DNTS SIR Sect I.pdf

Dedicated Network Telecommunications System (DNTS) SIR # 693KA8-24-R-00007

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PART II – SECTION I

CONTRACT CLAUSES

I.1 AMS CLAUSES AND PROVISIONS BY REFERENCE

3.1-1 AMS Clauses and Provisions Incorporated by Reference (July 2019)

This screening information request (SIR) or contract, as applicable, incorporates by reference the provisions or clauses listed below with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make the full text available, or offerors and contractors may obtain the full text via Internet at: https://fast.faa.gov/contractclauses.cfm.

(End of clause)

Clause # Title

3.1.7-1 Exclusion from Future Agency Contracts (July 2018)

3.1.7-2 Organizational Conflicts of Interest (July 2023)

3.1.8-1 Cancellation, Rescission and Recovery of Funds for Illegal or Improper Activity

(October 2014)

3.1.8-2 Price or Fee Adjustment for Illegal or Improper Activity (October 2019)

3.2.2.3-29 Integrity of Unit Prices (July 2004)

3.2.2.3-33 Order of Precedence (March 2009)

3.2.2.3-67 Special Precautions for Work at Operating Airports (April 2022)

3.2.2.3-73 Shipping Spare Parts (March 2009)

3.2.2.3-74 Site and Depot Level Spare Parts (July 2004)

3.2.2.3-83 Prohibition Against Contracting with Inverted Domestic Corporations (October 2015)

3.2.2.7-6 Protecting the Government’s Interest when Subcontracting with Contractors

Debarred, Suspended, or Proposed for Debarment (April 2023)

3.2.2.7-8 Disclosure of Team Arrangements (April 2008)

3.2.5-1 Officials Not to Benefit (April 2021)

3.2.5-3 Gratuities or Gifts (October 2019)

3.2.5-4 Contingent Fees (October 1996)

3.2.5-5 Anti-Kickback Procedures (October 2019)

3.2.5-6 Restrictions on Subcontractor Sales to the FAA (October 2022)

3.2.5-6

Alternate I

Restrictions on Subcontractor Sales to the FAA (October 2022)

3.2.5-8 Whistleblower Protection for Contractor Employees (April 1996)

3.2.5-13 Contractor Code of Business Ethics and Conduct (April 2023)

3.2.5-14 Display of Hotline Poster(s) (April 2023)

3.3.1-1 Payments (July 2018)

3.3.1-5 Payments under Time-and-Materials and Labor-Hour Contracts (October 2021)

3.3.1-6 Discounts for Prompt Payment (July 2018) https://fast.faa.gov/contractclauses.cfm

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Clause # Title

3.3.1-7 Limitation on Withholding of Payments (July 2018)

3.3.1-8 Extras (July 2018)

3.3.1-9 Interest (April 2023)

3.3.1-10 Availability of Funds (April 2014)

3.3.1-14 Limitation of Funds (July 2018)

3.3.1-15 Assignment of Claims (July 2018)

3.3.1-17 Prompt Payment (January 2021)

3.3.1-20 Providing Accelerated Payment to Small Business Subcontractors (October 2012)

3.3.1-27 Invoices for Equipment Delivered (October 2023)

3.3.1-34 Payment by Electronic Funds Transfer-System for Award Management (July 2018)

3.3.1-38 Unenforceability of Unauthorized Obligations (July 2018)

3.3.1-39 Funding - Time-and-Materials and Labor-Hour Contracts (July 2018)

3.3.2-1 FAA Cost Principles (October 2019)

3.3.2-2 Reimbursement for Travel and Subsistence (April 2010)

3.4.1-10 Insurance - Work on a Government Installation (October 2020)

3.4.1-12 Insurance (October 2019)

3.4.2-6 Contracts Performed in U.S. Possessions or Puerto Rico (October 1996)

3.4.2-8 Federal, State, and Local Taxes--Fixed Price Contract (July 2019)

3.5-1 Authorization and Consent (April 2023)

3.5-2 Notice and Assistance Regarding Patent and Copyright Infringement (January 2009)

3.5-3 Patent Indemnity (April 2017)

3.5-13 Rights in Data - General (October 2014)

3.5-13

Alternate II

Rights in Data – General (January 2009)

3.5-15 Additional Data Requirements (January 2009)

3.5-16 Rights in Data-Special Works (January 2009)

3.5-17 Rights in Data-Existing Works (January 2009)

3.5-18 Commercial Computer Software License (January 2009)

3.6.1-15 Post-Award Small Business Program Re-representation (July 2023)

3.6.2-4 Walsh-Healey Public Contracts Act (October 2018)

3.6.2-9 Equal Opportunity (July 2023)

3.6.2-10 Equal Opportunity Preaward Clearance of Subcontracts (January 2020)

3.6.2-12 Equal Opportunity for Veterans (April 2022)

3.6.2-13 Equal Opportunity for Workers With Disabilities (April 2022)

3.6.2-16 Notice to the Government of Labor Disputes (October 2018)

3.6.2-35 Prevention of Sexual Harassment (July 2023)

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3.6.2-39 Trafficking in Persons (July 2023)

3.6.2-44 Notification of Employee Rights Under the National Labor Relations Act (July 2023)

3.6.3-14 Use of Environmentally Preferable Products (January 2020)

3.6.3-17 Efficiency in Energy-Consuming Products (January 2020)

3.6.3-23 Delivery of Electronic and Paper Documents (January 2020)

3.6.4-10 Restrictions on Certain Foreign Purchases (January 2010)

3.6.4-21 Export Control (July 2014)

3.6.6-1 Drug Free Workplace (April 2023)

3.6.6-2 Seat Belt Use by Contractor Employees (April 2023)

3.6.6-3 Contractor Policy to Ban Text Messaging While Driving (July 2023)

3.8.2-9 Site Visit (April 1996)

3.8.2-10 Protection of Government Buildings, Equipment, and Vegetation (July 2019)

3.8.2-19 Prohibition on Advertising (July 2019)

3.8.4-5 Government Supply Sources (April 1996)

3.8.9-2 Prohibition on Contracting for Certain Telecommunications and Video Surveillance

Services or Equipment (July 2023)

3.9.1-2 Protest After Award (August 1997)

3.10.1-2 Production Progress Reports (April 1996)

3.10.1-7 Bankruptcy (April 1996)

3.10.1-12 Changes - Fixed-Price (April 1996)

3.10.1-12

Alternate II

Changes - Fixed-Price (April 1996)

3.10.1-14 Changes - Time and Materials or Labor Hours (April 2022)

3.10.1-25 Novation and Change-Of-Name Agreements (October 2007)

3.10.1-28 Changes Required by Law (October 2023)

3.10.2-3 Subcontracts (Time-and-Materials and Labor-Hour Contracts) (July 2023)

3.10.2-6 Subcontracts for Commercial Items and Commercial Components (April 1996)

3.10.3-2 Government Property - Basic Clause (April 2022)

3.10.3-2

Alternate I

Government Property - Basic Clause (October 2018)

3.10.3-5 Use and Charges (October 2018)

3.10.4-19 Government Industry Data Exchange Program (GIDEP) (January 2018)

3.10.5-1 Product Improvement/Technology Enhancement (April 1996)

3.10.6-1 Termination for Convenience of the Government (Fixed Price) (October 1996)

3.10.6-4 Default (Fixed-Price Supply and Service) (January 2020)

3.10.6-7 Excusable Delays (October 1996)

3.13-11 Plain Language (July 2006)

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3.13-14 Reporting Executive Compensation and First-Tier Subcontract Awards (October

2023)

3.14-2 Contractor Personnel Suitability Requirements (April 2022)

3.14-4 Access to FAA Facilities, Systems, Government Property, and Sensitive Unclassified

Information (October 2021)

3.14-5 Sensitive Unclassified Information (SUI) (January 2022)

3.14-6 Privacy or Security Safeguards (November 2016)

3.14-12 Use of Contractor Equipment or Software - Not Permitted (July 2022)

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I.2 AMS CLAUSE AND PROVISIONS BY FULL TEXT

3.1.7-6 Disclosure of Certain Employee Relationships (April 2023)

a) The policy of the FAA is to avoid doing business with contractors, subcontractors, and consultants who have a conflict of interest or an appearance of a conflict of interest. The purpose of this policy is to maintain the highest level of integrity within its workforce and to ensure that the award of procurement contracts is based upon fairness and merit.

b) The contractor must provide to the Contracting Officer the following information with its proposal and must provide an information update within 30 days of the award of a contract, any subcontract, or any consultant agreement, or within 30 days of the retention of a Subject Individual or former FAA employee subject to this clause:

(1) The names of all Subject Individuals who:

(i) participated in preparation of proposals for award; or

(ii) are planned to be used during performance; or

(iii) are used during performance; and

(2) The name of each individual, retained in any capacity by the contractor, who was employed by FAA during the five-year period immediately prior to the date of award; and

(3) The date on which the initial expression of interest in a future financial arrangement was discussed with the contractor by any former FAA employee whose name is required to be provided by the contractor pursuant to subparagraph

(2); and

(4) The location where any Subject Individual or former FAA employee whose name is required to be provided by the contractor pursuant to subparagraphs (1) and (2), are expected to be assigned.

c) "Subject Individual" means a current FAA employee's father, mother, son, daughter, brother, sister, uncle, aunt, first cousin, nephew, niece, husband, wife, father-in-law, mother-in-law, son-in-law, daughter-in-law, brother-in-law, sister-in-law, stepfather, stepmother, stepson, stepdaughter, stepbrother, stepsister, half-brother, half-sister, spouse of an in-law, or a member of his/her household.

d) The contractor must incorporate this clause into all subcontracts or consultant agreements awarded under this contract and must further require that each such subcontractor or consultant incorporate this clause into all subcontracts or consultant agreements at any tier awarded under this contract unless the Contracting Officer determines otherwise.

e) The information as it is submitted, must be certified as being true and correct. If there is no such information, the certification must so state.

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f) Remedies for nondisclosure: The following are possible remedies available to the FAA should a contractor misrepresent or refuse to disclose or misrepresent any information required by this clause:

(1) Termination of the contract.

(2) Exclusion from subsequent FAA contracts.

(3) Other remedial action as may be permitted or provided by law or regulation or policy or by the terms of the contract.

g) Annual Certification. The contractor must provide annually, based on the anniversary date of contract award, the following certification in writing to the Contracting Officer:

ANNUAL CERTIFICATION OF DISCLOSURE OF CERTAIN EMPLOYEE

RELATIONSHIPS

The contractor represents and certifies that to the best of its knowledge and belief that during the prior 12 month period:

[ ] A former FAA employee(s) or Subject Individual(s) has been retained to work under the contract or subcontract or consultant agreement and complete disclosure has been made in accordance with subparagraph (b) of AMS Clause 3.1.7-6.

[ ] No former FAA employee(s) or Subject Individual(s) has been retained to work under the contract or subcontract or consultant agreement, and disclosure required by AMS Clause 3.1.7-6 is not applicable.

______________________________________________Authorized Representative

______________________________________________Company Name

______________________________________________Date

h) The contractor agrees to include the substance of this clause in all subcontracts awarded under this contract. The Contracting Officer will consider case-by-case exceptions to this requirement for individual subcontracts in the event that:

(1) the contractor considers this clause to be inappropriate and unnecessary in the case of a particular subcontract;

(2) the contractor provides a written statement affirming absolute unwillingness of a subcontractor to perform, absent some relief from the substance of this prohibition and the reason why;

(3) use of an alternate subcontract source would unreasonably detract from the quality of effort; and

(4) the contractor provides the Contracting Officer timely written advance notice of these and any other extenuating circumstances.

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(End of Clause)

3.2.4-5 Allowable Cost and Payment (October 2019)

a) Invoicing. The Government will make payments to the Contractor when requested as work progresses, but (except for small business concerns) not more often than once every

2 weeks, in amounts determined to be allowable by the Contracting Officer in accordance with the Federal Aviation Administration's (FAA) "Contract Cost Principles" in effect on the date of this contract and the terms of this contract (upon request, the Contracting

Officer will provide a copy of the FAA Contract Cost Principles). The Contractor may submit to an authorized representative of the Contracting Officer, in such form and reasonable detail as the representative may require, an invoice or voucher supported by a statement of the claimed allowable cost for performing this contract. Any payments for costs under this contract, particularly for costs of Indirect Rates under paragraph (d), must be subject to the provisions of the "Limitation of Costs" clause, or the "Limitation of Funds" clause, if applicable. The Contractor must be responsible to manage and control the allowable cost of performance of the contract, such that payments for any allowable costs, including Indirect Rates under paragraph (d), must not exceed the estimated cost set forth in the schedule, or the funded amount, less an allowance for fee, if the contract is incrementally funded.

b) Reimbursing costs.

(1) For the purpose of reimbursing allowable costs (except as provided in subparagraph (2) below, with respect to pension, deferred profit sharing, and employee stock ownership plan contributions), the term costs includes only:

(i) Those costs the Contractor has incurred and recorded at the time of the request for reimbursement;

(ii) When the Contractor is not delinquent in paying costs of contract performance in the ordinary course of business, costs incurred, but not necessarily paid for

(A) Materials issued from the Contractor's inventory and placed in the production process for use on the contract;

(B) Direct labor;

(C) Direct travel;

(D) Other direct in-house costs; and

(E) Properly allocable and allowable indirect costs, as shown in the records maintained by the Contractor for purposes of obtaining reimbursement under FAA contracts; and

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(iii) The amount of payments that have been paid to the Contractor's subcontractors under similar cost standards.

(2) Contractor contributions to any pension or other post-retirement benefit, profit-sharing or employee stock ownership plan funds that are paid quarterly or more often may be included in indirect costs for payment purposes: Provided, that the

Contractor pays the contribution to the fund within 30 days after the close of the period covered. Payments made 31 days or more after the close of a period must not be included until the Contractor actually makes the payment. Accrued costs for such contributions that are paid less often than quarterly must be excluded from indirect costs for payment purposes until the Contractor actually makes the payment.

(3) Notwithstanding the audit and adjustment of invoices or vouchers under paragraph (g) below, allowable indirect costs under this contract must be obtained by applying indirect cost rates established in accordance with paragraph (d) below.

(4) Any statements in specifications or other documents incorporated in this contract by reference designating performance of services or furnishing of materials at the

Contractor's expense or at no cost to the Government will be disregarded for purposes of cost-reimbursement under this clause.

c) Small business concerns. A small business concern may be paid more often than every 2 weeks and may invoice and be paid for recorded costs for items or services purchased directly for the contract, even though the concern has not yet paid for those items or services.

d) Final indirect cost rates.

(1) Final annual indirect cost rates and the appropriate bases must be established for the period covered by the indirect cost rate proposal.

(2) The Contractor must, within 180 days after the expiration of each of its fiscal years, or by a later date approved by the Contracting Officer, submit to the cognizant Contracting Officer and to the cognizant audit activity proposed certified final indirect cost rates for that period and supporting cost data specifying the contract and/or subcontract to which the rates apply. The proposed rates must be based on the Contractor's actual cost experience for that period. The appropriate Government representative and Contractor will establish the final indirect cost rates as promptly as practical after receipt of the Contractor's proposal.

(i) An adequate indirect cost rate proposal must include the following data unless otherwise specified by the cognizant Contracting Officer:

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(A) Summary of all claimed indirect expense rates, including pool, base, and calculated indirect rate.

(B) General and Administrative expenses (final indirect cost pool).

Schedule of claimed expenses by element of cost as identified in accounting records (Chart of Accounts).

(C) Overhead expenses (final indirect cost pool). Schedule claimed expenses by element of cost as identified in accounting records

(Chart of Accounts) for each final indirect cost pool.

(D) Occupancy expenses (intermediate indirect cost pool). Schedule of claimed expenses by element of cost as identified in accounting records (Charts of Accounts) and expense reallocation to final indirect cost pools.

(E) Claimed allocation bases, by element of cost, used to distribute indirect costs.

(F) Facilities capital cost of money factors computation.

(G) Reconciliation of books of account (i.e., General Ledger) and claimed direct costs by major cost elements.

(H) Schedule of direct costs by contract and subcontract and indirect expense applied at claimed rates, as well as a subsidiary schedule of Government participation percentages in each of the allocation base amounts.

(I) Schedule of cumulative direct and indirect costs claimed and billed by contract and subcontract.

(J) Subcontract information. Listing of subcontracts awarded to companies for which the contractor is the prime or upper-tier contractor (include prime and subcontract numbers; subcontract value and award type; amount claimed during the fiscal year; and the subcontractor name, address, and point of contract information).

(K) Summary of each time-and-materials and labor-hour contract information, including labor categories, labor rates, hours, and amounts; direct materials; other direct costs; and, indirect expense applied at claimed rates.

(L) Reconciliation of total payroll per IRS form 941 to total labor costs distribution.

(M) Listing of decisions/agreements/approvals and description of accounting/organizational changes.

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(N) Certificate of final indirect cost.

(O) Contract closing information for contracts physically completed in this fiscal year (include contract number, period of performance, contract ceiling amounts, contract fee computations, level of effort, and indicate if the contract is ready to close).

(3) The Contractor and the appropriate Government representative will execute a written understanding setting forth the final indirect cost rates. The understanding will specify (i) the agreed-upon final annual indirect cost rates, (ii) the bases to which the rates apply, (iii) the periods for which the rates apply, (iv) any specific indirect cost items treated as direct costs in the settlement, and (v) the affected contract and/or subcontract, identifying any with advance agreements or special terms and the applicable rates. The understanding will not change any monetary ceiling, contract obligation, or specific cost allowance or disallowance provided for in this contract. The understanding is incorporated into this contract upon execution.

(4) After final annual direct cost rates are established for specific period, the contractor must update the billings on all contracts to reflect the final settled rates and update the schedule of cumulative direct and indirect costs claimed and billed as required by paragraph d(2)(i)(l) of this clause.

(5) Failure by the parties to agree on a final annual indirect cost rate may be the basis of a claim under the "Contract Disputes" clause.

e) Billing rates. Until final annual indirect cost rates are established for any period, the

Government will reimburse the Contractor at billing rates established by the Contracting

Officer or by an authorized representative (the cognizant auditor), subject to adjustment when the final rates are established. These billing rates-

(1) Must be the anticipated final rates; and

(2) May be prospectively or retroactively revised by mutual agreement, at either party's request, to prevent substantial overpayment or underpayment.

f) Quick-close-out procedures. When the Contractor and Contracting Officer agree, the quick-close-out procedures may be used.

(1) Procedures. Settlement of indirect cost rates must apply to this contract, in advance of the determination of final indirect cost rates, if:

(i) The contract is physically complete;

(ii) The amount of unsettled indirect cost to be allocated to this contract is not more than $5,000,000 and the cumulative unsettled indirect costs to be allocated to one or more contracts in a single fiscal year do not

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(iii) Agreement can be reached on a reasonable estimate of allocable dollars.

(2) The settlement must be final for this contract and no adjustment will be made to other contracts for over- or under-recoveries of costs allocated or allocable to this contract.

(3) The settlement will not be considered a binding precedent when establishing the final indirect costs for other contracts.

(4) These procedures may also be used for the settlement of direct and indirect costs for individual task and delivery orders.

g) Audit. At any time or times before final payment, the Contracting Officer may have the

Contractor's invoices or vouchers and statements of cost audited. Any payment may be

(1) reduced by amounts found by the Contracting Officer not to constitute allowable costs or (2) adjusted for prior overpayments or underpayments.

h) Final payment.

(1) The Contractor must submit a completion invoice or voucher, designated as such, promptly upon completion of the work, but no later than 120 days (or longer, as the Contracting Officer may approve in writing) after settlement of final annual indirect rates for all years. Upon approval of that invoice or voucher, and upon the Contractor's compliance with all terms of this contract, the Government will promptly pay any balance of allowable costs and that part of the fee (if any) not previously paid.

(2) The Contractor must pay to the Government any refunds, rebates, credits, or other amounts (including interest, if any) accruing to or received by the Contractor or any assignee under this contract, to the extent that those amounts are properly allocable to costs for which the Contractor has been reimbursed by the

Government. Reasonable expenses incurred by the Contractor for securing refunds, rebates, credits, or other amounts will be allowable costs if approved by the Contracting Officer. Before final payment under this contract, the Contractor and each assignee whose assignment is in effect at the time of final payment must execute and deliver-

(i) An assignment to the Government, in form and substance satisfactory to the Contracting Officer, of refunds, rebates, credits, or other amounts

(including interest, if any) properly allocable to costs for which the

Contractor has been reimbursed by the Government under this contract;

and

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(ii) A release discharging the Government, its officers, agents, and employees from all liabilities, obligations, and claims arising out of or under this contract, except-

(A) Specified claims stated in exact amounts, or in estimated amounts when the exact amounts are not known;

(B) Claims (including reasonable incidental expenses) based upon liabilities of the Contractor to third parties arising out of the performance of this contract; provided, that the claims are not known to the Contractor on the date of the execution of the release, and that the Contractor gives notice of the claims in writing to the

Contracting Officer within 6 years following the release date or notice of final payment date, whichever is earlier; and

(C) Claims for reimbursement of costs, including reasonable incidental expenses, incurred by the Contractor under the patent clauses of this contract, excluding, however, any expenses arising from the

Contractor's indemnification of the Government against patent liability.

(End of Clause)

3.2.4-16 Ordering (October 2019)

a) Any supplies and services to be furnished under this contract must be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the contract.

Such orders may be issued from _____TBD at award___ through _ TBD at award

_______ [CO to insert dates].

b) All delivery orders or task orders are subject to the terms and conditions of this contract.

In the event of conflict between a delivery order or task order and this contract, the contract must control.

c) If mailed, a delivery order or task order is considered "issued" when the Government deposits the order in the mail. Orders issued by facsimile, email or other electronic commerce methods are considered "issued" when the Government sends the order.

Orders may be issued orally only if authorized in the contract.

(End of Clause)

3.2.4-17 Order Limitations (October 2019)

a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than _ TBD at award _____ [insert dollar figure or quantity], the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

b) Maximum order. The Contractor is not obligated to honor-

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(1) Any order for a single item in excess of ______ [insert dollar figure or quantity];

(2) Any order for a combination of items in excess of ______ [insert dollar figure or quantity]; or

(3) A series of orders from the same ordering office within _____ days that together call for quantities exceeding the limitation in subparagraph (1) or (2) above.

c) If this is a requirements contract, the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) above.

d) Notwithstanding paragraphs (b) and (c) above, the Contractor must honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within _____ days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons.

Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of Clause)

3.2.4-20 Indefinite Quantity (October 2019)

a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

b) Delivery or performance must be made only as authorized by orders issued in accordance with the "Ordering" clause. The Contractor must furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the maximum. The Government will order at least the quantity of supplies or services designated in the Schedule as the minimum.

c) Except for any limitations on quantities in the "Order Limitations" clause or in the

Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

d) Any order issued during the effective period of this contract and not completed within that period must be completed by the Contractor within the time specified in the order.

The contract must govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor must not be required to make any deliveries under this contract after _TBD at award_____ [insert date].

(End of Clause)

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3.2.4-32 Option for Increased Quantity (October 2019)

The Government may increase the quantity of supplies called for in the Schedule at the unit price specified. The Contracting Officer may exercise the option by written notice to the Contractor within __ TBD at award ___ [insert in the clause the period of time in which the Contracting Officer has to exercise the option]. Delivery of the added items must continue at the rate as the like items called for under the contract, unless the parties otherwise agree.

(End of clause)

3.2.4-33 Option for Increased Quantity - Separately Priced Line Item (October 2019)

The Government may require the delivery of the numbered line item, identified in the Schedule as an option item, in the quantity and at the price stated in the Schedule. The Contracting Officer may exercise the option by written notice to the Contractor within TBD at award _____ [insert in the clause the period of time in which the Contracting Officer has to exercise the option].

Delivery of added items must continue at the same rate that like items are called for under the contract, unless the parties otherwise agree.

(End of Clause)

3.2.4-34 Option to Extend Services (October 2019)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder must not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within the period specified in the Schedule.

(End of Clause)

3.2.4-35 Option to Extend the Term of the Contract (July 2021)

(a) The Government may extend the term of this contract by written notice (contract modification) to the Contractor prior to the expiration of the current period of performance provided, that the Government will give the Contractor a preliminary written notice of its intent to extend at least___60____________ days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract must be considered to include this option provision.

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(c) The total duration of this contract, including the exercise of any options under this clause, must not exceed __246_ months, __10 years, 6 months__ .

(End of Clause)

(End of Clause)

3.3.1-33 System for Award Management (April 2022)

(a) Definitions. As used in this clause

"Registered in the SAM database" means that the Contractor has entered all mandatory information, including the Unique Identity Identifier (UEI) or the Electronic Funds

Transfer indicator, into the SAM database.

"System for Award Management (SAM) database" means the primary Government repository for Contractor information required for the conduct of business with the

Government.

"Unique Entity Identifier (UEI)" (also known as the Unique Entity ID) 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.

"Electronic Funds Transfer indicator" means a 4-character suffix to the Unique Entity

Identifier. This 4-character suffix may be assigned at the discretion of the business concern to establish additional SAM records for identifying alternative Electronic Funds

Transfer (EFT) accounts for the same parent concern.

(b) (1) By submission of an offer, the offeror acknowledges the requirement that a prospective awardee must be registered in the SAM database prior to award, during performance, and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this solicitation.

(2) The offeror must enter, in Representations, Certifications and Other Statements of

Offerors Section of the solicitation, the UEI or EFT indicator that identifies the offeror's name and address exactly as stated in the offer. The UEI will be used by the Contracting Officer to verify that the offeror is registered in the SAM database.

(c) If the offeror does not have a UEI, it should contact www.sam.gov directly to obtain one.

The offeror should be prepared to provide the following information:

(1) Company legal business name.

(2) Tradestyle, doing business, or other name by which your entity is commonly recognized.

(3) Company Physical Street Address, City, State, and ZIP Code.

http://www.sam.gov/

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(4) Company Mailing Address, City, State and ZIP Code (if different from physical street address).

(5) Company Telephone Number.

(6) (6) Date the company was started.

(7) Number of employees at your location.

(8) Chief executive officer/key manager.

(9) Line of business (industry).

(10) Company Headquarters name and address (reporting relationship within your entity).

(d) If the offeror does not become registered in the SAM database in the time prescribed by the Contracting Officer, the Contracting Officer may proceed to award to the next otherwise successful registered offeror.

(e) Processing time should be taken into consideration when registering. Offerors who are not registered should consider applying for registration immediately upon receipt of this solicitation.

(f) The Contractor is responsible for the accuracy and completeness of the data within the

SAM database, and for any liability resulting from the Government's reliance on inaccurate or incomplete data. To remain registered in the SAM database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the SAM database to ensure it is current, accurate and complete. Updating information in the SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document. If registered in SAM as a Service-Disabled Veteran-

Owned Small Business (SDVOSB), by submission of an offer, the offeror acknowledges that they are designated as a SDVOSB by the Department of Veterans Affairs, and this designation appears as such on the Veteran Affairs website, https://vetbiz.va.gov/vip//.

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

(A) Change the name in the SAM database;

(B) Comply with the requirements of AMS regarding novation and change-of-name agreements; and https://vetbiz.va.gov/vip/

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

(ii) If the Contractor fails to comply with the requirements of paragraph

(g)(1)(i) of this clause, or fails to perform the agreement at paragraph

(g)(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 information within the meaning of the

"Suspension of Payment" paragraph of the electronic funds transfer (EFT) clause of this contract.

(2) The Contractor must not change the name or address for EFT payments or manual payments, as appropriate, in the SAM record to reflect an assignee for the purpose of assignment of claims. Assignees must be separately registered in the SAM database. Information provided to the Contractor's SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that

Contractor will be considered to be incorrect information within the meaning of the "Suspension of payment" paragraph of the EFT clause of this contract.

(h) Offerors and Contractors may obtain information on registration and annual confirmation requirements via the internet at http://www.sam.gov.

(End of Clause)

3.3.1-36 Availability of Funds - Option Periods under a Continuing Resolution (April 2008)

Due to the possibility of the enactment of a continuing resolution in lieu of an annual appropriation, full fiscal year funding may not be available for an entire contract option period.

In the event of a continuing resolution, FAA will only be liable for an amount based on the time period specified by the continuing resolution. The amount of funds made available by the continuing resolution will be specified by subsequent modification. If the contractor provides services in excess of the funded amount or beyond the covered period, the contractor does so at its own risk.

(End of Clause)

3.3.1-40 Electronic Submission of Payment Requests (April 2022)

(a) Definitions. As used in this clause—

(1) “Contract financing” is a contractual authorization for payments to a contractor prior to acceptance of products or services by FAA.

(2) “Payment request” means a bill, voucher, invoice, or request for contract financing payment or invoice payment with associated supporting documentation.

http://www.sam.gov/

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The payment request must comply with the requirements identified in this clause, and the applicable Payment clause and invoicing requirements included in this contract

(3) “Electronic form” means an automated system transmitting information electronically according to the accepted electronic data transmission methods and formats identified in paragraph (c) of this clause. Facsimile, email, and scanned documents are not acceptable electronic forms for submission of payment requests.

(4) “Invoice payment” means a Government disbursement of monies to a Contractor under a contract or other authorization for supplies or services accepted by the

Government. This includes payments for partial deliveries that have been accepted by the Government, final payments under T&M and labor-hour contracts, and final cost or fee payments where amounts owed have been settled between the Government and the Contractor.

(b) ) Electronic payment requests. Except as provided in paragraph (f) of this clause, the contractor must submit payment requests in electronic form. Purchases paid with a

Government purchase card are considered to be an electronic transaction for purposes of this rule, and therefore no additional electronic invoice submission is required.

(c) The Federal Aviation Administration utilizes the Delphi eInvoicing web-portal for processing invoices. Contractors submitting invoices are required to submit invoices via the Delphi eInvoicing web portal which is accessed and authenticated via www.login.gov

(d) In order to receive payment and in accordance with prompt payment standards, contractors must submit a proper invoice. All invoices submitted as attachments in the

Delphi eInvoicing web-portal must contain the following:

(1) Invoice number and invoice date.

(2) Period of performance covered by invoice.

(3) Contract number and title.

(4) Task/Delivery Order number and title (if applicable).

(5) Amount billed (by CLIN), current and cumulative.

(6) Total ($) of billing.

(7) Cumulative total billed for all contract work to date.

(8) Name, title, phone number, mailing address, and email address (if available) of person to be contacted in the event of a defective invoice.

If the contract includes allowances for travel, all invoices which include charges pertaining to travel expenses will catalog a breakdown of reimbursable expenses with the appropriate receipts to substantiate the travel expenses.

http://www.login.gov/

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(e) Payment system registration. All persons accessing the Delphi eInvoicing web-portal will be required to have their own unique user Delphi eInvoicing ID and password and be credentialed through login.gov.

(1) Electronic authentication. See www.login.gov for instructions. Click on the following link for instructions on establishing a login.gov account:

https://login.gov/help/creating-an-account/how-do-i-create-an-account-with-logingov/.

(2) To create a login.gov account, the user will need a valid email address and a working phone number. The user will create a password and then login.gov will reply with an email confirming the email address.

(3) DELPHI registration instructions. New users should request access to Delphi eInvoicing by sending an email to 9-AMC-FAA-iSupplier@faa.gov. Once access is granted, users should navigate to http://einvoice.esc.gov to activate the account.

Users are required to log in every 45 days to keep it active.

(4) Training on DELPHI. To facilitate use of DELPHI, comprehensive user information is available at http://einvoice.esc.gov

(5) Account Management. Contractors are responsible to contact the DELPHI Help

Desk when their firm’s points of contacts will no longer be submitting invoices so they can be removed from the system. Instructions for contacting the DELPHI

Help D can be found at http://einvoice.esc.gov

(f) Waivers: If the contractor does not believe electronic invoicing can be used if they are awarded this contract, the contractor must respond accordingly to 3.3.1-41 “Electronic

Invoicing-Representation”. Waiver requests must be approved by the FAA and DOT and will be processed expeditiously upon contract award. If the waiver request is not approved, the contractor must use electronic invoicing consistent with this clause. If the waiver request is approved, conversion to electronic invoicing at a later date may be required. While the waiver is in effect, the current invoicing process must be used per

AMS Guidance T3.3.1A.14 and the terms of the contract. The decision regarding a waiver request is not subject to the “Contract Disputes” clause AMS 3.9.1-1.

(End of Clause)

3.5-13 Alternate II Rights in Data – General (January 2009)

Insert the following in paragraph (g)(3).

(g)(3) Notwithstanding subparagraph (g)(1) of this clause, the contract may identify and specify the delivery of limited rights data, or the Contracting Officer may require by written request the delivery of limited rights data that has been withheld or would otherwise be entitled to be withheld. If delivery of such data is required, the Contractor must affix the following "Limited

Rights Notice" to the data and the Government will the treat the data, subject to the provisions of paragraphs (e) and (f) of this clause, in accordance with the notice:

https://login.gov/help/creating-an-account/how-do-i-create-an-account-with-logingov/ https://login.gov/help/creating-an-account/how-do-i-create-an-account-with-logingov/ mailto:9-AMC-FAA-iSupplier@faa.gov http://einvoice.esc.gov/ http://einvoice.esc.gov/ http://einvoice.esc.gov/

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LIMITED RIGHTS NOTICE (January 2009).

(a) These data are submitted with limited rights under Government Contract No.

___________ (and subcontract____________, if appropriate). These data may be reproduced and used by the Government with the express limitation that they will not, without written permission of the Contractor, be used for purposes of manufacture nor disclosed outside the Government; except that the Government may disclose these data outside the Government for the following purposes, if any; provided that the Government makes such disclosure subject to prohibition against further use and disclosure:

______________________ [Agencies may list additional purposes or if none, so state]

(b) This Notice must be marked on any reproduction of these data, in whole or in part.

(End of notice)

3.6.2-14 Employment Reports on Veterans (April 2022)

(a) Unless the contractor is a State or local government agency, the contractor must report at least annually, as required by the Secretary of Labor, on:

(1) The total number of employees in the contractor's workforce, by job category and hiring location, who are protected veterans (i.e., active duty wartime or campaign badge veterans, Armed Forces service medal veterans, disabled veterans, and recently separated veterans),

(2) The total number of new employees hired during the period covered by the report, and of the total, the number of protected veterans; and

(3) The maximum number and minimum number of employees of the Contractor or subcontractor at each hiring location during the period covered by the report.

(b) The above items must be reported by completing the VETS-4212 “Federal Contractor

Veterans’ Employment Report” (see “VETS-4212 Federal Contractor Reporting” and

“Filing Your VETS-4212 Report” at http://www.dol.gov/vets/vets4212.htm).'

(c) The Contractor must submit VETS-4212 Reports no later than September 30 of each year.

(d) The employment activity report required by paragraphs (a)(2) and (a)(3) of this clause shall reflect total new hires, and maximum and minimum number of employees, during the most recent 12–month period preceding the ending date selected for the report.

Contractors may select an ending date:

(1) As of the end of any pay period between July 1 and August 31 of the year the report is due; or

(2) As of December 31, if the Contractor has prior written approval from the Equal

Employment Opportunity Commission to do so for purposes of submitting the

Employer Information Report EEO-1 (Standard Form 100).

http://www.dol.gov/vets/vets4212.htm)

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(e) The count of veterans reported must be based on data known to the contractor when completing the VETS-4212. The Contractor's knowledge of veterans status may be obtained in a variety of ways, including an invitation to applicants to self-identify (in accordance with 41 CFR 60-300.42), voluntary self-disclosure by employees, or actual knowledge of veteran status by the contractor. This paragraph does not relieve the employer of liability for a determination under 38 U.S.C. 4212.

(f) Subcontracts. The Contractor must include the terms of this clause in every subcontract or purchase order of $150,000 or more unless exempted by rules, regulations, or orders of the Secretary of Labor.

3.8.9-4 Prohibition on Contracting for Hardware, Software, and Services Developed or

Provided by Kaspersky Lab and Other Covered Entities (July 2023)

(a) Definitions. As used in this clause—

Covered article means any hardware, software, or service that–

(1) Is developed or provided by a covered entity;

(2) Includes any hardware, software, or service developed or provided in whole or in part by a covered entity; or

Contains components using any hardware or software developed in whole or in part by a covered entity.

Covered entity means–

(1) Kaspersky Lab;

(2) Any successor entity to Kaspersky Lab;

(3) Any entity that controls, is controlled by, or is under common control with Kaspersky Lab; or

(4) Any entity of which Kaspersky Lab has a majority ownership.

(b) Prohibition. Section 1634 of Division A of the National Defense Authorization Act for Fiscal

Year 2018 (Pub. L. 115-91) prohibits Government use of any covered article. The Contractor is prohibited from—

(1) Providing any covered article that the Government will use; and

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(2) Using any covered article in the development of data or deliverables first produced in the performance of the contract.

(c) Reporting requirement.

(1) In the event the Contractor identifies a covered article provided to the Government during contract performance, or the Contractor is notified of such by a subcontractor at any tier or any other source, the Contractor must report this in writing to the Contracting Officer. For indefinite delivery contracts, the Contractor must report this in writing to the Contracting Officer for the indefinite delivery contract and the Contracting Officer(s) for any affected order.

(2) The Contractor must report the following information pursuant to paragraph (c) (1) of this clause:

(i) Within 1 business day from the date of such identification or notification: the contract number; the order number(s), if applicable; supplier name; brand; model number (Original

Equipment Manufacturer (OEM) number, manufacturer part number, or wholesaler number);

item description; and any readily available information about mitigation actions undertaken or recommended.

(ii) Within 10 business days of submitting the report pursuant to paragraph (c)(1) of this clause:

any further available information about mitigation actions undertaken or recommended. In addition, the Contractor must describe the efforts it undertook to prevent use or submission of a covered article, any reasons that led to the use or submission of the covered article, and any additional efforts that will be incorporated to prevent future use or submission of covered articles.

(d) Subcontracts. The Contractor must insert the substance of this clause, including this paragraph (d), in all subcontracts including subcontracts for the acquisition of commercial products or commercial services.

(End of clause)

AMS 3.8.9-5 Prohibition on Using ByteDance Covered Applications Including TikTok

(July 2023)

(a) Definitions. As used in this clause—

“Covered Application” means the social networking service TikTok or any successor application or service developed or provided by ByteDance Limited or an entity owned by ByteDance

Limited.

“Information technology,” as defined in 40 U.S.C. 11101(6)—

(1) Means any equipment, or interconnected system or subsystem of equipment, used in the automatic acquisition, storage, analysis, evaluation, manipulation, management, movement, I-23 control, display, switching, interchange, transmission, or reception of data or information by the executive agency, if the equipment is used by the executive agency directly or is used by a

Contractor under a contract with the executive agency that requires the use—

(i) Of that equipment; or

(ii) Of that equipment to a significant extent in the performance of a service or the furnishing of a product;

(2) Includes computers, ancillary equipment (including…