 inches per year; generally flat but with a slightly N aspect; 50 acres @ 22.5 # PLS/acre

Basin wildrye (Leymus cinereus) 3 Blue wildrye (Elymus glaucus) 3 Thickspike wheatgrass (Elymus lanceolatus ssp. lanceolatus) 4 Western wheatgrass (Pascopyrum smithii) 3 Sandberg’s bluegrass (Poa secunda) 4 Bottlebrush squirreltail (Elymus elymoides) 5 Common yarrow (Achillea millefolium) 0.5

2.3. The contractor shall supply a sufficient quantity of the following native seed mixture to apply at 30.5 lbs. PLS per acre to 54 acres:

FWS Sheldon-Hart Mountain National Wildlife Refuge Page 5 of 54

McKee Upland Mix: very stony (cobbly) loam soils; 4,540-4,540’ elevation; precipitation 10-14 inches per year; W aspect; 54 acres @ 30.5 # PLS/acre

Western needlegrass (Achnatherum occidentale) 2 California brome (Bromus carinatus) 4 Bottlebrush squirreltail (Elymus elymoides) 5 Idaho fescue (Festuca idahoensis) 4 Prairie junegrass (Koeleria macrantha) 1 Basin wildrye (Leymus cinereus) 3 Western wheatgrass (Pascopyrum smithii) 3 Cusick’s bluegrass (Poa cusickii) 2 Sandberg’s bluegrass (Poa secunda) 4 Bluebunch wheatgrass (Pseudoroegneria spicata) 2 Common yarrow (Achillea millefolium) 0.25 Lewis blue flax (Linum lewisii) 0.25

2.4. The contractor shall supply a sufficient quantity of the following native seed mixture to apply at 38.5 lbs. PLS per acre to 10 acres:

McKee Meadow Transitional Mix: stony (cobbly) loam soils; 4,480-4,540’ elevation;

precipitation 10-14 inches per year; W aspect;

10 acres @ 38.5 # PLS/acre

California brome (Bromus carinatus) 6 California oatgrass (Danthonia californica) 2 Tufted hairgrass (Deschampsia cespitosa) 1 Bottlebrush squirreltail (Elymus elymoides) 5 Blue wildrye (Elymus glaucus) 3 Thickspike wheatgrass (Elymus lanceolatus ssp. lanceolatus) 3 Slender wheatgrass (Elymus trachycaulus) 3 Meadow barley (Hordeum brachyantherum) 2 Basin wildrye (Leymus cinereus) 4 Western wheatgrass (Pascopyrum smithii) 3 Cusick’s bluegrass (Poa cusickii) 2 Sandberg’s bluegrass (Poa secunda) 4 Common yarrow (Achillea millefolium) 0.25 Lewis blue flax (Linum lewisii) 0.25

2.5. Seed mixes shall be supplied in individually labeled 50 pound sacks (standard poly, cotton or heavy paper).

2.6. Seed material shall meet the following requirements:

2.6.1. Native seed will be required to be “source identified.” The source for native plant material should be as close to Hart Mountain National Antelope Refuge as possible, to include (but not necessarily limit

to) geographic location, elevation and climactic conditions. Seeds must have their origin in this area, unless otherwise cleared through the Technical Coordinator(s). Per US Fish & Wildlife Service policy, unless sufficient justification can be provided to counter the policy at the Service’s discretion, all plant materials must be adapted to the conditions of the site and it is necessary to acquire seed that has the best chance of germinating to achieve rehabilitation goals.

2.6.2. Seed shall be certified “weed free”, indicating there are no noxious weeds in the seed.

2.6.3. Seed supply should be based on pure live seed (PLS) per pound, based upon purity and germination testing.

2.6.4. All grass species provided through this contract will be from the harvest year of 2020. All seed will be required to have been tested within 120 days of sale for purity, germination and noxious weed content. Seed certification tag without testing documentation will not be accepted. Inert matter will not exceed 10%.

3. DELIVERABLES

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3.1. Prior to delivery, contractor shall provide to the Technical POCs electronic copies of the results of purity, viability (germination and/or TZ test(s)), weed test (including all-states noxious weed analysis), and crop and weed test(s). Information is required for all seed lots.

4. DELIVERY:

4.1. Seed is to be delivered to Hart Mountain National Antelope Refuge headquarters, 38782 Hart Mountain

Road, Plush, OR 97637. Map coordinates are 42° 32.947’ N and 119° 39.292’ W (WGS84). Refuge headquarters is located at a junction on a long, rough, steep and winding gravel road. Access can be hard on equipment and vehicles. Contractor(s) are strongly encouraged to take adequate preparation and precautions when traveling to the Refuge headquarters.

4.2. Seed delivery is anticipated to be about November 1, 2020, but no later than November 30, 2020. Actual delivery date(s) for seed will be dependent upon local weather conditions and availability of Complex personnel; contractor shall coordinate actual delivery dates with the Technical Coordinator.

4.3. Seed shall be delivered between Monday thru Friday from 8:00 AM to 4:30 PM (PST), except Federal Holidays.

4.4. Loading docks are not available. Contractor shall contact the Technical POCs at least 48 hours prior to delivery to ensure Government staff and equipment will be available to receive and inspect delivery.

5. INSPECTION AND ACCEPTANCE:

5.1. Seed will be inspected and inventoried upon delivery by the Technical POC or their designee. Government acceptance is contingent upon:

5.1.1. Results of purity, viability (germination and/or TZ test(s)), weed test (including all-states noxious weed analysis), and crop and weed test(s);

5.1.2. All delivered bags being individually labeled (see paragraph 2.5 of Statement of Work);

5.1.3. Condition of delivered seed, and

5.1.4. Completeness of order.

6. TECHNICAL COORDINATOR:

6.1. Kevin Goldie, Wildlife (Habitat) Biologist, Sheldon-Hart Mountain NWR Complex, PO Box 111, Lakeview, OR 97630; 541-947-3315 x224; kevin_goldie@fws.gov

(End of Section C)

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SECTION D – PACKAGING AND MARKING

N/A

(End of Section D)

FWS Sheldon-Hart Mountain National Wildlife Refuge Page 8 of 54

SECTION E – INSPECTION AND ACCEPTANCE

Seed will be inspected and inventoried upon delivery by the Technical POC or their designee. Government acceptance is contingent upon:

-Results of purity, viability (germination and/or TZ test(s)), weed test (including all-states noxious weed analysis), and crop and weed test(s);

-All delivered bags being individually labeled (see paragraph 2.5 of Statement of Work);

-Condition of delivered seed, and -Completeness of order.

(End of Section E)

FWS Sheldon-Hart Mountain National Wildlife Refuge Page 9 of 54

SECTION F – DELIVERIES OR PERFORMANCE

Seed is to be delivered to Hart Mountain National Antelope Refuge headquarters, 38782 Hart Mountain Road, Plush, OR 97637. Map coordinates are 42° 32.947’ N and 119° 39.292’ W (WGS84). Refuge headquarters is located at a junction on a long, rough, steep and winding gravel road. Access can be hard on equipment and vehicles. Contractor(s) are strongly encouraged to take adequate preparation and precautions when traveling to the Refuge headquarters.

Seed delivery is anticipated to be about November 1, 2020, but no later than November 30, 2020. Actual delivery date(s) for seed will be dependent upon local weather conditions and availability of Complex personnel; contractor shall coordinate actual delivery dates with the Technical Coordinator.

Seed shall be delivered between Monday thru Friday from 8:00 AM to 4:30 PM (PST), except Federal Holidays.

Loading docks are not available. Contractor shall contact the Technical POCs at least 48 hours prior to delivery to ensure Government staff and equipment will be available to receive and inspect delivery.

The following clause is incorporated by reference:

Clause Title Date

52.242-15 STOP WORK ORDER AUG 1989

(End of Section F)

FWS Sheldon-Hart Mountain National Wildlife Refuge Page 10 of 54

SECTION G – CONTRACT ADMINISTRATION DATA

The following local clauses are provided in full text:

CONTRACTOR PERFORMANCE ASSESSMENT REPORTING SYSTEM (JULY 2010)

(a) FAR 42.1502 directs all Federal agencies to collect past performance information on contracts. The Department of the Interior (DOI) has implemented the Contractor Performance Assessment Reporting System (CPARS) to comply with this regulation. One or more past performance evaluations will be conducted in order to record your contract performance as required by FAR42.15.

(b) The past performance evaluation process is a totally paperless process using CPARS. CPARS is a web-based system that allows for electronic processing of the performance evaluation report. Once the report is processed, it is available in the Past Performance Information Retrieval System (PPIRS) for Government use in evaluating past performance as part of a source selection action.

(c) We request that you furnish the Contracting Officer with the name, position title, phone number, and email address for each person designated to have access to your firm's past performance evaluation(s) for the contract no later than 30 days after award. Each person granted access will have the ability to provide comments in the Contractor portion of the report and state whether or not the Contractor agrees with the evaluation, before returning the report to the Assessing Official. The report information must be protected as source selection sensitive information not releasable to the public.

(d) When your Contractor Representative(s) (Past Performance Points of Contact) are registered in CPARS, they will receive an automatically-generated email with detailed login instructions. Further details, systems requirements, and training information for CPARS is available at http://www.cpars.csd.disa.milJ. The CPARS User Manual, registration for On Line Training for Contractor Representatives, and a practice application may be found at this site.

(e) Within 60 days after the end of a performance period, the Contracting Officer will complete an interim or final past performance evaluation, and the report will be accessible at http://www.cpars.csd.disa.mil/. Contractor Representatives may then provide comments in response to the evaluation, or return the evaluation without comment. Comments are limited to the space provided in Block 22. Your comments should focus on objective facts in the Assessing Official's narrative and should provide your views on the causes and ramifications of the assessed performance. In addition to the ratings and supporting narratives, blocks 1 - 17 should be reviewed for accuracy, as these include key fields that will be used by the Government to identify your firm in future source selection actions. If you elect not to provide comments, please acknowledge receipt of the evaluation by indicating ''No comment" in Block 22, and then signing and dating Block 23 of the form. Without a statement in Block 22, you will be unable to sign and submit the evaluation back to the Government. If you do not sign and submit the CPAR within 30 days, it will automatically be returned to the Government and will be annotated: "The report was delivered/received by the contractor on (date). The contractor neither signed nor offered comment in response to this assessment." Your response is due within 30 calendar days after receipt of the CPAR.

(f) The following guidelines apply concerning your use of the past performance evaluation:

(1) Protect the evaluation as "source selection information." After review, transmit the evaluation by completing and submitting the form through CPARS. If for some reason you are unable to view and/or submit the form through CPARS, contact the Contracting Officer for instructions.

http://www.cpars.csd.disa.milj/ http://www.cpars.csd.disa.mil/

FWS Sheldon-Hart Mountain National Wildlife Refuge Page 11 of 54

(2) Strictly control access to the evaluation within your organization. Ensure the evaluation is never released to persons or entities outside of your control.

(3) Prohibit the use of or reference to evaluation data for advertising, promotional material, preaward surveys, responsibility determinations, production readiness reviews, or other similar purposes.

(g) If you wish to discuss a past performance evaluation, you should request a meeting in writing to the Contracting Officer no later than seven days following your receipt of the evaluation. The meeting will be held in person or via telephone or other means during your 30- day review period.

(h) A copy of the completed past performance evaluation will be available in CPARS for your viewing and for Government use supporting source selection actions after it has been finalized.

(End of clause)

ELECTRONIC INVOICING AND PAYMENT REQUIREMENTS – INVOICE PROCESSING PLATFORM (IPP)

(APR 2013)

Payment requests must be submitted electronically through the U.S. Department of the Treasury’s Invoice Processing Platform System (IPP).

“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.

Under this contract, the following documents are required to be submitted as an attachment to the IPP invoice

1. Invoice billed according to contract line items and rates.

The Contractor must use the IPP website to register access and use IPP for submitting requests for payment. The Contractor Government Business Point of Contract (as listed in SAM) will receive enrollment instructions via email from the Federal Reserve Bank of Boston (FRBB) 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 ippgroup@bos.frb.org 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 Local Clause)

(End of Section G) https://www.ipp.gov/ mailto:ippgroup@bos.frb.org

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SECTION H – SPECIAL CONTRACT REQUIREMENTS

(End of Section H)

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SECTION I – CONTRACT CLAUSES

The following provision is incorporated by reference:

52.204-22 ALTERNATIVE LINE ITEM PROPOSAL JAN 2017

The following clauses are incorporated by reference:

52.202-1 DEFINITIONS NOV 2013

52.203-3 GRATUITIES APR 1984

52.203-12 LIMITATION ON PAYMENTS TO INFLUENCE CERTAIN FEDERAL

TRANSACTIONS

OCT 2010

52.203-17 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND

REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER

RIGHTS

APR 2014

52.204-4 PRINTED OR COPIED DOUBLE-SIDED ON RECYCLED PAPER MAY 2011

52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE OCT 2016

52.209-2 PROHIBITION ON CONTRCTING WITH INVERTED DOMESTIC

CORPORATIONS - REPRESENTATION

NOV 2015

52.232-11 EXTRAS APR 1984

52.232-40 PROVIDING ACCELERATED PAYMENTS TO SMALL BUSINESS

CONTRACTORS

DEC 2013

52.237-2 PROTECTION OF GOVERNMENT BUILDINGS, EQUIPMENT, AND

VEGETATION

APR 1984

52.242-13 BANKRUPTCY JUL 1995

52.253-1 COMPUTER GENERATED FORMS JAN 1991

The following clauses are provided in full text:

52.203-99, Prohibition on Contracting with Entities that Require Certain Internal Confidentiality Agreements

(DEVIATION 2015-02) (FEB 2015)

(a) The contractor shall not require employees or contractors seeking to report fraud, waste, or abuse to sign or comply with internal confidentiality agreements or statements prohibiting or otherwise restricting such employees or contractors from lawfully reporting such fraud, waste, or abuse to a designated investigative or law enforcement representative of a Federal department or agency authorized to receive such information.

(b) The contractor shall notify employees that the prohibition and restrictions of any internal confidentiality agreements covered by this clause are no longer in effect.

(c) The prohibition in paragraph (a) of this clause does not contravene requirements applicable to Standard

Form 312, Form 4414, or any other form issued by a Federal department or agency governing the nondisclosure of classified information.

(d)(1) In accordance with section 743 of Division E, Title VII, of the Consolidated and Further Continuing Resolution Appropriations Act, 2015 (Pub. L. 113-235), use of funds appropriated (or otherwise made available) under that or any other Act may be prohibited, if the Government determines that the contractor is not in compliance with the provisions of this clause.

(2) The Government may seek any available remedies in the event the contractor fails to comply with the provisions of this clause.

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52.212-4 – CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS (JAN 2017)

(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.

(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;

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(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.

(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.

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(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);

(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 at 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:

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(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.

(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 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.

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(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.

(9) The specification.

(t) System for Award Management (SAM).

(1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and through final payment of any contract for the accuracy and completeness of the data within the SAM database, and for any liability resulting from the Government’s reliance on inaccurate or incomplete data.

To remain registered in the SAM database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the SAM database to ensure it is current, accurate and complete. Updating information in the SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(2)

(i) If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-

FWS Sheldon-Hart Mountain National Wildlife Refuge Page 19 of 54 name agreements in Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to:

(A) Change the name in the SAM database;

(B) Comply with the requirements of Subpart 42.12 of the FAR;

(C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (t)(2)(i) of this clause, or fails to perform the agreement at paragraph (t)(2)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the electronic funds transfer (EFT) clause of this contract.

(3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the SAM record to reflect an assignee for the purpose of assignment of claims (see FAR Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the SAM database.

Information provided to the Contractor’s SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the “Suspension of payment” paragraph of the EFT clause of this contract.

(4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via SAM accessed through https://www.acquisition.gov.

(u) Unauthorized Obligations.

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

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

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

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

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

https://www.acquisition.gov/

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

(End of Clause)

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR

EXECUTIVE ORDERS—COMMERCIAL ITEMS (MAR 2020)

(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 items:

(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 and Other Covered Entities (Jul 2018) (Section 1634 of Pub. L. 115-91).

(3) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Aug 2019) (Section 889(a)(1)(A) of Pub. L. 115-232).

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

(5) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(6) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004) (Public Laws 108-77 and 108-78 (19 U.S.C. 3805note)).

(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 items:

_X_ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402

__ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Oct 2015) (41 U.S.C. 3509)).

__ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (June 2010) (Section 1553 of Pub. L. 111-5).

_X_ (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Oct 2018) (Pub.

L. 109-282) (31 U.S.C. 6101 note).

__ (5) [Reserved].

__ (6) 52.204-14, Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

__ (7) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

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_X_ (8) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (Oct 2015) (31 U.S.C. 6101note).

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

__ (10) [Reserved].

__ (11) (i) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Mar 2020) (15 U.S.C.657a).

__ (ii) Alternate I (Mar 2020) of 52.219-3.

__ (12) (i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Mar 2020) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

__ (ii) Alternate I (Mar 2020) of 52.219-4.

__ (13) [Reserved]

_X_ (14) (i) 52.219-6, Notice of Total Small Business Set-Aside (Mar 2020) (15 U.S.C.644).

__ (ii) Alternate I (Mar 2020).

__ (iii) Alternate II (Nov 2011).

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

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

__ (iii) Alternate II (Mar 2004) of 52.219-7.

_X_ (16) 52.219-8, Utilization of Small Business Concerns (Oct 2018) (15 U.S.C. 637(d)(2) and (3)).

__ (17) (i) 52.219-9, Small Business Subcontracting Plan (Mar 2020) (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 (Mar 2020) of 52.219-9.

__ (v) Alternate IV (Aug 2018) of 52.219-9

__ (18) 52.219-13, Notice of Set-Aside of Orders (Mar 2020) (15 U.S.C. 644(r)).

__ (19) 52.219-14, Limitations on Subcontracting (Mar 2020) (15 U.S.C.637(a)(14)).

__ (20) 52.219-16, Liquidated Damages-Subcontracting Plan (Jan 1999) (15 U.S.C. 637(d)(4)(F)(i)). [

__ (21) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (Mar 2020) (15 U.S.C. 657f).

_X_ (22) (i) 52.219-28, Post Award Small Business Program Rerepresentation (Mar 2020) (15 U.S.C. 632(a)(2)).

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