B08_Attachment_A_-__Instructions_to_Offerors_BAFF.docx

52.212-4 COMBINED SYNOPSIS/SOLICITATION

Bio Acoustic Fish Fence (BAFF) Invasive Carp Deterrent System U.S. Fish and Wildlife Service, Fisheries, Region 3

This is a solicitation for commercial items prepared in accordance with the format in Subpart 12.6. This is a combined synopsis/solicitation, and this announcement constitutes the only solicitation. This solicitation is issued as a Request for Proposal (RFP).

This requirement is being procured in accordance with FAR Part 12, Acquisition of Commercial Items and in accordance with FAR Part 13, Simplified Procedures for Certain Commercial Items, will be sent directly to the vendor Fish Guidance Systems Limited. Buyer intends to issue a single award firm-fixed price contract.

The U.S. Fish and Wildlife Service (USFWS) and partners are investigating the feasibility of using a Bioacoustic Fish Fence (BAFF) for invasive carp deterrence at a U. S. Corps of Engineers lock and dam location, Barkley Lock and Dam near Grand Rivers, Kentucky. The BAFF utilizes a combination of a proprietary sound, flashing lights, and a bubble curtain to deter fish from entering a location. Barkley Lock was selected as the study site to evaluate the BAFF because it has an established Invasive carp population, an existing invasive carp monitoring program conducted by the Kentucky Department of Fish and Wildlife Resources, and has met all environmental permitting and Endangered Species Act (ESA) Section 7 Consultation requirements as part of the background work done to install the BAFF. To determine the impacts of the BAFF on fish movement through the fence, a telemetry array that monitors fish movement is utilized.

Major Components of this requirement include:

· Lease of Proprietary BAFF System

· Repair and Maintenance of System

· Travel

· Administrative and fixed Maintenance components (IE Compressor Maintenance)

· Option for Purchase of BAFF System

· Removal of BAFF System at end of Performance.

All work shall be performed in accordance with the Performance Work Statement (PWS); Performance Requirement Summary (PRS) and Quality Assurance Surveillance Plan (QASP).

This requirement is being procured in accordance with FAR Part 13, Simplified Procedures for Certain Commercial Items, will be sent directly to the vendor Fish Guidance Systems Limited. Buyer intends to issue a single award firm-fixed price contract.

This RFP is not a Small Business Set-Aside, as the sole source vendor is considered a large business due to being based out of the United Kingdom. The North American Industry Classification System (NAICS) Code for this procurement is 541330 Engineering Services.

INSTRUCTIONS TO OFFERORS:

PROPOSAL PREPARATION INSTRUCTIONS:

The following instructions prescribe the format for the offer and describe the approach for the development and presentation of offer data. These instructions are designed to ensure the submission of necessary information to provide for the understanding and comprehensive evaluation of offers.

PROPOSAL SUBMISSION:

Proposals shall be submitted prior to 2:00 PM ET Wednesday 30 AUG 2024 as identified in the email correspondence to the vendor. Proposals must be submitted directly to the Contract Specialist, Lamont Sawyers, via email at Lamont_Sawyers@fws.gov.

It is solely the vendor’s responsibility to ensure the submission of an accurate and complete offer that fully conforms to all solicitation requirements.

All questions regarding this solicitation must be emailed to lamont_sawyers@fws.gov. All questions must be submitted no later than August 22, 2024; 2:00 PM ET.

ORGANIZATION AND FORMATING OF PROPOSAL CONTENT:

Include the following information in your offer organized and named as follows. Offeror shall only include vendor identifiable information on the first/header Page of each volume, please use generic references such as “the contractor” or “The Vendor” throughout technical submission documents.

Volume 1: Administrative Data This section shall contain the following information. Vendors Name, DBA Name if Applicable, CAGE or DUNS for SAM registration, Contractor POC name and email, vendors size under applicable NAICS code. This volume shall contain all other required information not specifically addressed in other volumes. This can include but is not limited to fill in Provisions/Clauses, any additional supporting documentation and identification and explanation of any assumptions used in the technical proposal preparation process.

Volume 2: Technical

The Technical volume shall be clear, concise, and include sufficient detail for effective evaluation and for substantiating the validity of stated claims in the Offeror’s submission. Legibility, clarity and coherence are very important. Your responses will be evaluated against the Technical factor defined in the Basis for Award Section. The proposal should not simply rephrase or restate the Government's requirements, but rather shall provide convincing rationale to address how the offeror intends to meet these requirements. Statements that the offeror understands, can, or will comply with the PWS (including referenced publications, technical data, etc.); statements paraphrasing the PWS or parts thereof (including applicable publications, technical data, etc.); and phrases such as “standard procedures will be employed” or “well known techniques will be used,” etc., will be considered unacceptable. Offerors shall assume that the Government has no prior knowledge of their facilities and experience and will base its evaluation on the information presented in the offer.

The technical volume shall address all areas required in the statement of work and offer should reference clearly what portion of the Statement of Work they are addressing when providing technical information. The technical volume should address technical factors in the same order as listed in the statement of work, to the maximum extent possible.

Volume 3: Small Business Subcontracting Plan: (Applicable only for Large Businesses)

Please provide a Small Business Sub-Contracting Plan, or explanation as to why no subcontracting possibilities exist. Template is Attached.

Volume 4: Price Proposal

Deliverable, or an independent document that contains all information requested in this document. Please also include any assumptions and exceptions that were made when compiling pricing information. Pricing must be valid for a minimum of 120 days.

Offerors shall submit all (if any) assumptions, conditions, or exceptions with any of the terms and conditions of this solicitation, clearly identified in the Price Proposal Volume. If not noted in this section of your proposal, it will be assumed that the Offeror proposes no assumptions for award and agrees to comply with all the terms and conditions as set forth herein. It is not the responsibility of the Government to seek out and identify assumptions, conditions, or exceptions buried within the Offeror’s submission.

FORMATTING:

Proposal shall be in the English language and all monies shall be proposed in United States dollars. Print should be no smaller than a font size of 12 and should be on 8 1/2 x 11-inch paper. A page means the front or back side of the page, not both sides. Front and back covers do not count toward the final page counts.

PAGE LIMITS REQUIREMENTS:

Total page limit does not include the cover page, table of contents or requirement attachments. Vendors can submit requests for additional pages through the question submission process. (See Above). It is Contracting Officers decision if additional pages will be approved.

ADDITIONAL INFORMATION:

The Government intends to sole source and negotiate directly with the vendor as needed to ensure the Governments Requirements of the Statement of Work have been met.

The period of performance is a base year of 9 months plus one (1) year option, to include an additional three (3) month option. Period of Performance Start Date of 10/01/2024.

TYPE OF CONTRACT

It is the Government’s intention to place an award under a combination of Firm Fixed Price and Time and Materials Contract line items resulting from this solicitation. The contractor shall perform the effort required by this award on the price structure laid out below. The work shall be performed in accordance with the terms and conditions of this RFP, and the resulting contract.

DELIVERABLES

Technical:

Work Execution Plan Accident Prevention Plan Environmental Protection Plan Dive Plan Diving Safety Practice Manual Small Business Sub-Contracting Plan Quality Control Plan Technical Approach Addressing Statement of Work Requirements Pricing:

Detailed Quote with detailed cost/pricing data, structured as follows:

Base Year October 1 2024 – June 30 2025: For all work to be performed during this period, please breakout pricing as follows:

1. Repair and Maintenance (Time and Materials CLIN) Need all Labor rates for specific labor categories of crew, rates will be fixed for the PoP for this CLIN. Materials also need to be separated. This CLIN should not include any other costs than labor for repairs, maintenance and materials.

2. Lease Fixed Price Per Month

3. Travel – cost reimbursement CLIN; will be based on actual expenses; JTR will be used as guidelines for pricing. This should include all travel for the base year PoP.

4. Other Administrative/Fixed Maintenance Cost per Month (IE Compressor Maintenance, FGS Admin Costs (Meetings/Invoicing), Sound Surveys Option Year 1 (12 Months) Same Breakdown Requested as Above Option Year 2 (3 Months) Same Breakdown Requested as Above

Optional Purchase of System NOTE: The Government will establish a ceiling price prior to award of this contract. Awardee will be required to inform the Government when 75% of the ceiling price has been expended.

TRAVEL COSTS:

Travel Costs will be reimbursed for actual, allowable, and reasonable travel costs incurred, exclusive of any fee. Travel will be reimbursed in accordance with FAR 31 and the Federal Travel Regulations and policies in effort at the time of travel. All travel must be approved by the COR prior to travel arrangements being made.

RESPONSIBILITY

The Government will determine responsibility by analyzing whether the apparent successful Offeror complies with the requirements of FAR 9.1, including:

· adequate financial resources to perform the contract or the ability to obtain them

· ability to comply with the required performance period, taking into consideration all existing commercial and governmental business commitments

· satisfactory record of integrity and business ethics

· necessary organization, experience, and skills or the ability to obtain them

· necessary equipment and facilities or the ability to obtain them

· otherwise qualified and eligible to receive an award under applicable laws and regulations.

NON-PERSONAL SERVICES

As stated in the Federal Register, Volume 57, No. 190, page 45096, dated September 30, 1992, Policy Letter on Inherently Governmental Function, no personal services shall be performed under this task order. All work requirements shall flow only from the Contracting Officer Representative to the Contractor Employee. No Contractor Employee shall be directly supervised by the Government. The applicable employee supervisor shall give all individual employee assignments and daily work direction. If the Contractor believes any Government action or communication has been given that would create a personal services relationship between the

Government and any Contractor employee, the Contractor shall promptly notify the Contracting Officer of this communication or action.

The Contractor shall not perform any inherently governmental action under this task order. No contractor employee shall hold him or herself out to be a Government employee, agent, or representative. No Contractor employee shall state orally or in writing at any time that he or she is acting on behalf of the Government. In all communications with third parties in connection with this task order, Contractor employees shall identify themselves as Contractor and specify the name of the company for which they work. In all communications with the Government contractors in connection with this task order, the Contractor employee shall state that he/she has no authority to, in any way, change the task order and that if the other contractor believes this communication to be a direction to change their task order/contract, they should notify the Contracting Officer for that task order/contract and not carry out the direction until a clarification has been issued by the Contracting Officer.

The Contractor shall insure that all of its employees working on this task order are informed of the substance of this article. Nothing in this article shall limit the Government’s rights in any way under the provisions of the task order, including those related to the Government’s right to inspect and accept the services to be performed under this task order. The substance of this article shall be included in all subcontracts at any tier.

(End of clause)

PACKAGE AND MARKING

a. All data and correspondence submitted to the Contracting Officer (CO) and Contracting Officer’s Representative COR shall reference;

(1) The Task Order number

(2) The names of the CO and COR, as appropriate.

· All deliverables submitted under this task order shall be prepared and packaged in a cost- effective manner equivalent to standard commercial quality. Elaborate artwork, expensive paper and bindings are neither necessary nor desired.

· All paper deliverables shall meet at least the minimum requirements for post-consumer recycled content, set forth in EPA’s Comprehensive Procurement Guidelines.

INSPECTION AND ACCEPTANCE

The Government has the right to inspect and evaluate the work performed or being performed under the order, and the premises where the work is being performed, at all reasonable times and in a manner that will not unduly delay the work. If the Government performs inspection or evaluation on the premises of the Contractor or a subcontractor, the Contractor shall furnish and shall require subcontractors to furnish all reasonable facilities and assistance for the safe and convenient performance of these duties.

The FAR clause 52.212-4 (a) Inspection/Acceptance of commercial items applies to this task order.

QUALITY ASSURANCE

The COR will review for completeness any preliminary or draft documentation that the Contractor submits and may return it to the Contractor for correction. The Contractor is responsible for complying with the order requirements regardless of whether the Contractor receives any comments on its draft documentation from the COR. Final approval and acceptance of documentation required herein shall be by letter of approval and acceptance by the CO. The Contractor shall not construe any letter of acknowledgement of receipt of material as a waiver of review or as an acknowledgement that the material conforms to this order. Any approval given during the preparation of the documentation or approval for shipment shall not guarantee the final acceptance of the completed documentation.

QUALITY ASSURANCE PLAN

The government will monitor the Contractor's performance using a series of scheduled and unscheduled inspections. This order will include a Quality Assurance Plan (QAP) indicating Acceptable Quality Levels regarding work performance requirements as stated in the Statement of Work.

A Quality Assurance Plan (QAP) is an organized written document used for quality assurance surveillance that contains specific methods the Government will use to perform surveillance of the contractor.

The Acceptable Quality Level (AQL) is the maximum allowable deviation from perfect performance that may occur before the Government will invoke payment deduction. An AQL does not allow a contractor knowingly to offer defective service, but limits reduced payment to circumstances in which defective performance results in a measurable reduction in the value of services rendered.

DELIVERIES OR PERFORMANCE

The period of performance shall be for a base and four, one-year option periods. The Contractor agrees to render service only during normal workings hours, unless otherwise agreed to by the Contractor and the Contracting Officer. Any Contractor travel required must be prior approved and comply with the Federal Travel Regulations, as applicable, in effect on the date(s) the travel is performed. Established Federal Government per diem rates will apply to all Contractor travel. Contractors cannot use GSA city pair contracts; however, the contractor shall be prudent with all travel expenses. Refer FAR 31.

TERMS AND CONDITONS/LOCAL CLAUSES

1452.201-70 Authorities and Delegations (Sep 2011)

(a) The Contracting Officer is the only individual authorized to enter into or terminate this contract, modify any term or condition of this contract, waive any requirement of this contract, or accept nonconforming work.

(b) The Contracting Officer will designate a Contracting Officer's Representative (COR) at time of award. The COR will be responsible for technical monitoring of the contractor's performance and deliveries. The COR will be appointed in writing, and a copy of the appointment will be furnished to the Contractor. Changes to this delegation will be made by written changes to the existing appointment or by issuance of a new appointment.

(c) The COR is not authorized to perform, formally or informally, any of the following actions:

(1) Promise, award, agree to award, or execute any contract, contract modification, or notice of intent that changes or may change this contract;

(2) Waive or agree to modification of the delivery schedule;

(3) Make any final decision on any contract matter subject to the Disputes Clause;

(4) Terminate, for any reason, the Contractor's right to proceed;

(5) Obligate in any way, the payment of money by the Government.

(d) The Contractor shall comply with the written or oral direction of the Contracting Officer or authorized representative(s) acting within the scope and authority of the appointment memorandum. The Contractor need not proceed with direction that it considers to have been issued without proper authority. The Contractor shall notify the Contracting Officer in writing, with as much detail as possible, when the COR has taken an action or has issued direction (written or oral) that the Contractor considers to exceed the COR's appointment, within 3 days of the occurrence. Unless otherwise provided in this contract, the Contractor assumes all costs, risks, liabilities, and consequences of performing any work it is directed to perform that falls within any of the categories defined in paragraph (c) prior to receipt of the Contracting Officer's response issued under paragraph (e) of this clause.

(e) The Contracting Officer shall respond in writing within 30 days to any notice made under paragraph (d) of this clause. A failure of the parties to agree upon the nature of a direction, or upon the contract action to be taken with respect thereto, shall be subject to the provisions of the Disputes clause of this contract.

(f) The Contractor shall provide copies of all correspondence to the Contracting Officer and the COR.

(g) Any action(s) taken by the Contractor, in response to any direction given by any person acting on behalf of the Government or any Government official other than the Contracting Officer or the COR acting within his or her appointment, shall be at the Contractor's risk. (End of clause)

DIAPR 2010-14, CONTRACTOR PERFORMANCE ASSESSMENT REPORTING SYSTEM (JULY 2010)

(a) FAR 42.1502 direct 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 FAR 42.15.

(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.mil/. 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.

(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, pre- award 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.

1452.204-70 RELEASE OF CLAIMS -- DEPARTMENT OF THE INTERIOR (JUL 1996)

After completion of work and prior to final payment, the Contractor shall furnish the Contracting Officer with a release of claims against the United States relating to this contract. The Release of Claims form (DI-137) shall be used for this purpose. The form provides for exception of specified claims from operation of the release.

(End of clause)

DIAPR 2012-5 Certification Regarding a Felony Conviction under any Federal Law or an Unpaid Federal Tax Liability (Feb 2012)

(a) In accordance with sections 433 and 434 of Division E of the Consolidated Appropriations Act, 2012 (Pub.L. 112-74), none of the funds made available by the Act may be used to enter into a contract with any corporation that –

(1) Was convicted (or had an officer or agent of such corporation acting on behalf of the corporation convicted) of a felony criminal violation under any Federal law within the preceding 24 months, where the awarding agency is aware of the conviction, unless the agency has considered suspension or debarment of the corporation, or such officer or agent and made a determination that this further action is not necessary to protect the interest of the Government.

(2) Has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability, where the awarding agency is aware of the unpaid tax liability, unless the agency has considered suspension or debarment of the corporation and made a determination that this further action is not necessary to protect the interest of the Government.

(b) The Offeror certifies that –

(1) It is [ ] is not [ ] a corporation that was convicted (or had an officer or agent of such corporation acting on behalf of the corporation convicted) of a felony criminal violation under any federal law within the preceding 24 months;

(2) It is [ ] is not [ ] a corporation that has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner, and that has not been paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. (End of notice)

APPLICABLE LAW FOR BREECH OF CONTRACT CLAIM

United States law will apply to resolve any claim of breach of this contract. (End of clause)

AUTHORIZED DEVIATIONS IN CLAUSES

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

(b) The use in this solicitation or contract of any DIAR (48 CFR CHAP 14) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the name of the regulation.

STATEMENT OF EQUIVALENT RATES FOR FEDERAL HIRES

In compliance with the Service Contract Act of 1965, as amended, and the regulations of the Secretary of Labor (29 CFR Part 4), this clause identifies the classes of service employees expected to be employed under the contract and states the wages and fringe benefits payable to each if they were employed by the contracting agency subject to the provisions of 5 U.S.C. 5341 or 5332. The wage determinations can be found at http://www.wdol.gov/sca.aspx. The contractor must ensure to comply with all wage determinations applicable to this task order.

1452.203-70 Restrictions on Endorsements—Department of the Interior (JUL 1996) The Contractor shall not refer to contracts awarded by the Department of the Interior in commercial advertising, as defined in FAR 31.205–1, in a manner which states or implies that the product or service provided is approved or endorsed by the Government, or is considered by the Government to be superior to other products or services. This restriction is intended to avoid the appearance of preference by the Government toward any product or service. The Contractor may request the Contracting Officer to make a determination as to the propriety of promotional material.

(End of clause)

DOI TEXT MESSAGING Prohibition on Text Messaging and Using Electronic Equipment Supplied by the Government while Driving (October 2009) Prohibition on Text Messaging and Using Electronic Equipment Supplied by the Government while Driving (October 2009) Executive Order 13513 , Federal Leadership On Reducing Text Messaging While Driving , was signed by President Barack Obama on October 1, 2009 (Ref: http://edocket.access.gpo.gov/2009/pdf/E9-24203.pdf). This Executive Order introduces a Federal Government-wide prohibition on the use of text messaging while driving on official business or while using Government-supplied equipment. Additional guidance enforcing the ban will be issued at a later date. In the meantime, please adopt and enforce policies that immediately bans text messaging while driving company-owned or rented vehicles, government owned or leased vehicles, or while driving privately owned vehicles while on official government business or when performing any work for or on behalf of the government.

(End of Clause)

SPECIAL CONTRACT REQUIREMENTS:

SCIENTIFIC INTEGRITY

In order to ensure the reliability of the research record and associated benefits, the Contractor shall abide by the Federal Policy on Research Misconduct, 65 Federal Register (FR) 76260- 76264, Dec. 6, 2000 (available at https://www.govinfo.gov/content/pkg/FR-2000-12-06/html/00- 30852.htm), as well as any implementing policy issued by the Department of the Interior or the U.S. Fish and Wildlife Service (available at: https://www.doi.gov/scientificintegrity).

NOTICE REGARDING LATE DELIVERY/DELAYED PERFORMANCE

(a) In the event the Contractor anticipates difficulty in meeting performance requirements, or when it anticipates difficulty in complying with any delivery schedule contained in the order, or any other agreed upon date, or whenever the Contractor has knowledge that any actual or potential situation is delaying or threatens to delay the timely performance of this order, the Contractor shall immediately notify the Contracting Officer (CO) and the Contracting Officer’s Representative (COR) in writing, giving pertinent details, provided this data shall be informational only in character and that this provision shall not be construed as a waiver by the Government of any order delivery schedule, or date or any rights or remedies provided by law or under this order.

(b) If the Contractor fails to respond in a timely manner to any portion of this order, delay will be attributed to the Contractor. Even if the Government agrees to a change in the period of performance due to the delay, the price may be subject to a downward adjustment.

(c) If the Government delays performance of this order, the period of performance and/or price may be revised upon mutual agreement between the Government and the Contractor. CONTRACTOR CONFLICT OF INTEREST

(a) It is the policy of the Department of the Interior to avoid task order awards which could result in or create conflicts of interest, whether actual or apparent. Such a situation could occur in the instance when the Contractor or any subcontractors or teaming arrangement partners have business, financial, real property, mineral rights, or other interests, as well as professional activities that create conflicting roles which could potentially bias a Contractor’s judgment or result in unfair competitive advantage to the Contractor, and thus impede the government’s objective to obtain an impartial, technically sound and objective performance of this order.

(b) Any proposal submitted in response to this request for proposals must identify any actual or potential conflict of interest described in paragraph (a) and include a Conflict of Interest Mitigation Plan if the Contractor believes such persons or entities are indispensable to its proposal. The Government’s approval of any proposed Conflict of Interest Mitigation Plan shall be at the sole discretion of the Contracting Officer.

(c) Absent a written approval of a Conflict of Interest Mitigation Plan from the Contracting Officer, the Contractor, or any of its officers, representatives, employees, sub-contractors, or teaming arrangement members, shall not be involved in any situation during the performance of this contract which may result in conflicts as contemplated in paragraph (a) above. Failure to comply with this provision may be cause for termination for default.

(d) The Contractor shall disclose, upon discovery, any interest which may develop after award that may result in a conflict as contemplated in paragraph (a) above. Failure to comply with this provision may be cause for termination of this award for default.

(e) The Contractor shall include this clause, including this paragraph in all subcontracts and consultant agreements; however, subcontractors and consultants shall be directed to send any mitigation plan to the Contractor who shall then inform the Contracting Officer.

(f) The Contractor, its employees, subcontractors and teaming arrangement partners, shall not engage in any communication regarding any aspect of performance of this order with any person or entity described in paragraph (a) above without express permission from the Contracting Officer. Failure to comply with this provision may be cause for termination of this award for default.

TITLE TO PROPERTY DATA USE, DISCLOSURE OF INFORMATION, AND HANDLING OF SENSITIVE INFORMATION The Contractor shall maintain, transmit, retain in strictest confidence, and prevent the unauthorized duplication, use, and disclosure of information obtained, generated, or developed pursuant to this order. The Contractor shall provide sensitive information only to employees, contractors, and subcontractors having a need to know such information in the performance of their duties for this project.

Information made available to the Contractor by the Government for the performance or administration of this effort shall be used only for those purposes and shall not be used in any other way without the written agreement of the Contracting Officer (CO).

If the Contractor is uncertain about the availability or proposed use of information provided for the performance or administration, the Contractor will consult with the COR regarding use of that information for other purposes.

The Contractor agrees to assume responsibility for protecting the confidentiality of Government records which are not public information. Each employee of the Contractor to whom information may be made available or disclosed shall be notified in writing by the Contractor that such information may be disclosed only for a purpose and to the extent authorized herein.

Each employee shall sign the Confidentiality Agreement and the Contractor shall submit the signed form to the CO prior to the employee’s access to confidential information.

Performance of this effort may require the Contractor to access and use data and information proprietary to a Government agency or Government Contractor which is of such a nature that its dissemination or use, other than in performance of this effort, would be adverse to the interests of the Government and/or others.

The Contractor shall not use, disclose, or reproduce proprietary data that bears a restrictive legend, other than as required in the performance of this effort. Nothing herein shall preclude the use of any data independently acquired by the Contractor without such limitations or prohibit an agreement at no cost to the Government between the Contractor and the data owner that provides for greater rights to the Contractor. All data received, processed, evaluated, loaded, and/or created as a result of this Contract shall remain the sole property of the Government unless specific exception is granted by the CO.

TITLE TO PROPERTY

Title to all property, with the exception of expendable items, shall vest in the U.S. Government. All property will be shipped to the COR within 30 days of the end of the task order.

TITLE TO MATERIAL

The Contractor shall transfer all materials developed under this order to the Government. These rights shall allow the Government to freely use the subject materials at any time, through any method of projection, transmission, or distribution.

DISPOSITION OF MATERIAL

Upon termination or completion of all work under this order, the Contractor shall prepare for shipment and deliver at the Contractor’s cost, all materials received from the Government and all residual materials produced in connection with the performance of this order as may be directed by the Contracting Officer, or as specified in other provisions of this order. All materials produced or required to be delivered under this order become and remain the property of the Government.

LIST OF ATTACHMENTS:

Attachment A: Combined Synopsis/Solicitation (This Document) Attachment B: Small Business Subcontracting Plan Template Attachment C: Performance Statement of Work Attachment D: Wage Determinations

CLAUSES INCORPORATED BY REFERENCE:

52.203-17 Contractor Employee Whistleblower Rights and Requirement To Inform Employees of Whistleblower Rights Nov 2023

Clauses Incorporated by Full Text

52.212-5 - Contract Terms and Conditions Required to Implement Statutes or Executive Orders -- Commercial Items (May 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 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 Covered Entities (Dec 2023) (Section 1634 of Pub. L. 115-91).

(3) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Nov 2015)

(4) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Public Laws 108-77, 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 (Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

___ (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).

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

_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.

__ (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).

8/8_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.

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

_X_ (21) (i) 52.219-9, Small Business Subcontracting Plan (Sep 2023) ( 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 2023) 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).

_X_ (26) (i) 52.219-28, Post Award Small Business Program Representation (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).

_X_ (32) 52.222-19, Child Labor-Cooperation with Authorities and Remedies (Feb 2024).

_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.

__ (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.

__ (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 (May 2024) ( 42 U.S.C. 7671, et seq.).

__ (43) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (May 2024) ( 42 U.S.C. 7671, et seq.).

__ (44) 52.223-20, Aerosols (May 2024) ( 42 U.S.C. 7671, et seq.).

__ (45) 52.223-21, Foams (May 2024) ( 42 U.S.C. 7671, et seq.).

__ (46) 52.223-23, Sustainable Products and Services (May 2024) ( E.O. 14057, 7 U.S.C. 8102, 42 U.S.C. 6962, 42 U.S.C. 8259b, and 42 U.S.C. 7671l).

__ (47) (i) 52.224-3 Privacy Training (Jan 2017) (5 U.S.C. 552 a).

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

__ (48) (i) 52.225-1, Buy American-Supplies (Oct 2022) ( 41 U.S.C. chapter 83).

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

__ (49) (i) 52.225-3, Buy American-Free Trade Agreements-Israeli Trade Act (NOV 2023) ( 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 (Feb 2024) of 52.225-3.

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

_X_ (50) 52.225-5, Trade Agreements (NOV 2023) ( 19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

__ (51) 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).

__ (52) 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).

__ (53) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) ( 42 U.S.C. 5150).

__ (54) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) ( 42 U.S.C. 5150).

__ (55) 52.226-8, Encouraging Contractor Policies to Ban Text Messaging While Driving (May 2024) ( E.O. 13513).

__ (56) 52.229-12, Tax on Certain Foreign Procurements (Feb 2021).

_X_ (57) 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).

_X_ (58) 52.232-30, Installment Payments for Commercial Products and Commercial Services (Nov 2021) ( 41 U.S.C. 4505, 10 U.S.C. 3805).

_X_ (59) 52.232-33, Payment by Electronic Funds Transfer-System for Award Management (Oct2018) ( 31 U.S.C. 3332).

__ (60) 52.232-34, Payment by Electronic Funds Transfer-Other than System for Award Management (Jul 2013) ( 31 U.S.C. 3332).

__ (61) 52.232-36, Payment by Third Party (May 2014) ( 31 U.S.C. 3332).

__ (62) 52.239-1, Privacy or Security Safeguards (Aug 1996) ( 5 U.S.C. 552a).

_X_ (63) 52.242-5, Payments to Small Business Subcontractors (Jan 2017) ( 15 U.S.C. 637(d)(13)).

__ (64) (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 items:

[Contracting Officer check as appropriate.]

(1) 52.222-17, Nondisplacement of Qualified Workers (May 2014) (E.O. 13495)

X (2) 52.222-41, Service Contract Labor Standards (May 2014) (41 U.S.C. chapter 67.).

(3) 52.222-42, Statement of Equivalent Rates for Federal Hires (May 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

(4) 52.222-43, Fair Labor Standards Act and Service Contract Labor Standards -- Price Adjustment (Multiple Year and Option Contracts) (May 2014) (29 U.S.C.206 and 41 U.S.C. chapter 67).

(5) 52.222-44, Fair Labor Standards Act and Service Contract Labor Standards -- Price Adjustment (May 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

(6) 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).

(…