C08.0 N4523A23Q5705 Solicitation.pdf

N4523A23Q5705 Rotab Rotary Table Repair

Section Supplies or Services and Price

REQUEST FOR QUOTE INSTRUCTIONS

REQUEST FOR QUOTE (RFQ): Firm Fixed Price Purchase Order N4523A23Q5705

Repair of Rotab Rotary Trunnion Table Model 60PROTAB DEADLINE FOR QUOTE SUBMISSION IS: 10:00AM Pacific Time (PT) Friday, 02 December

This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in subpart 12.6 and Federal Acquisitions Regulation (FAR) part 12 and 13, as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; quotations are being requested and a written solicitation will not be issued.

The North American Industry Classification System (NAICS) code for this work is 811310, with a Business Size Standard of $11,000,000.00. This NAICS is for Commercial and Industrial Machinery and Equipment (except Automotive and Electronic) Repair and Maintenance. The Product Service Code Class is J028.

Any purchase order resulting from this RFQ will be made based on the evaluation criteria outlined below in FAR Provision 52.212-2 (Evaluation--Commercial Items (NOV 2021)).

Ordering Period: Date of Award Plus Nine Months.

Place of Performance: Vendors place of performance.

Please submit quote to: Mike Myers, Code 433 contracting office, Puget Sound Naval Shipyard and Intermediate Maintenance Facility (PSNS & IMF) via email at michael.d.myers38.civ@us.navy.mil and Chris Davidson at christopher.t.davidson7.civ@us.navy.mil All questions can be sent to the above emails.

Offerors shall complete the line item pricing structure below in addition to any provided quote material in company format. Contractor shall provide unit cost for the CLIN based upon quantity. For quoting the costs of CLIN 0001, the contractor shall provide the unit rebuild cost IAW PWS Section 5.2 through 5.26. The contract price includes all applicable Federal, state, and local taxes and duties. Special attention shall be paid to Provision FAR 52.212-2 by the Contractor; In order to be Considered Technically Acceptable for award the offeror must meet all criteria submittals.

Government Property Management Plan: IAW FAR subparts 45.201 and 45,202, the Offeror shall submit their plan to manage Government property in their possession that complies with FAR clause 52,245-1. The Contracting Officer may determine Offeror is ineligible for award if the Offeror fails to provide its plan to Manage Government property. The Offeror’s submittal should demonstrate their internal controls (control, use, preserve, protect, repair, and maintain) to protect Government property in its possession. The submittal should be adequate to satisfy the requirements of FAR 52.245-1(f).

The Offeror should submit its Property Management System in place for the Government’s review to ensure it complies with FAR clause 52.245-1(f). Alternatively, the Offeror may provide a confirmation letter, received within three years of this solicitation, for an approved Property Management System from Defense Contract Management Agency and/or any other federal Government agency. If the Offeror does not have a Property Management System in place, Government will accept an Offeror’s plan that shows intent to comply with FAR clause 52.245-1(f). The plan should include a timeline for implementing a formal Property Management System that will be used to manage Government Property in its possession.

The Government reserves the right to award to the Offeror who meets the criteria of Provision 52.212-2 Evaluation.

Failure to provide a Property Management Plan may result in disqualifying the Offeror from further consideration.

mailto:michael.d.myers38.civ@us.navy.mil mailto:christopher.t.davidson7.civ@us.navy.mil

If the Government determines there are inadequate property management controls in place that do not meet the mandatory ten (10) elements of FAR clause 52.245-1(f), the awardee of the contract will be notified by the Contracting Officer that they will have 45 days to submit a corrective action plan. The corrective action plan must include a timeline for implementation

This solicitation document and incorporated provisions and clauses are those in effect through federal acquisition circular (FAC) 2022-08.

Permits and Licenses: Unless otherwise specified in this contract, the contractor shall obtain any necessary licenses and permits, give all notices, and comply with any applicable Federal, State, County, and municipal laws, codes, and regulations in connection with this requirement.

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

CLIN

Number

1 Each $0.00

Rotab Rotary Trunnion Table Model

FFP

Perform rotary trunnion table repair in accordance with Performance Work Statement section 5.1 through 5.26.

FOB: Destination

MILSTRIP: N4523A23RC01E81

PURCHASE REQUEST NUMBER: 126789

PSC CD: J028

NET AMT $0.00

Section Inspection and Acceptance

INSPECTION AND ACCEPTANCE

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 Destination Government Destination Government Section Deliveries and Performance

Section Contract Administration Data

PWS

PERFORMANCE WORK STATEMENT (PWS)

Rotab Rotary Table Repairs Asset Id 4523A02617

Puget Sound Naval Shipyard Bremerton Washington

Part 1

General Information

1. GENERAL: This is a non-personnel services contract to provide repairs, parts and installation on a Rotab Rotary Trunnion Table Model 60PROTAB Serial Number 109. The Government shall not exercise any supervision or control over the contract service providers performing the services herein. Such contract service providers shall be accountable solely to the Contractor who, in turn is responsible to the Government.

1.1 Description of Services/Introduction: The contractor shall provide all personnel, equipment, supplies, facilities, transportation, tools, materials, supervision, and other items and non-personal services necessary to perform as defined in this PWS except for those items specified as government furnished property and services. The contractor shall perform to the standards in this contract.

1.2 Background: The Rotab rotary table in Shop 31 at Puget Sound Naval Shipyard and Intermediate Maintenance Facility (PSNS & IMF) does not operate at a level to meet Shop 31 requirements. The work in this PWS rebuilds Rotab to meet the meets OEM specifications and tolerances.

1.3 Objectives: Rebuild Rotab rotary table as described in Part 5, Specific Tasks. Contractor shall complete the following:

1.3.1 Package and ship table to contractor facility

1.3.2 Rebuild table in accordance original equipment manufacturer factory specification and tolerances called out in part 5 of this PWS

1.3.3 Package and ship like new rebuilt table back to PSNS

1.3.4 Provide new documentation

1.3.5 Provide National Recognized Testing Laboratory (NRTL) certification for table

1.4 Scope: This Performance Work Statement (PWS) describes the minimum requirements for the Government for services to accomplish the repairs on a Rotab rotary table. Services include all labor, travel, expenses, parts, supplies, filters, greases, tools, equipment, gauges, instrumentation, and safety equipment needed to perform the required work. The contractor shall accomplish:

1.4.1 Packaging and shipping of table from PSNS to repair facility.

1.4.2 Rebuild table in accordance to this PWS.

1.4.3 Package and shipping of table to PSNS from repair facility.

1.4.4 Provide documentation in accordance with this PWS.

1.4.5 Provided inspection report and labeling that machine meets NRTL certification.

1.5 Period of Performance: The period of performance shall be for nine (9) months from time of award.

1.6 Quality Assurance: The government shall evaluate the contractor’s performance under this contract in accordance with the Quality Assurance Surveillance Plan. This plan is primarily focused on what the Government must do to ensure that the contractor has performed in accordance with the performance standards. It defines how the performance standards will be applied, the frequency of surveillance, and the minimum acceptable defect rate(s).

1.7 Location

1.7.1 Place of Performance: The work to be performed under this contract will be performed at contractor facility.

1.7.2 Government Hours of Operation: The rotary table is available for pick up between the hours of 0720 to 1530 Monday thru Friday except Federal holidays or when the Government facility is closed due to local or national emergencies, administrative closings, or similar Government directed facility closings. For other than firm fixed price contracts, the contractor will not be reimbursed when the government facility is closed for the above reasons.

The Contractor must at all times maintain an adequate workforce for the uninterrupted performance of all tasks defined within this PWS.

1.7.3 Recognized Holidays: The contractor is not required to perform services on holidays.

New Year’s Day Labor Day Martin Luther King Jr.’s Birthday Columbus Day President’s Day Veteran’s Day Memorial Day Thanksgiving Day Independence Day Christmas Day Juneteenth

1.8 Security Requirements: Contractor Employees, in order to gain access to the government facility to perform work under this contract, shall at a minimum be an American citizen and make available to the security office two forms of identification in timely manner in order to gain proper badging. Contractor must follow PSNS & IMF procedures and policies that are required to obtain personnel badges and/or vehicle access to the job location prior to the performance of the contract.

1.8.1 Physical Security: The contractor shall be responsible for safeguarding all government equipment, information and property provided for contractor use.

1.9 Special Qualifications: N/A

1.10 Post Award Conference/Periodic Progress Meetings: The Contractor agrees to attend any post award conference convened by the contracting activity or contract administration office in accordance with Federal Acquisition Regulation Subpart 42.5. The contracting officer, Contracting Officers Representative (COR), and other Government personnel, as appropriate, may meet periodically with the contractor to review the contractor's performance. At these meetings the contracting officer will apprise the contractor of how the government views the contractor's performance and the contractor will apprise the Government of problems, if any, being experienced.

Appropriate action shall be taken to resolve outstanding issues. These meetings shall be at no additional cost to the government.

1.11 Government Technical Points of Contact (TPOC): The TPOC(s) monitor all technical aspects of the contract and assists in contract administration. The TPOC is authorized to perform the following functions: assure that the Contractor performs the technical requirements of the contract; perform inspections necessary in connection with contract performance; maintain written and oral communications with the Contractor concerning technical aspects of the contract; issue written interpretations of technical requirements, including Government drawings, designs, specifications; monitor Contractor's performance and notify both the Contracting Officer and Contractor of any deficiencies; coordinate availability of Government furnished property; and provide site entry of Contractor personnel.

The TPOC(s) are NOT authorized to change any of the terms and conditions of this contract. Only the warranted Contracting Officer is authorized to make modifications/changes to the terms and conditions of this contract.

If the Contractor believes any Government personnel has effectively issued a change resulting in a change in effort and price/cost of the contract, the Contractor shall immediately notify the Contracting Officer.

TPOCS:

Primary TPOC: Brian Brandt, brian.brandt@navy.mil, 360-627-4145

1.12 Contract Manager: The contractor shall provide a contract manager who shall be responsible for the performance of the work. The name of this person and an alternate who shall act for the contractor when the manager is absent shall be designated in writing to the contracting officer. The contract manager or alternate shall have full authority to act for the contractor on all contract matters relating to execution of this contract.

1.12.1 Identification of Contractor Employees: All contractor personnel working in situations where their contractor status is not obvious to third parties are required to identify themselves as such to avoid creating an impression that they are Government officials. All contractor personnel on a government installation will be required to obtain and wear badges in the performance of this contract.

PART 2

DEFINITIONS & ACRONYMS

2. DEFINITIONS AND ACRONYMS:

2.1. COMMON DEFINITIONS: Per Clause 52.212-4(e), clause 52.202-1 is incorporated by reference to this contract.

PART 3

GOVERNMENT FURNISHED PROPERTY, EQUIPMENT, AND SERVICES

3. GOVERNMENT FURNISHED ITEMS AND SERVICES:

mailto:brian.brandt@navy.mil

3.1. Services: The Government will provide rigging support to load and unload table to and from shipping vehicle.

3.2 Equipment: The Government will provide Rotab rotary table Serial Number 109.

PART 4

CONTRACTOR FURNISHED ITEMS AND SERVICES

4. CONTRACTOR FURNISHED ITEMS AND RESPONSIBILITIES:

4.1. General: The Contractor shall furnish all supplies, equipment, tools, calibrated test and inspection instruments, material and services required to perform work under this contract that are not listed under Section 3 of this PWS.

4.2. Materials and Information: The Contractor shall provide all material necessary to provide the services described in this PWS that are not listed in Section 3 of this PWS. This includes any new or updated information regarding this project such as new prints and schematics, service and operations manuals, quality control documents and test and inspection results.

4.3. Equipment: The Contractor shall provide all equipment including tools required to perform the services described in this PWS.

4.4. Warranties: The Contractor performing the services described in this PWS shall provide a one (1) year warranty on all parts and workmanship from time of final acceptance.

PART 5

SPECIFIC TASKS

5. Specific Tasks:

5.1. Basic Services. The contractor shall provide packaging, shipping, repairs, parts and installation on Rotab Serial Number 109 rotary table in accordance with this PWS.

5.1.1 Work is to be performed at contractor facility.

5.2 The contractor shall package table for shipment such that it shall not be exposed to weather during shipment.

5.3 The contractor shall be responsible for shipping the table to the contractor repair facility.

5.4 The contractor shall completely dismantle the table.

5.5 The contractor shall clean all table components that will be reused.

5.6 The contractor shall blast all painted surfaces to remove paint and debris.

5.7 The contractor shall coat all painted surfaces with new gray Hammerite paint.

5.8 The contractor shall reinstall reusable components.

5.9 The contractor shall install a new electrical control enclosure.

5.10 The contractor shall install new induction motors.

5.11 The contractor shall install new operator control station.

5.12 The contractor shall install new electrical connection hardware.

5.13 The contractor shall provide 80 feet of new steel braded power cable with a new NEMA and UL rated twist lock 230V plug.

5.14 The contractor shall provide 12 feet of new steel braded control cable for the operator pendant.

5.15 The contractor shall test new electrical system.

5.16 The contractor shall provide new electrical schematics.

5.17 The contractor shall install a new Digital Read Out panel adjacent to new operator control station.

5.18 The contractor shall install a new rotary feedback system.

5.19 The contractor shall install new interconnect equipment.

5.20 The contractor shall test and tune the new system.

5.20.1 Adjust frequency drive parameters for both axes, tilt and rotate.

5.20.2 Adjust mechanical fit for maximum achievable precision.

5.20.3 Confirm/Adjust frequency drive parameters post mechanical adjustment.

5.21 The contractor shall provide a new operator manual.

5.22 The contractor shall provide a new maintenance manual.

5.23 NRTL Certification. The contractor shall provide prove of OSHA Compliance certification by National Recognized Testing Laboratory (NRTL). The equipment installation and its component parts shall be in compliance with 29 CFR 1910, NFPA 70 and NFPA 79. Approval shall be as specified under the “Approval” and “Acceptance” criteria in the OSHA regulations Subpart “O”, Machinery and Machine Guarding paragraph 1910.212 and Subpart “S” Electrical, paragraph 1910.303 and paragraph 1910.399.

5.23.1 The contractor shall have the NRTL certification label installed on the table.

5.23.2 The contractor shall provide a digital file of the certification inspection results. The digital file shall be in Microsoft Word 2016 or pdf format. The file shall be e-mailed or drop-boxed to the TPOC.

5.24 The contractor shall test table that it is fully functional to the original OEM specifications and tolerances or better.

5.25 The contractor shall package the table for shipment so it shall not be exposed to the elements, degradation, or rusting during shipment.

5.26 The contractor shall ship the table back to Puget Sound Naval Shipyard, Bremerton building 431.

PART 6

APPLICABLE PUBLICATIONS

6. APPLICABLE PUBLICATIONS (CURRENT EDITIONS)

6.1. The Contractor must abide by all applicable regulations, publications, manuals, and local policies and procedures.

OSHA 1910, 29 CFR 1910, NFPA 70 and NFPA 79, NEMA Z535.4.

PSNS&IMF:

P5100 (14) Visitor and Contractor Handbook P5090 (4) Contractor’s Guide to Environmental Compliance P5090 (5) Contractor’s Guide to Hazardous Waste Compliance

PART 7

ATTACHMENT/TECHNICAL EXHIBIT LISTING

7. Attachment/Technical Exhibit List:

7.1. Attachment 1/Technical Exhibit 1 – Performance Requirements Summary

7.2. Attachment 2/Technical Exhibit 2 – Deliverables Schedule

TECHNICAL EXHIBIT 1

Performance Requirements Summary

The contractor service requirements are summarized into performance objectives that relate directly to mission essential items. The performance threshold briefly describes the minimum acceptable levels of service required for each requirement. These thresholds are critical to mission success.

Performance Objective (The Service required—usually a shall statement)

Standard Performance Threshold (This is the maximum error rate. It could possibly be “Zero deviation from standard”)

Method of Surveillance

PRS # 1.

The contractor shall provide A fully functional rebuilt table, PWS paragraph 5.24.

The contractor provided fully functional rebuilt table the meets OEM specifications and tolerances.

Zero deviation from standard.

100% Inspection, machinist shall fully inspect table and operate all functions of the table and report findings to

TPOC.

ECHNICAL EXHIBIT 2

DELIVERABLES SCHEDULE

Deliverable Frequency # of Copies Medium/Format Submit To Fully functional rebuilt table, PWS paragraph 5.24.

Once, within 9 months of contract award.

NA NA

TPOC

Electrical schematic, PWS paragraph 5.16.

Same as above. 1 hardcopies and 1 digital copy.

Hardcopy shall be on at least letter sized paper, digital copy shall be a PDF file.

Same as above.

Deliverable Frequency # of Copies Medium/Format Submit To Operator Manual, PWS paragraph 5.21.

Same as above. 1 hardcopies and 1 digital copy.

Hardcopy shall be on at least letter sized paper, digital copy shall be a PDF file.

Same as above.

Maintenance Manual, PWS paragraph 5.22.

Same as above. 1 hardcopies and 1 digital copy.

Hardcopy shall be on at least letter sized paper, digital copy shall be a PDF file.

Same as above.

NRTL Label, PWS paragraph 5.23.1.

Same as above. 1 hardcopy Label applied to machine.

Same as above.

NRTL Report, PWS paragraph 5.23.2.

Same as above. 1 digital copy Digital copy shall be a PDF file.

Same as above.

Section Contract Clauses

CLAUSES INCORPORATED BY REFERENCE

52.204-2 Security Requirements MAR 2021 52.204-7 System for Award Management OCT 2018 52.204-13 System for Award Management Maintenance OCT 2018 52.204-16 Commercial and Government Entity Code Reporting AUG 2020 52.204-17 Ownership or Control of Offeror AUG 2020 52.204-18 Commercial and Government Entity Code Maintenance AUG 2020 52.204-20 Predecessor of Offeror AUG 2020 52.204-21 Basic Safeguarding of Covered Contractor Information

Systems

NOV 2021

52.204-26 Covered Telecommunications Equipment or Services-- Representation.

OCT 2020

52.212-1 Instructions to Offerors--Commercial Products and Commercial Services

NOV 2021

52.212-3 Alt I Offeror Representations and Certifications--Commercial Products and Commercial Services (NOV 2021) Alternate I

OCT 2014

52.222-22 Previous Contracts And Compliance Reports FEB 1999 52.222-25 Affirmative Action Compliance APR 1984 52.222-49 Service Contract Labor Standards -- Place Of Performance

Unknown

MAY 2014

52.223-1 Biobased Product Certification MAY 2012 52.223-2 Affirmative Procurement of Biobased Products Under Service and Construction Contracts

SEP 2013

52.223-17 Affirmative Procurement of EPA-Designated Items in Service and Construction Contracts

AUG 2018

52.223-22 Public Disclosure of Greenhouse Gas Emissions and Reduction Goals -- Representation.

DEC 2016

52.232-40 Providing Accelerated Payments to Small Business Subcontractors

NOV 2021

52.245-1 Government Property SEP 2021 52.245-9 Use And Charges APR 2012

252.203-7000 Requirements Relating to Compensation of Former DoD Officials

SEP 2011

252.203-7002 Requirement to Inform Employees of Whistleblower Rights SEP 2013 252.203-7005 Representation Relating to Compensation of Former DoD

Officials

NOV 2011

252.204-7003 Control Of Government Personnel Work Product APR 1992 252.204-7008 Compliance With Safeguarding Covered Defense Information

Controls

OCT 2016

252.204-7009 Limitations on the Use or Disclosure of Third-Party Contractor Reported Cyber Incident Information

OCT 2016

252.204-7012 Safeguarding Covered Defense Information and Cyber Incident Reporting

DEC 2019

252.204-7016 Covered Defense Telecommunications Equipment or Services -- Representation

DEC 2019

252.204-7017 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services -- Representation

MAY 2021

252.204-7018 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services

JAN 2021

252.204-7019 Notice of NIST SP 800-171 DoD Assessment Requirements MAR 2022 252.204-7020 NIST SP 800-171 DoD Assessment Requirements MAR 2022 252.204-7022 Expediting Contract Closeout MAY 2021 252.211-7003 Item Unique Identification and Valuation MAR 2022 252.211-7007 Reporting of Government-Furnished Property MAR 2022 252.223-7008 Prohibition of Hexavalent Chromium JUN 2013 252.225-7000 Buy American--Balance Of Payments Program Certificate--

Basic (Nov 2014)

NOV 2014

252.225-7001 Buy American And Balance Of Payments Program-- Basic MAR 2022 252.225-7007 Prohibition on Acquisition of Certain Items from Communist

Chinese Military Companies

DEC 2018

252.225-7048 Export-Controlled Items JUN 2013 252.225-7972 (Dev) Prohibition on the Procurement of Foreign-Made Unmanned

Aircraft Systems (DEVIATION 2020-O0015)

MAY 2020

252.225-7973 (Dev) Prohibition on the Procurement of Foreign-Made Unmanned Aircraft Systems - Representation (DEVIATION 2020- O0015)

MAY 2020

252.225-7974 (Dev) Representation Regarding Business Operations with the Maduro Regime (DEVIATION 2020-O0005)

FEB 2020

252.232-7003 Electronic Submission of Payment Requests and Receiving Reports

DEC 2018

252.232-7010 Levies on Contract Payments DEC 2006 252.232-7011 Payments in Support of Emergencies and Contingency

Operations

MAY 2013

252.232-7017 Accelerating Payments to Small Business Subcontractors-- Prohibition on Fees and Consideration

APR 2020

252.237-7010 Prohibition on Interrogation of Detainees by Contractor Personnel

JUN 2013

252.243-7999 (Dev) Section 3610 Reimbursement. (DEVIATION 2020-O0021) AUG 2020 252.244-7000 Subcontracts for Commercial Items JAN 2021 252.246-7003 Notification of Potential Safety Issues JUN 2013 252.246-7004 Safety of Facilities, Infrastructure, and Equipment for

Military Operations

OCT 2010

252.246-7008 Sources of Electronic Parts MAY 2018 252.247-7023 Transportation of Supplies by Sea FEB 2019

CLAUSES INCORPORATED BY FULL TEXT

52.212-2 EVALUATION--COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (NOV 2021)

(a) The Government will award a contract resulting from this solicitation to the responsible offeror whose offer conforming to the solicitation will be most advantageous to the Government, price and other factors considered. The following factors shall be used to evaluate offers:

The Government intends to award a single purchase order on the basis of the lowest priced, technically acceptable quote meeting or exceeding the acceptability standards for all the below listed technical and past performance factors. Each technical factor below has a submission requirement that must be included with the quote.

Technical Evaluation Factors

Evaluation Criteria Submission Requirement Technical Factor 1- The prospective Offeror must demonstrate specific experience providing repairing a Rotab Rotary Trunnion Table Model 60PROTAB or of the complexity similar to or exceeding the scope identified in the Performance Work Statement (PWS) through a narrative of one (1) contract within the last two calendar years

Offerors are required to provide a completed Corporate Experience Data Sheets (Attachment 2) on one (1) of the firm’s recently completed contracts (not to exceed two years older than date of solicitation) that demonstrate experience providing Rotab Rotary Trunnion Table Model 60PROTAB repair. The narrative portion of the data sheet must be clear, coherent, and prepared in sufficient detail for effective evaluation.

Altered or substituted data sheets may not be evaluated.

Past Performance Evaluation Factor Evaluation criteria Submission Requirements Evidence of successful past performance that demonstrates performance relevant to work on Rotab Rotary Trunnion Table Model 60PROTAB similar to or exceeding the work required in the PWS.

Past performance information shall be obtained from established systems such as the Past Performance Information Retrieval System (PPIRS), Federal Awardee Performance and Integrity Information System (FAPIIS), Electronic Subcontract Reporting System (eSRS), or other databases. Past performance information may also be obtained from other sources available to the Government, such as the Defense Contract Management Agency; and interviews with Program Managers, Contracting Officers, Fee Determining Officials.

Offeror’s are not required to submit any additional documentation in support of this evaluation criterion.

NOTE: In the case of an offeror without a record of relevant past performance or for whom information on past performance is not available or so sparse that no meaningful past performance rating can be reasonably assigned, the offeror may not be evaluated favorably or unfavorably on past performance (see FAR 15.305 (a)(2)(iv)). Therefore, the offeror shall be determined to have unknown (or “neutral”) past performance. In the context of acceptability/unacceptability, a neutral rating shall be considered “acceptable.”

52.212-4 CONTRACT TERMS AND CONDITIONS--COMMERCIAL PRODUCTS AND COMMERCIAL

SERVICES (NOV 2021)

(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 Federal Acquisition Regulation (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;

(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.

(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 as fixed by the Secretary until the amount is paid.

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

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if--

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

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

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

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

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

(A) The date fixed under this contract.

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

(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 FAR 32.608-2 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.

(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) Reserved.

(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 User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C.

1341), the following shall govern:

(i) 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.

(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 PRODUCTS AND COMMERCIAL SERVICES (JAN 2022)

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

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L.

113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (NOV 2021) (Section 1634 of Pub. L. 115-91).

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

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

(5) 52.233-3, 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. 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:

___ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (JUN 2020), with Alternate I (NOV 2021) (41 U.S.C. 4704 and 10 U.S.C. 2402).

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

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

XX (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (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).

XX (8) 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).

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

____ (10) [Reserved]

____ (11) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (SEP 2021) (15 U.S.C. 657a).

____ (12) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (SEP 2021) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

____ (13) [Reserved]

XX (14)(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.

____ (15)(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.

____ (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 (NOV 2021) (15 U.S.C. 637(d)(4)).

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

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

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

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

____ (18) (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.

____ (19) 52.219-14, Limitations on Subcontracting (SEP 2021) (15 U.S.C. 657s).

____ (20) 52.219-16, Liquidated Damages—Subcontracting Plan (SEP 2021) (15 U.S.C. 637(d)(4)(F)(i)).

____ (21) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (SEP 2021) (15 U.S.C.

657f).

XX (22) (i) 52.219-28, Post-Award Small Business Program Rerepresentation (SEP 2021) (15 U.S.C. 632(a)(2)).

____ (ii) Alternate I (MAR 2020) of 52.219-28.

____ (23) 52.219-29, Notice of Set-Aside for, or Sole-Source Award to, Economically Disadvantaged Women- Owned Small Business Concerns (SEP 2021) (15 U.S.C. 637(m)).

____ (24) 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 (SEP 2021) (15 U.S.C. 637(m)).

____ (25) 52.219-32, Orders Issued Directly Under Small Business Reserves (MAR 2020) (15 U.S.C. 644(r)).

____ (26) 52.219-33, Nonmanufacturer Rule (SEP 2021) (15 U.S.C. 657s).

XX (27) 52.222-3, Convict Labor (JUN 2003) (E.O. 11755).

XX(28) 52.222-19, Child Labor--Cooperation with Authorities and Remedies (JAN 2022) (E.O. 13126).

XX (29) 52.222-21, Prohibition of Segregated Facilities (APR 2015).

XX (30)(i) 52.222-26, Equal Opportunity (SEPT 2016) (E.O. 11246).

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

____ (31)(i) 52.222-35, Equal Opportunity for Veterans (JUN 2020) (38 U.S.C. 4212).

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

XX (32)(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.

____ (33) 52.222-37, Employment Reports on Veterans (JUN 2020) (38 U.S.C. 4212).

____ (34) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O.

13496).

XX (35)(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).

____ (36) 52.222-54, Employment Eligibility Verification (NOV 2021). (E. O. 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.)

____ (37)(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.)

____ (38) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (JUN 2016) (E.O. 13693).

____ (39) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners

(JUN 2016) (E.O. 13693).

____ (40) (i) 52.223-13, Acquisition of EPEAT® Registered Imaging Equipment (JUN 2014) (E.O.s 13423 and 13514).

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

____ (41)(i) 52.223-14, Acquisition of EPEAT® Registered Televisions (JUN 2014) (E.O.s 13423 and 13514).

____ (ii) Alternate I (JUN 2014) of 52.223-14.

____ (42) 52.223-15, Energy Efficiency in Energy-Consuming Products (MAY 2020) (42 U.S.C. 8259b).

____ (43)(i) 52.223-16, Acquisition of EPEAT®-Registered Personal Computer Products (OCT 2015) (E.O.s 13423 and 13514).

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

XX (44) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (JUN 2020) (E.O.

13513).

____ (45) 52.223-20, Aerosols (JUN 2016) (E.O. 13693).

____ (46) 52.223-21, Foams (JUN 2016) (E.O. 13693).

____ (47)(i) 52.224-3, Privacy Training (JAN 2017) (5 U.S.C. 552a).

____ (ii) Alternate I (JAN 2017) of 52.