D1 Solicitation.pdf

SEE ADDENDUM

(No Collect Calls)

M0026423Q0077 04-May-2023

b. TELEPHONE NUMBER

703-784-2926

8. OFFER DUE DATE/LOCAL TIME

10:00 AM 09 May 2023

5. SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA – FAR (48 CFR) 53.212

(TYPE OR PRINT)

(SIGNATURE OF CONTRACTING OFFICER)

ADDENDA ARE

26. TOTAL AWARD AMOUNT (For Gov t. Use Only )

23.

CODE 10. THIS ACQUISITION IS

SUCH ADDRESS IN OFFER

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT

BELOW IS CHECKED

TELEPHONE NO.

M002649. ISSUED BY

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a. UNLESS BLOCK

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME

MICHAEL L. THOMPSON

2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NUMBER

(TYPE OR PRINT)

30b. NAME AND TITLE OF SIGNER 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a.UNITED STATES OF AMERICA

0 27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1. 52.212-4. FAR 52.212-3. 52.212-5 ARE ATTACHED.

25. ACCOUNTING AND APPROPRIATION DATA

1. REQUISITION NUMBER

20.

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED.

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, AND 30

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

M303803294376

ARE NOT ATTACHED

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

. YOUR OFFER ON SOLICITATION

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

% FOR:SET ASIDE:UNRESTRICTED OR X

SMALL BUSINESSX

17a.CONTRACTOR/ CODE FACILITY

OFFEROR CODE

RCO-NCR, MCB QUANTICO

2010 HENDERSON RD.

QUANTICO VA 22134

18a. PAYMENT WILL BE MADE BY CODE

RATED ORDER UNDER

DPAS (15 CFR 700)

13a. THIS CONTRACT IS A

13b. RATING

CODE15. DELIVER TO CODE M30380 16. ADMINISTERED BY

12. DISCOUNT TERMS11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

14. METHOD OF SOLICITATION

RFQ IFB RFPX

OFFICER CANDIDATES SCHOOL

2189 ELROD AVE

ROOM NB-3, BLDG 2187

QUANTICO VA 22134-5033

TEL: 703-784-4342 FAX:

703-784-3592FAX:

TEL: 703-784-5260 SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

8(A)

HUBZONE SMALL

BUSINESS

SIZE STANDARD:

1,250

NAICS:

335139

OFFER DATED

29. AWARD OF CONTRACT: REF.

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

EMAIL:

TEL:

31c. DATE SIGNED

SEE SCHEDULE

SCHEDULE OF SUPPLIES/ SERVICESITEM NO. QUANTITY UNIT UNIT PRICE AMOUNT

24.22.21.19.

WOMEN-OWNED SMALL BUSINESS (WOSB)

ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

(CONTINUED)

PAGE 2 OF18

ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: ______________________________________________________

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE 32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f . TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

37. CHECK NUMBER

FINALPARTIALCOMPLETE

36. PAYMENT35. AMOUNT VERIFIED

CORRECT FOR

34. VOUCHER NUMBER

FINAL

33. SHIP NUMBER

PARTIAL

38. S/R ACCOUNT NUMBER 39. S/R VOUCHER NUMBER 40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42a. RECEIVED BY (Print)

42b. RECEIVED AT (Location)

42c. DATE REC'D (YY/MM/DD) 42d. TOTAL CONTAINERS

STANDARD FORM 1449 (REV. 2/2012) BACK

Prescribed by GSA – FAR (48 CFR) 53.212

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

SEE SCHEDULE

20.

SCHEDULE OF SUPPLIES/ SERVICES

21.

QUANTITY UNIT

22. 23.

UNIT PRICE

24.

AMOUNT

19.

ITEM NO.

M0026423Q0077

Section SF 1449 - CONTINUATION SHEET

STATEMENT OF WORK

Statement of Work (SOW) For

LED Conversion Officer Candidates School

Buildings 3083, 3083A and 2189 Marine Corps Base, Quantico VA

1.0 Background. Officer Candidates School (OCS) requires updated lighting to sustain uninterrupted maintenance actions during the training cycle, reduce overall maintenance costs, and prevent habitual works order to service aged light fixtures. This effort will allow limited facility maintenance personnel to focus on critical maintenance requirements and provide students and staff a standardized lighting solution.

1.1 Objectives.The purpose of this procurement is to purchase standardized LED light fixtures to replace current fluorescent, incandescent, and outdated non-LED fixtures in Yeckel Hall (Building 3083), Academics (Building 3083A), and Wilson Hall (Building 2189). This procurement is strictly for specified items, quantities, and delivery only. Installation will be provided by certified electricians organic to MCBQ FMS. Quotes will be created to replace all listed fixtures with items equivalent in style and size as current fixtures

1.2 Scope. This effort for procurement is strictly for specified items, quantities, and delivery only. Installation will be provided by certified electricians organic to MCBQ FMS. Quotes will be created to replace all listed fixtures. Specified items and quantities are in accordance with on-hand inventories and as-built construction plans. As such, interested vendors are not required to conduct a site survey. Deviations from item description must include a justification-per line item-and may disqualify proposed quotes. Quote shall include a picture and specification for each fixture type listed in this solicitation; failure to do so may result in disqualification of sellers bid.

An attachment is provided to clarify the style and type of certain fixtures to aid the contractor in selecting an appropriate replacement item.

1.3 Procurement Specification Guidelines: Quote will include itemized total cost for each “individual line item” in order of specified Bldg priority and line number. Quote will not have cumulative totals for like items on different line numbers or Bldg’s (for example, if Bldg 1, line 1, Item “A”, Qty 10 is the same part and quantity for Bldg 3, line 1, Item “A”, Qty 10, the quote will not state Item “A”, Qty 20, Cost:$##,###.##. Instead it will be the total cost for each line item in order of the Bldg priority and list provided. Please refer to table below under 7.0.

Order of Bldg Priority and Line Item

1.4 Points of Contact:

1.4.1 OCS Supply Officer: PROVIDED AT TIME OF AWARD

1.4.2 OCS Fiscal Officer: PROVIDED AT TIME OF AWARD

1.4.3 OCS Facilities Officer: PROVIDED AT TIME OF AWARD

TO BE DETERMINED AT TIME OF AWARD

2.0. Requirements: The Contractor shall be responsible for procuring MCBQ installation access (if applicable) via DBIDS. Contractor shall ensure shipment of items arrive in the fewest deliveries to the most extend possible.

Contractor is not required to segregate like items from different Bldgs during shipping. Contractor shall provide applicable product warranties information with quotes; contractor shall register applicable parts with the manufacturer and provide consolidated product warranty data sheets and customer warranty codes for applicable products segregated by Bldg via email to the OCS Facilities Officer no later than the scheduled delivery date.

2.1 Installation: N/A

2.2 Trash Removal: N/A M0026422Q0123 Page 4 of 13

3.0 Delivery/Schedule: Deliverables under this contract shall be shipped to the address below. The Contractor shall provide a copy of all product warranties during final acceptance by the Government.

Officer Candidates School Attn: Supply Officer 2189 Elrod Ave, Bldg. 3202 Quantico VA 22134

4.0. Security Considerations: Contractor/quoting shall ensure personnel entering OCS must be pre-registered in DBID’s prior to arriving to Base at the following website: http://dbids-global.dmdc.mil/enroll#!/. Print out the registration confirmation or write down the alpha-numeric (QR) code and bring it to the Visitor Control Center on the day work starts. The Government is not responsible for any delays due to issues with base access at the Visitor Control Center.

5.0. Place of Performance: Officer Candidates School, Brown Field, MCB Quantico, VA 22134.

6.0. Delivery/Installation: The Contractor shall ensure final delivery of all products NLT 60 days after contract award. At time of quote submission, Contractor shall inform KO if delays may be expected for each item and estimated delivery date. Following receipt of all quote submittals, quotes with estimated deliveries outside the 60-day window will be weighed free and fairly with other competing quote submittals based on price and determined operational impact specified by the customer. Contractor shall be responsible for funding any post contract award product cost increases due to matters beyond the control of the customer i.e. products become unavailable after contract award requiring an increase of procurement cost for like items from an alternate vendor, increase in delivery charges etc.

PRICING DESCRIPTION BREAKDOWN

Item # Product Description 3083 Qty 3083A Qty

2189 Qty Total Qty

Unit Price

Total

COST

E LED RipStrips Magnetic Troffer Conversion Kit, 4000K 120-277v; 4x2 Kit – two, 4’ strips and driver (w/o diffuser)

20 92 132

F LED Emergency Driver for 4x2 RipStrip Kits 9 7 29 45 H LED RipStrips Magnetic Troffer Conversion Kit, 4000K 120-277v; 2x2 Kit – two, 2’ strips and driver (w/o diffuser)

5 4 0 9

K LED Emergency Driver for 2x2 RipStrip Kits 1 0 0 1 C LED 6 in. 100-Watt Equivalent, 4000K, retrofit, flush mount, recessed trim downlight. Reflective recessed dome without lens. Trim O/D ≥ 6.75in

168 12 3 183

T LED Emergency Driver for 6” retrofit recessed downlight (Item C)

29 0 0 29

I 6” LED 100-watt equivalent, flush mount shower/exterior lensed down light retrofit, fixture shall be gasketed for shower applications. Trim O/D ≥ 6.75in

3 6 7 16

M 6” LED 100-watt equivalent, 4000K recessed, trimmed downlight. Reflective recessed dome without lens. Trim O/D ≥ 6.75in

0 0 3 3

J LED RipStrips Magnetic Troffer Conversion Kit, 4000K 120-277v; 4x3 Kit – three, 4’ strips (with diffuser)

0 0 49 49

X LED Emergency Driver for 4x3 RipStrip Kits 0 0 15 15 Z 8” LED 100 Watt equivalent, 4000K, UL Listed for damp locations, recessed trim downlight. Reflective recessed dome without lens. Trim O/D ≥ 8.75in

0 0 67 67

V LED Emergency Driver for 8” retrofit recessed downlight (Item Z)

0 0 24 24

INSTRUCTIONS AND EVALUATIONS

52.212-1 ADDENDUM INSTRUCTIONS TO QUOTERS--COMMERCIAL ITEMS

GENERAL INTENTION. Marine Corps Installations – National Capital Region (MCI-NCR) has a commercial requirement Human Resources Leadership and Management training. In accordance with FAR Parts 12 and 13, the MCI-NCR Regional Contracting Office is issuing a commercial solicitation for the acquisition of such services.

Required specifications are listed in Schedule of Supplies/Services and the Statement of Work within this solicitation.

CUSTOMER. Officer Candidates School

Attn: Supply Officer 2189 Elrod Ave, Bldg. 3202

PROCUREMENT APPROACH. The Contractor’s quoted item descriptions shall reflect the characteristics and level of quality that will satisfy the Government’s need as described in the Schedule of Supplies/Services. A single firm-fixed price award will be issued and it is the Government’s intent to award on an “all-or-none” basis to satisfy this requirement. The Government reserves the right to issue no award at all resulting from this solicitation.

This is a notice that this order is a total set aside for small business concerns. Only quotes submitted by small business concerns will be accepted by the Government. Any quote that is submitted by a contractor that is not a small business will not be considered for award.

PAYMENT TERMS. NET 30. Invoices must be submitted via the Wide Area Workflow (WAWF) in accordance with DFARS 252.232-7006 which is included in this solicitation.

REQUIRED DELIVERY/PERIOD OF PERFORMANCE. The Government requires HR Leadership & Management training for the period of performance of 30 August 2022 to 11 July 2023.

TECHNICAL COMPLIANCE. To ensure technical compliance:

a. To ensure technical compliance the quoter must clearly demonstrate an understanding of and an ability to meet all of the requirements set forth in the RFQ’s Performance Work Statement (PWS). The quote shall provide sufficient detail to substantiate the validity of all statements. A mere statement that the quoter will meet the Government’s requirement is NOT sufficient.

b. Clearly state whether the quoter can meet the requested delivery date. Vendors who cannot meet the required period of performance will not be considered technically acceptable.

c. All quotes shall include certifications of instructors demonstrating the minimum qualifications set forth in the Performance Work Statement (PWS).

d. Quoter shall provide other than certified pricing data to assist the Government on determination of prices to be fair and reasonable such as a public price list. Quoter may also provide historical contracts to use to assist Government on price analysis

e. All offerors must have completed the annual representations and certifications in the System for Award Management (SAM) for FAR 52.204-26 Covered Telecommunications Equipment or Services – Representation and DFARS 252.204-7016 Covered Defense Telecommunications Equipment or Services Representation OR complete paragraph (d)(2) within the provision at 52.204-24 and Representation in DFARS 252.204-7017 of the solicitation. It is recommended to copy and paste the provision in a separate Word document and include it with quote.

SUBMISSION OF QUOTES. Quotes shall be submitted no later than the time and date specified on Block 8 of page 1 of the SF1449 solicitation. Quotes shall be submitted electronically to Michael Thompson, michael.l.thompson@usmc.mil and Elizabeth Rolle elizabeth.rolle@usmc.mil.. Vendors are responsible for ensuring their quotes have been submitted to Ms. Dupont by the date and time specified in Block 8 on Page 1 of this solicitatioVendors are responsible for ensuring their quotes have been received via email by the date and time specified in Block 8 on Page 1 of this solicitation. Delivery delays that cause a quote to be late are not the responsibility of the Government agency.

Quoters shall provide their full vendor name and any doing business as names as certified in the mandatory System for Awards Management at www.sam.gov. Quotes shall also include a vendor point of contact information (name, phone, and email), Cage Code, and Tax ID (TIN/EIN) number.

CONFIDENTIAL INFORMATION: The Freedom of Information Act (FOIA) and its amendments have resulted in an increasing number of requests from outside the Government for copies of contract qualifications and quotes/proposals submitted to federal agencies. If a Quoter’s submissions contain information that he/she believes should be withheld from such requestors under FOIA on the grounds that they contain “trade secrets and commercial or financial information” (5 USC 552(b)(4)), the Quoter should mark its submissions in the following manner:

The following notice should be placed on the title page: “Some parts of this document, as identified on individual pages, are considered by the submitter to be privileged or confidential trade secrets or commercial or financial information not subject to mandatory disclosure under the Freedom of Information Act. Material considered privileged or confidential on such grounds is contained on page(s) _______.”

(End of provision)

52.212-2 ADDENDUM EVALUATION – COMMERCIAL ITEMS

EVALUATION. The quote(s) will be evaluated on (1) Technical Capability and (2) Price. The Government intends to make a single Firm Fixed Price award to satisfy this requirement. The Government reserves the right to award no order at all, depending on the quality of offers submitted.

The Government intends to evaluate quotes and award an order without discussions with vendors. Vendors should not expect requests for clarification or additional information from the Government. Award will be based on the initial evaluation of quotes received in response to the solicitation. Therefore, quoters are cautioned that their initial quotes should contain their best terms from a technical and price standpoint. However, the Government reserves the right to conduct discussions with vendors if later determined by the Contracting Officer to be necessary. The Government may reject any or all quotes if such action is in the public interest; and may waive informalities and minor irregularities in quotes received.

The following ratings/definitions will be utilized:

RATING DEFINITION

Acceptable Quote meets the requirements of the solicitation.

Unacceptable Quote does not meet the requirements of the solicitation.

The Government may use information such as DoD PPIRS, SPRS and FAPIIS data available from Government sources to evaluate a Quoter's past performance.

TECHNICAL CAPABILITY. To ensure technical compliance, the quoter must clearly demonstrate that they can meet the solicitation requirements as specified in the Performance Work Statement (PWS). Each task stated in the PWS shall be addressed and will be evaluated for technical acceptability. A mere statement that the quoter will meet the Government’s requirement is NOT sufficient.

PRICING. Quoters shall provide pricing for the required specifications, material, hardware, and connections for the procurement of required Human Resources Leadership and Management training as listed and described in the

Schedule of Supplies/Services within this solicitation. The Government intends to make a single award Firm Fixed Price (FFP) purchase order with FFP CLINs.

The price quote should avoid ambiguities of inclusion, exclusion, or content. The Government will evaluate Quoter’s quoted prices, but this factor will not be given an adjectival rating. Quotes will be evaluated on completeness, accuracy, and reasonableness. Evaluation of the quoted prices for the services will be based on a comparison of quoted prices received in response to the solicitation and may also be based on a comparison to the Independent Government Cost Estimate (IGCE) along with any other relevant price analysis techniques.

Reasonableness. For the price to be reasonable in its nature and amount, it should not exceed that which would be incurred by a prudent person in the conduct of a competitive business. Reasonableness takes into account the context of a given source selection, including current market conditions, general economic conditions, and other factors that affect the ability of a Quoter to perform the contract requirements.

Normally, adequate price competition establishes a fair and reasonable price.

Completeness and Accuracy. The Government will review the quotes for completeness and accuracy. A determination will be made as to whether the Quoter properly completed the pricing tables. The Quoter’s quote will be checked for mathematical correctness to include the following:

1)Checking arithmetic in all computations; and

2) Ensuring all prices are summarized correctly.

3) All qouted prices SHALL BE to the nearest dollar (example: $3,333.00)

(End of provision)

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0001 1 Each PRDS -LED Bldg 3065, 3065A, and 2189N

FFP

Please see the "PRICING D ESCRIPTION BREAKDOWN " for complete product list.

Officer Candidates School Attn: Supply Officer 2189 Elrod Ave, Bldg. 3202 Quantico VA 22134 FOB: Destination

PURCHASE REQUEST NUMBER: M303803294376

PSC CD: 6210

NET AMT

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 Destination Government Destination Government

DELIVERY INFORMATION

CLIN DELIVERY DATE QUANTITY SHIP TO ADDRESS DODAAC /

CAGE

0001 90 dys. ADC 1 OFFICER CANDIDATES SCHOOL

2189 ELROD AVE

ROOM NB-3, BLDG 2187

QUANTICO VA 22134-5033

703-784-4342 FOB: Destination

M30380

CLAUSES INCORPORATED BY REFERENCE

52.203-18 Prohibition on Contracting With Entities That Require Certain

Internal Confidentiality Agreements or Statements-- Representation

JAN 2017

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 52.204-19 Incorporation by Reference of Representations and

Certifications.

DEC 2014

52.204-22 Alternative Line Item Proposal JAN 2017 52.204-23 Prohibition on Contracting for Hardware, Software, and

Services Developed or Provided by Kaspersky Lab and Other Covered Entities

NOV 2021

52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment

NOV 2021

52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment

NOV 2021

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

OCT 2020

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

MAR 2023

52.212-2 Evaluation - Commercial Items NOV 2021 52.212-5 Contract Terms and Conditions Required to Implement

Statutes or Executive Orders--Commercial Products and Commercial Services

MAR 2023

52.225-25 Prohibition on Contracting with Entities Engaging in Certain Activities or Transactions Relating to Iran-- Representation and Certifications.

JUN 2020

52.232-1 Payments APR 1984 52.232-39 Unenforceability of Unauthorized Obligations JUN 2013 52.232-40 Providing Accelerated Payments to Small Business

Subcontractors

MAR 2023

52.247-34 F.O.B. Destination NOV 1991 52.252-1 Solicitation Provisions Incorporated By Reference FEB 1998 252.203-7000 Requirements Relating to Compensation of Former DoD

Officials

SEP 2011

252.203-7002 Requirement to Inform Employees of Whistleblower Rights DEC 2022 252.203-7005 Representation Relating to Compensation of Former DoD

Officials

SEP 2022

252.204-7000 Disclosure Of Information OCT 2016 252.204-7003 Control Of Government Personnel Work Product APR 1992 252.204-7015 Notice of Authorized Disclosure of Information for Litigation

Support

JAN 2023

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 2023

252.209-7004 Subcontracting With Firms That Are Owned or Controlled By The Government of a Country that is a State Sponsor of Terrorism

MAY 2019

252.225-7001 Buy American And Balance Of Payments Program--Basic JAN 2023 252.225-7002 Qualifying Country Sources As Subcontractors MAR 2022 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 252.243-7001 Pricing Of Contract Modifications DEC 1991 252.244-7000 Subcontracts for Commercial Products or Commercial

Services

JAN 2023

CLAUSES INCORPORATED BY FULL TEXT

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

SERVICES (DEC 2022)

(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. 4701 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)

52.252-2 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):

https://www.acquisition.gov/ and http://www.acq.osd.mil/dpap/dars/dfarspgi/current

252.232-7006 WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (JAN 2023)

(a) Definitions. As used in this clause—

“Department of Defense Activity Address Code (DoDAAC)” is a six position code that uniquely identifies a unit, activity, or organization.

“Document type” means the type of payment request or receiving report available for creation in Wide Area WorkFlow (WAWF).

“Local processing office (LPO)” is the office responsible for payment certification when payment certification is done external to the entitlement system.

“Payment request” and “receiving report” are defined in the clause at 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(b) Electronic invoicing. The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232- 7003, Electronic Submission of Payment Requests and Receiving Reports.

(c) WAWF access. To access WAWF, the Contractor shall—

(1) Have a designated electronic business point of contact in the System for Award Management at https://www.sam.gov; and

(2) Be registered to use WAWF at https://wawf.eb.mil/ following the step-by-step procedures for self-registration available at this web site.

(d) WAWF training. The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the “Web Based Training” link on the WAWF home page at https://wawf.eb.mil/.

(e) WAWF methods of document submission. Document submissions may be via web entry, Electronic Data Interchange, or File Transfer Protocol.

(f) WAWF payment instructions. The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF for this contract or task or delivery order:

(1) Document type. The Contractor shall submit payment requests using the following document type(s):

(i) For cost-type line items, including labor-hour or time-and-materials, submit a cost voucher.

(ii) For fixed price line items—

(A) That require shipment of a deliverable, submit the invoice and receiving report specified by the Contracting Officer.

(Contracting Officer: Insert applicable invoice and receiving report document type(s) for fixed price line items that require shipment of a deliverable.)

(B) For services that do not require shipment of a deliverable, submit either the Invoice 2in1, which meets the requirements for the invoice and receiving report, or the applicable invoice and receiving report, as specified by the Contracting Officer.

(Contracting Officer: Insert either “Invoice 2in1” or the applicable invoice and receiving report document type(s) for fixed price line items for services.)

(iii) For customary progress payments based on costs incurred, submit a progress payment request.

(iv) For performance based payments, submit a performance based payment request.

(v) For commercial financing, submit a commercial financing request.

(2) Fast Pay requests are only permitted when Federal Acquisition Regulation (FAR) 52.213-1 is included in the contract.

[Note: The Contractor may use a WAWF “combo” document type to create some combinations of invoice and receiving report in one step.]

(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF when creating payment requests and receiving reports in the system.

Routing Data Table*

Field Name in WAWF Data to be entered in WAWF

Pay Official DoDAAC ____

Issue By DoDAAC M00264

Admin DoDAAC** M00264

Inspect By DoDAAC

PROVIDED AT TIME OF AWARD

Ship To Code

PROVIDED AT TIME OF AWARD

Ship From Code ____

Mark For Code ____

Service Approver (DoDAAC)

PROVIDED AT TIME OF AWARD

Service Acceptor (DoDAAC) PROVIDED AT TIME OF AWARD

Accept at Other DoDAAC ____

LPO DoDAAC ____

DCAA Auditor DoDAAC ____

(4) Payment request. The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

(5) Receiving report. The Contractor shall ensure a receiving report meets the requirements of DFARS Appendix F.

(g) WAWF point of contact.

PROVIDED AT TIME OF AWARD

(1) The Contractor may obtain clarification regarding invoicing in WAWF from the following contracting activity’s WAWF point of contact.

Contract Specialist: PROVIDED AT TIME OF AWARD

Contracting Officer: PROVIDED AT TIME OF AWARD

(2) Contact the WAWF helpdesk at 866-618-5988, if assistance is needed.