Combined Synopsis Solicitation 36C78625Q50059.pdf

COMBINED SYNOPSIS/ SOLICITATION

Septic Services for Tahoma National Cemetery

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

ii. Solicitation 36C78625Q50059 is issued as a Request for Quote.

iii. This solicitation document incorporates provisions and clauses of those in effect through Federal Acquisition Circular 2024-07 effective 29 August 2024.

iv. This is a Service-Disable Veteran-Owned Small Business (SDVOSB) set-aside. The associated North American Industrial Classification System (NAICS) code for this procurement is 562991 with a small business size standard of 9 million dollars.

v. National Cemetery Administration (NCA), Contracting Services, intents to award an

Firm Fixed Price contract for a One-year base and 2-one year options, with the

Government discretion to exercise for septic services. See attached solicitation and other documents.

vi.

a. Place of performance:

TAHOMA NATIONAL CEMETERY

18600 SE 240TH STREET

KENT, WA 98042

b. Attachments: List all attachments

Attachment A: Pictures and Specs

vii. SITE VISIT: Offerors are urged and expected to inspect all sites where services are to be performed and to satisfy themselves regarding all general and local conditions that may affect the cost of contract performance. In no event shall failure to inspect a one or all sites constitute grounds for a claim after contract award. If you plan to conduct a site visit / inspection of the Tahoma National Cemetery, YOU MUST CONTACT one of the following personnel to make arrangements:

COR: Jarrett Eggleston # (425) 413-9614 jerrett.eggleston@va.gov

COR: Brain Combs # (425) 413-9614 brian.combs663@va.gov

SOLICITATION QUESTIONS:

All solicitation questions must be submitted through email to the Contracting Officer:

david.hester@va.gov. Vendor questions must be received by 11:00 am EST on Dec 12, 2024 and will be answered via solicitation amendment no later than Dec 18, 2024.

Questions submitted after the Q&A due date will not be answered.

mailto:jerrett.eggleston@va.gov mailto:brian.combs663@va.gov

COMBINED SYNOPSIS/ SOLICITATION

Septic Services for Tahoma Valley National Cemetery

viii. The following clauses and provisions are applicable to this combined synopsis/solicitation: 52.212-1, Instructions to Offerors; 52.212-3 Offeror

Representations and Certifications—Commercial Items; 52.212-4 Contract Terms and

Conditions—Commercial Items; 52-212-5 Contract Terms and Conditions Required to

Implement Statutes or Executive Orders—Commercial Items.

a. The FAR may be obtained at: Home | Acquisition.GOV

ix. The following factors will be evaluated as part of Lowest Priced Technically

Acceptable (LPTA).

x. The Government intends to evaluate offers and award without discussion but reserves the right to conduct discussions. Therefore, the offeror’s initial offer should contain the offeror’s best terms from a price and technical standpoint. However, the Government reserves the right to conduct discussions if later determined by the Contracting Officer to be necessary. Offers that fail to furnish required representations or information or reject the terms and conditions of the solicitation may be excluded from consideration.

The right to make multiple or no award is reserved in the event it is advantageous to the Government to do so.

xi. Submission Due: 12/20/2024 at 11:00 a.m. EST

xii. Point of Contacts:

a. David Hester, david.hester@va.gov

xiii. It is the responsibility of the offeror to review the posting for any changes or amendments that may occur concerning this RFQ. It is the responsibility of the offeror to ensure all proposals and/or questions are submitted in a timely manner by specified due date.

xiv. Mandatory Registrations. To be eligible for award, registration with the System for

Award Management (SAM). If this requirement is a SDVOSB or VOSB set aside, the

Offeror shall have an active and current registration in VetCert, at the time of submission and will maintain its status throughout the performance of the contract.

xv. Notice to Offeror. The Government reserves the right to cancel this RFQ, either before or after suspense date. In the event the Government cancels this solicitation, the

Government has no obligation to reimburse an offeror for any costs. The contractor shall not request, nor will the Government make, payments for any preliminary measurement, quotes, bids, site visit, time or proposal cost incurred.

https://www.acquisition.gov/ mailto:david.hester@va.gov https://sam.gov/content/home https://sam.gov/content/home https://veterans.certify.sba.gov/

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Table of Contents

Section Description Page Number

1 Continuation Sheet Statement of work Tahoma Septic.docx

2 Contract Clauses 52.252-2 Clauses Incorporated by Reference (Feb 1998) 52.203-17 Contractor Employee Whistleblower Rights (Nov 2023) 52.204-9 Personal Identity Verification of Contractor Personnel (Jan 2011) 52.204-13 System for Award Management Maintenance (Oct 2018) 52.212-4 Contract Terms and Conditions-Commercial Products and Commercial Services (Nov 2023) 52.212-5 Contract Terms and Conditions Required To Implement Statutes or Executive Orders- Commercial Products and Commercial Services (May 2024) 52.217-8 Option to Extend Services (Nov 1999) 52.217-9 Option to Extend the Term of the Contract (Mar 2000) 52.232-19 Availability of Funds for the Next Fiscal Year (Apr 1984) 52.237-3 Continuity of Services (Jan 1991)

852.203-70 COMMERCIAL ADVERTISING (MAY 2018)

852.204-70 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL (MAY

2020)

852.219-73 VA NOTICE OF TOTAL SET-ASIDE FOR VERIFIED SERVICE-DISABLED

VETERAN-OWNED SMALL BUSINESSES (NOV 2022)

852.232-72 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS (NOV 2018)

852.242-71 ADMINISTRATIVE CONTRACTING OFFICER (OCT 2020)

3 Documents, Exhibits, or Attachments 4 Solicitation Provisions

52.252-1 Solicitation Provisions Incorporated by Reference (Feb 1998) 52.204-7 System for Award Management (Oct 2018) 52.212-1 Instructions to Offerors-Commercial Products and Commercial Services (Sep 2023) 52.212-2 Evaluation-Commercial Products and Commercial Services (Nov 2021) 52.212-3 Offeror Representations and Certifications-Commercial Products and Commercial Services (May 2024)

EOD End of Document 1 - Wage Determination 2015-5535.pdf

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Section 1 - Continuation Sheet

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

0001 See Description Below

PSC: Z1ND

MAINTENANCE OF SEWAGE

AND WASTE FACILITIES

2.000000 EA

Description: The Contractor shall perform pumping of septic tanks A & B, located at the PIC Building and Administration Building, semi-annually – 3-7 business days prior to Memorial Day and Veterans Day. Services shall be scheduled with the COR at least 10 working day

Period of Performance: 02/01/2025 - 01/31/2026

Reference Line: F360516-25-2000005 - 0001

Pricing Options: Base

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

0002 See Description Below

PSC: Z1ND

MAINTENANCE OF SEWAGE

AND WASTE FACILITIES

6.000000 EA

Description: The Contractor shall perform pumping of holding tank at the Temporary Honor Guard Trailer, every other month on the first Wednesday.

Period of Performance: 02/01/2025 - 01/31/2026

Reference Line: F360516-25-2000005 - 0002

Pricing Options: Base

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

0003 See Description Below

PSC: Z1ND

MAINTENANCE OF SEWAGE

AND WASTE FACILITIES

1.000000 EA

Description: The Contractor shall perform and an OSS inspection of tanks A & B, located at the PIC Building and Administration Building on an annual basis, during the pumping services performed by the contractor for Memorial Day. Contractor shall also test the septic

Period of Performance: 02/01/2025 - 01/31/2026

Reference Line: F360516-25-2000005 - 0003

Pricing Options: Base

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

10001 See Description Below

PSC: Z1ND

2.000000 EA

Document Number: 36C78625Q50059 PROCESSED Page 5 of 57

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

MAINTENANCE OF SEWAGE

AND WASTE FACILITIES

Description: The Contractor shall perform pumping of septic tanks A & B, located at the PIC Building and Administration Building, semi-annually – 3-7 business days prior to Memorial Day and Veterans Day. Services shall be scheduled with the COR at least 10 working day

Period of Performance: 02/01/2026 - 01/31/2027

Reference Line: F360516-25-2000005 - 10001

Pricing Options: 0001

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

10002 See Description Below

PSC: Z1ND

MAINTENANCE OF SEWAGE

AND WASTE FACILITIES

6.000000 EA

Description: The Contractor shall perform pumping of holding tank at the Temporary Honor Guard Trailer, every other month on the first Wednesday.

Period of Performance: 02/01/2026 - 01/31/2027

Reference Line: F360516-25-2000005 - 10002

Pricing Options: 0002

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

10003 See Description Below

PSC: Z1ND

MAINTENANCE OF SEWAGE

AND WASTE FACILITIES

1.000000 EA

Description: The Contractor shall perform and an OSS inspection of tanks A & B, located at the PIC Building and Administration Building on an annual basis, during the pumping services performed by the contractor for Memorial Day. Contractor shall also test the septic

Period of Performance: 02/01/2026 - 01/31/2027

Reference Line: F360516-25-2000005 - 10003

Pricing Options: 0003

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

20001 See Description Below

PSC: Z1ND

MAINTENANCE OF SEWAGE

AND WASTE FACILITIES

2.000000 EA

Description: The Contractor shall perform pumping of septic tanks A & B, located at the PIC Building and Administration Building, semi-annually – 3-7 business days prior to Memorial Day and Veterans Day. Services shall be scheduled with the COR at least 10 working day

Period of Performance: 02/01/2027 - 01/31/2028

Reference Line: F360516-25-2000005 - 20001

Document Number: 36C78625Q50059 PROCESSED Page 6 of 57

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

Pricing Options: 0001

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

20002 See Description Below

PSC: Z1ND

MAINTENANCE OF SEWAGE

AND WASTE FACILITIES

6.000000 EA

Description: The Contractor shall perform pumping of holding tank at the Temporary Honor Guard Trailer, every other month on the first Wednesday.

Period of Performance: 02/01/2027 - 01/31/2028

Reference Line: F360516-25-2000005 - 20002

Pricing Options: 0002

Number Supplies or Services Qty Unit Unit Price Total (Inc. disc., tax, and fees)

30003 See Description Below

PSC: Z1ND

MAINTENANCE OF SEWAGE

AND WASTE FACILITIES

1.000000 EA

Description: The Contractor shall perform and an OSS inspection of tanks A & B, located at the PIC Building and Administration Building on an annual basis, during the pumping services performed by the contractor for Memorial Day. Contractor shall also test the septic

Period of Performance: 02/01/2027 - 01/31/2028

Reference Line: F360516-25-2000005 - 20003

Pricing Options: 0003

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Statement of Work

Septic Pumping and Inspection Requirement

Tahoma National Cemetery

The National Cemetery Administration (NCA) honors veterans with a final resting place and lasting memorials that commemorate their service to our Nation. The standards of appearance and procedures performed by the Contractor at Tahoma National Cemetery shall reflect the nation’s concern for those interred here and exhibit absolute decorum, composure, and stability

(Enforceable under Title 38, USC Part 1, Chapter 9, Section 5901).

The purpose of this Request for Quote is to retain septic pumping and inspection services for the Tahoma National Cemetery for a base + 2 years.

Contractor shall provide materials, equipment, labor, and supervision necessary to perform septic pumping and inspection services at Tahoma National Cemetery, located at:

Tahoma National Cemetery

18600 SE 240th Street

Kent, WA 98042

Public Information Center (PIC) – Tank A - 1650-gallons.

Administration Building – Tank B - 1650-gallons.

Temporary Honor Guard Trailer – Holding Tank - 1000-gallons.

The Contractor shall remove and dispose of all effluent, sewage, liquid, semi-liquid, solid waste matter, debris, trash, and or any material from the holding tanks. The Contractor shall clean up all spilled, dropped, and or leaked materials including but not limited to sewage, water, chemicals, and grease, because of pumping and related activities inside and/or surrounding the pumping access area for the Septic Tanks.

The Contractor shall adhere to all Washington state and Environmental Protection Agency rules and regulations regarding wastewater pumping and disposal.

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When onsite, the Contractor shall assume sole responsibility for the safety of all persons on, or about, the work site in accordance with applicable laws and codes. Contractor shall also guard all hazards in accordance with the safety provisions of the latest manual of accident prevention published by the Associated General Contractors of America and OSHA.

The Contractor shall perform all services during normal business hours of Monday through

Friday, 8:00am to 4:00pm and be accompanied by the COR or designated cemetery personnel

(preferably early morning).

The Contractor shall ensure continuous operations of septic systems during service operations.

Services shall not interfere with other cemetery operations, such as burial services, grounds maintenance, construction, etc.

The Contractor shall be responsible for maintaining satisfactory standards of personnel conduct and work performance and shall administer disciplinary action as required. The Contractor is expected to remove any staff for cause. Should the Contractor fail to act in this regard, or the reason for removal is immediately required to protect the interests of the Government, the COR may request removal of contractor staff from the premises.

The Contractor shall remove all refuse resultant from service operations, and shall prevent damage to equipment, landscape, or infrastructure - The Contractor shall be responsible for remuneration of any damage.

Each of the septic tanks has three (3) covers and a pump.

The holding tank has two covers and no pump.

There should not be any digging required other than some possible minor grass that occasionally grows over the top between service calls. (See attachments for pictures).

2/1/2025 – 1/31/2026

CLIN 0001 -

The Contractor shall perform pumping of septic tanks A & B, located at the PIC Building and

Administration Building, semi-annually – 3-7 business days prior to Memorial Day and Veterans

Day. Services shall be scheduled with the COR at least 10 working days in-advance of the proposed service date.

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CLIN 0002 –

The Contractor shall perform pumping of holding tank at the Temporary Honor Guard Trailer, every other month on the first Wednesday.

CLIN 0003 –

The Contractor shall perform and an OSS inspection of tanks A & B, located at the PIC Building and Administration Building on an annual basis, during the pumping services performed by the contractor for Memorial Day. Contractor shall also test the septic tank alarm system during inspection. Contractor shall report inspection findings to the COR within 3 business days.

Option 1 - 2/1/2026 – 1/31/2027

CLIN 1001 -

The Contractor shall perform pumping of septic tanks A & B, located at the PIC Building and

Administration Building, semi-annually – 3-7 business days prior to Memorial Day and Veterans

Day. Services shall be scheduled with the COR at least 10 working days in-advance of the proposed service date.

CLIN 1002 –

The Contractor shall perform pumping of holding tank at the Temporary Honor Guard Trailer, every other month on the first Wednesday.

CLIN 1003 –

The Contractor shall perform and an OSS inspection of tanks A & B, located at the PIC Building and Administration Building on an annual basis, during the pumping services performed by the

Option 2 - 2/1/2027 – 1/31/2028

CLIN 2001 -

The Contractor shall perform pumping of septic tanks A & B, located at the PIC Building and

Administration Building, semi-annually – 3-7 business days prior to Memorial Day and Veterans

Day. Services shall be scheduled with the COR at least 10 working days in-advance of the proposed service date.

CLIN 2002 –

Document Number: 36C78625Q50059 PROCESSED Page 10 of 57

The Contractor shall perform pumping of holding tank at the Temporary Honor Guard Trailer, every other month on the first Wednesday.

CLIN 2003 –

The Contractor shall perform and an OSS inspection of tanks A & B, located at the PIC Building and Administration Building on an annual basis, during the pumping services performed by the

END OF STATEMENT OF WORK

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Section 2 - Contract Clauses

52.252-2 Clauses Incorporated by Reference (Feb 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/ these address(es):

www.acquisition.gov/browse/index/far (FAR) www.va.gov/oal/library/vaar/index.asp (VAAR) [Insert one or more Internet addresses]

(End of clause)

52.203-17 Contractor Employee Whistleblower Rights (Nov 2023)

(a) This contract and employees working on this contract will be subject to the whistleblower rights and remedies established at 41 U.S.C. 4712 and Federal Acquisition Regulation (FAR) 3.900 through 3.905.

(b) The Contractor shall inform its employees in writing, in the predominant language of the workforce, of employee whistleblower rights and protections under 41 U.S.C. 4712, as described in FAR 3.900 through 3.905.

(c) The Contractor shall insert the substance of this clause, including this paragraph (c), in all subcontracts.

(End of clause)

52.204-9 Personal Identity Verification of Contractor Personnel (Jan 2011)

(a) The Contractor shall comply with agency personal identity verification procedures identified in the contract that implement Homeland Security Presidential Directive-12 (HSPD-12), Office of Management and Budget (OMB) guidance M-05-24 and Federal Information Processing Standards Publication (FIPS PUB) Number 201.

(b) The Contractor shall account for all forms of Government-provided identification issued to the Contractor employees in connection with performance under this contract. The Contractor shall return such identification to the issuing agency at the earliest of any of the following, unless otherwise determined by the Government:

(1) When no longer needed for contract performance.

(2) Upon completion of the Contractor employee's employment.

(3) Upon contract completion or termination.

(c) The Contracting Officer may delay final payment under a contract if the Contractor fails to comply with these requirements.

(d) The Contractor shall insert the substance of this clause, including this paragraph (d), in all subcontracts when the subcontractor's employees are required to have routine physical access to a Federally-controlled facility and/or routine access to a Federally-controlled information system. It shall be the responsibility of the prime Contractor to return such identification to the issuing agency in accordance with the terms set forth in paragraph (b) of this section, unless otherwise approved in writing by the Contracting Officer.

(End of clause)

52.204-13 System for Award Management Maintenance (Oct 2018)

(a) Definitions. As used in this clause--

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"Electronic Funds Transfer (EFT) indicator" means a four-character suffix to the unique entity identifier. The suffix is assigned at the discretion of the commercial, nonprofit, or Government entity to establish additional System for Award Management (SAM) records for identifying alternative EFT accounts (see subpart 32.11) for the same entity.

"Registered in the System for Award Management (SAM)" means that--

(1) The Contractor has entered all mandatory information, including the unique entity identifier and the EFT indicator (if applicable), the Commercial and Government Entity (CAGE) code, as well as data required by the Federal Funding Accountability and Transparency Act of 2006 (see subpart 4.14), into the SAM;

(2) The Contractor has completed the Core, Assertions, Representations and Certifications, and Points of Contact sections of the registration in SAM;

(3) The Government has validated all mandatory data fields, to include validation of the Taxpayer Identification Number (TIN) with the Internal Revenue Service (IRS). The Contractor will be required to provide consent for TIN validation to the Government as a part of the SAM registration process; and

(4) The Government has marked the record "Active".

"System for Award Management (SAM)" means the primary Government repository for prospective Federal awardee and Federal awardee information and the centralized Government system for certain contracting, grants, and other assistance-related processes. It includes--

(1) Data collected from prospective Federal awardees required for the conduct of business with the Government;

(2) Prospective contractor-submitted annual representations and certifications in accordance with FAR subpart 4.12; and

(3) Identification of those parties excluded from receiving Federal contracts, certain subcontracts, and certain types of Federal financial and non-financial assistance and benefits.

"Unique entity identifier" means a number or other identifier used to identify a specific commercial, nonprofit, or Government entity.

See www.sam.gov for the designated entity for establishing unique entity identifiers.

(b) If the solicitation for this contract contained the provision 52.204-7 with its Alternate I, and the Contractor was unable to register prior to award, the Contractor shall be registered in SAM within 30 days after award or before three days prior to submission of the first invoice, whichever occurs first.

(c) The Contractor shall maintain registration in SAM during contract performance and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement. The Contractor is responsible for the currency, accuracy and completeness of the data within SAM, and for any liability resulting from the Government's reliance on inaccurate or incomplete data.

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

(d) (1) (i) If a Contractor has legally changed its business name or "doing business as" name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day's written notification of its intention to--

(A) Change the name in SAM;

(B) Comply with the requirements of subpart 42.12 of the FAR; and

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

(ii) If the Contractor fails to comply with the requirements of paragraph (d)(1)(i) of this clause, or fails to perform the agreement at paragraph (d)(1)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect

Document Number: 36C78625Q50059 PROCESSED Page 13 of 57 information within the meaning of the "Suspension of Payment" paragraph of the electronic funds transfer (EFT) clause of this contract.

(2) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in SAM record to reflect an assignee for the purpose of assignment of claims (see FAR subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the SAM. Information provided to the Contractor's SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the "Suspension of Payment" paragraph of the EFT clause of this contract.

(3) The Contractor shall ensure that the unique entity identifier is maintained with the entity designated at www.sam.gov for establishment of the unique entity identifier throughout the life of the contract. The Contractor shall communicate any change to the unique entity identifier to the Contracting Officer within 30 days after the change, so an appropriate modification can be issued to update the data on the contract. A change in the unique entity identifier does not necessarily require a novation be accomplished.

(e) Contractors may obtain additional information on registration and annual confirmation requirements at https://www.sam.gov.

(End of clause)

52.212-4 Contract Terms and Conditions-Commercial Products and Commercial Services (Nov 2023)

(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--

Document Number: 36C78625Q50059 PROCESSED Page 14 of 57

(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);

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

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

(D) Contractor point of contact.

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

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109 , which is applicable to the period in which the amount becomes due, as provided in (i)(6)

(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

(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

Document Number: 36C78625Q50059 PROCESSED Page 16 of 57 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; 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:

Document Number: 36C78625Q50059 PROCESSED Page 17 of 57

(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 (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 products and commercial services:

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

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

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

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

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

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

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

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

[Contracting Officer check as appropriate.]

__ (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. 4655).

__ (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.)

X (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).

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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).

__ (6) [Reserved].

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

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

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

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

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

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

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

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

__ (14) [Reserved].

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

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

__ (17) [Reserved]

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

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

__ (19)(i) 52.219-7, Notice of Partial Small Business Set-Aside (Nov 2020) (15 U.S.C. 644).

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

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

__ (21)(i) 52.219-9, Small Business Subcontracting Plan (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.

X (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. 657s).

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

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

__ (26)(i) 52.219-28, Post-Award Small Business Program Rerepresentation (Feb 2024) (15 U.S.C. 632(a)(2)).

__ (ii) Alternate I (Mar 2020) of 52.219-28.

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

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

__ (29) 52.219-32, Orders Issued Directly Under Small Business Reserves (Mar 2020) (15 U.S.C. 644(r)).

__ (30) 52.219-33, Nonmanufacturer Rule (Sep 2021) (15 U.S.C. 657s).

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

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

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

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

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

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

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

__ (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).

X (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).

__ (40) 52.222-54, Employment Eligibility Verification (May 2022). (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.)

__ (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.).

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__ (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. 552a).

__ (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)…