Enclosure 1 - BSA Draft Subcontract 12-19-2024.pdf

Buyer Amount Contract Number

William Koncelik TBD 444510

BROOKHAVEN NATIONAL LABORATORY

Brookhaven Science Associates

P.O. Box 5000

UPTON, L.I., N.Y. 11973-5000

Name and Address of Contractor

SUBCONTRACT

This Subcontract (the "Contract") is between the party named above (the "Contractor"), and

Brookhaven Science Associates, LLC. ("BSA"), the latter acting under a Prime Contract with the

United States of America (the "Government") represented by the United States Department of

Energy ("DOE”).

I. SCOPE OF WORK

All work shall be conducted in strict accordance with the attached BSA documents:

Attachment (B): Statement of Work for the Scintillating Fibers for the Barrel Imaging

Calorimeter, Doc No. EIC-DET-SOW-021, Revision 06, Dated 12/03/2024, Attachment (C): Technical Specification for the Scintillating Fibers for the Barrel

Imaging Calorimeter, Doc No. EIC-DET-SPC-017, Revision 04, Dated 12/03/2024, and

Attachment (D): BNL-QA-101 Supplier Quality Assurance Requirements, dated 04/2024.

The Contractor shall design, manufacture, inspect, test and deliver EIC Scintillating

Fibers for the Barrel Imaging Calorimeter.

Line Qty Unit Description

1 1,125,000 meters Base - Scintillating Fiber in the following length

(4.55 meters +/- 0.01 meters)

A. Reports/Deliverables: The Contractor shall provide the following deliverable(s) to and as directed by BSA’s Technical Representative:

Item Deliverable Due BSA Approval

1 Technical and Progress

Reporting

Monthly after award of contract

No

2 Performance reports Monthly after first shipment

No

3 Manufacturing/Inspection/Test

Plan

4 weeks after award of contract

Yes

4 Delivery of Production Fibers As set forth in approved manufacturing plan.

Yes

5 End Item Documentation for

Scintillating Fibers

As set forth in approved manufacturing plan.

Yes

(Service or Item) and Description

Milestone Due Date

Delivery of production fibers to ANL. Monthly shipments 8 weeks after award

Delivery of production fibers end item documentation.

Monthly shipments 8 weeks after award

Final delivery. 4 years after award

II. PERIOD OF PERFORMANCE:

This Subcontract shall be effective as of the date executed by BSA provided that the

Subcontractor executes the Subcontract without exception or alteration. It shall remain in effect for xx months after award of subcontract.

If all quantity options are exercised, the anticipated period of performance shall remain in effect 208 weeks after award of contract.

III. FIRM FIXED PRICE AND PAYMENT

A. Firm Fixed Price: In full consideration of the Contractor's performance hereunder BSA shall pay the Contractor the firm fixed price of TBD in US

Dollars ($0.00). The said sum shall constitute full compensation for all services and materials furnished hereunder.

Remaining Balance of EIC Production Scintillating Fiber (Option):

Option 1 (XX/XX/XXXX through XX/XX/XXXX):

The option to provide an additional 1,264,000 meters of Production Scintillating

Fiber has been priced at XXXX USD ($XXXX) and remains unfunded at time of award. BSA retains the right, should funds become available and it is determined to be in its best interest to do so, to unilaterally exercise this option by May 27, 2025.The pricing for these services shall remain valid through the award and execution of the Contract.

Option 2 (XX/XX/XXXX through XX/XX/XXXX):

The option to provide an additional 2,511,000 meters of Production Scintillating

Fiber has been priced at XXXX USD ($XXXX) and remains unfunded at time of award. BSA retains the right, should funds become available and it is determined to be in its best interest to do so, to unilaterally exercise this option by March 27, 2026. The pricing for these services shall remain valid through the award and execution of the Contract.

Note: No work shall start on either Option (Production Scintillating Fibers) unless a modification is issued by BSA to exercise the unilateral option. BSA may exercise either Option independently of the other.

B. Payment: Payment will be made upon receipt and approval of properly certified invoices. Payment will be in accordance with the following milestone payment schedule:

Cumulative

Milestone Amount Amount

Total $.00 $.00

Payment terms are Net 30 for large businesses or Net 10 for small businesses

(based on NAICS).

Invoices shall be directed to BSA’s Accounts Payable Section via electronic or regular mail.

Electronic invoice submittal is preferred by BSA. The Contractor shall make every effort to have systems in place that allow for electronic invoice transmittal.

Invoices shall be submitted in PDF format, via e-mail, to apinvoices@bnl.gov.

Hard copy invoices, in duplicate, shall be directed to BSA's Accounts Payable

Section, Contracts Division, Bldg. No. 400d.

The Contractor shall indicate the final invoice by clearly marking such invoice as

"FINAL". A copy of the final invoice must be submitted to BSA’s Contractual

Representative.

D. Freight: Freight terms shall be “FOB” Free on Board, Freight Prepaid, or “DAP”

Delivered At Place, U.S. DOE c/o Argonne National Laboratory, Bldg. 46 –

Receiving, 9700 S. Cass Ave, Lemont, Illinois, USA 60439.

E. Shipping and Labeling: Unless otherwise specified, below Shipping Instructions apply.

Two (2) weeks prior to delivery of all items the contractor shall contact BSA as to the type of freight carrier that will be used. All shipments must be delivered by a

US Flag Carrier.

Delivery Hours:

All deliveries must arrive at Argonne National Laboratory (ANL), at the above address, Building 46-Receiving between the hours of 8:30 am thru 3:30 pm central time, Monday through Friday.

Special Notification of Delivery:

ANL Receiving will accept loads requiring special equipment-flatbeds, cranes, and ANL rigging to unload, from 8:30 am thru 2:30 pm Monday through Friday.

With these type loads, please contact Jeff Lyons, 630-252-7092 prior to delivery.

Failure to contact ANL will result in delays during delivery and demurrage will be at the supplier’s/shipper’s expense.

Package Labeling Requirements:

All packages delivered to Argonne National Laboratory must be labeled with the complete Purchase Order/Contract Number as a minimum. Each shipping container (transport package) with a gross weight equal to or greater than 400 pounds (180 kilograms) must be marked with the center of gravity and gross weight on at least one side, or end panel in addition to meeting the requirements of the latest revision of ASTM Standard D 3951-98, Standard Practice for

Commercial Packaging. This applies to any item shipped (originally packaged or repackaged) to ANL or other locations cited in the purchase order or contract.

Ocean Shipments:

For foreign shipments that will be transported via ocean freight the 10-2

REQUIREMENTS Form located at https://www.bnl.gov/shipping/files/pdf/10-2-security-filing-bnl-interfreight.pdf must be completed by the supplier 72 hours before departure of the vessel. The form can either be faxed to Interfreight

Harmonized Logistics, Inc. at 516-371-6880 or emailed to tom@interfreight.net.

A copy should also be emailed to warehouseoperations@bnl.gov. Once the form is submitted to customs an acceptance number will be given. No freight will be loaded on a vessel without this acceptance number.

Special notice regarding 10-2 Form: On July 9, 2013 US Customs and Border

Protection began full enforcement of Importer Security Filing (ISF) and will assess liquidated damages for violations. Failure to submit the 10-2 Form may result in fines from $5,000 up to $15,000. It is the Contractor’s responsibility to make sure Form 10-2 is submitted 72 hours prior to the vessel sailing. BSA shall withhold payment from the Contractor’s final invoice for any penalties incurred by BSA due to late or incorrect ISF filing by the Contractor. For more information go to https://www.cbp.gov/border-security/ports-entry/cargo-security/importer-security-filing-102.

All Ocean Bill of Ladings and Airway Bills must be addressed to:

U.S. DOE c/o Argonne National Laboratory

9700 South Cass Avenue

Bldg. 46 - Receiving

Argonne, IL 60439

In addition, the Contractor must notify:

Interfreight Harmonized Logistics Inc.

221 Sheridan Blvd.

Inwood, NY 11096 / USA

Phone 1-516-371-0775

The Contractor must fax or e-mail immediately to Interfreight copies of:

Ocean Bill of lading or Airway Bill

Commercial Invoice

Packing List https://www.bnl.gov/shipping/files/pdf/10-2-security-filing-bnl-interfreight.pdf https://www.bnl.gov/shipping/files/pdf/10-2-security-filing-bnl-interfreight.pdf mailto:warehouseoperations@bnl.gov https://www.cbp.gov/border-security/ports-entry/cargo-security/importer-security-filing-102 https://www.cbp.gov/border-security/ports-entry/cargo-security/importer-security-filing-102

Fax 1-516-371-6880 e-mail bnl@interfreight.net

IV. AUTHORIZED REPRESENTATIVES

A. BSA’s Technical Representative: (He/She) of the Electron Ion Collider (EIC), located in Building 911A is BSA's Technical Representative, hereunder. He shall act as liaison between BSA and the Contractor in technical matters only. He can be reached at ________(phone), _____(e-mail).

B. BSA’s Contractual Representative: Carmella Hornbeck, located in Building

1005S, telephone no. (631) 344-7216, chornbeck@bnl.gov (e-mail), is BSA's

Contractual Representative. Any change or modification in the terms and conditions of this contract shall require the written approval of BSA's

Procurement and Property Management Division’s Manager, or his designee.

C. Contractor’s Technical Representative: ________ is the Contractor’s authorized Technical Representative, hereunder. (He/She) shall act as point of contact between BSA and the Contractor in technical matters only. (He/She) can be reached at ________(phone), _____(e-mail).

D. Contractor’s Contractual Representative: ______________is the Contractor’s authorized Contractual Representative, hereunder. (He/She) shall act as liaison between BSA and the Contractor. (He/She) can be reached at _______(phone), ____________(e-mail).

IV. ADDITIONAL TERMS

The provisions of Brookhaven Science Associates, LLC General Terms and Conditions for Commercial Items and Services, Rev 22.0 Sept 2022 are incorporated herein and made a part hereof.

This Contract is issued pursuant to Brookhaven Science Associates General and/or

Supplemental terms and conditions listed above which are incorporated herein by reference. The complete text of these terms and conditions can be viewed via the internet at: https://www.bnl.gov/ppm/terms-and-conditions.php. Should the Contractor have any questions and/or not have access to these terms and conditions, contact the buyer or contracts specialist immediately.

Should a portion of the work covered under this Contract be accomplished outside the

United States of America, the following articles shall be made inapplicable, insofar as they relate to work performed outside of the United States. All General Provisions of the

Terms and Conditions are in full force and effect for any work performed within the

United States.

Article Title of Clause FAR Ref.

Article 40 Utilization of Small Business Concerns 52.219-8

Article 41 Contract Work Hours & Safety Standards Act - Overtime 52.222.4 mailto:chornbeck@bnl.gov

Compensation

Article 43 Contracts for Materials, Supplies, Articles and 52.222.20

Equipment Exceeding $15,000

Article 44 Prohibition of Segregated Facilities 52.222-21

Article 45 Equal Opportunity 52.222-26

Article 46 Equal Opportunity for Veterans 52.222-35

Article 47 Equal Opportunity for Workers with Disabilities 52.222-36

Article 48 Employment Reports on Veterans 52.222-37

Article 58 Acquisition of Epeat® – Registered Televisions (Alt I) 52.223-14

Article 64 Buy American Act - Supplies 52.225-1

The following documents attached hereto and made a part hereof, contain additional provisions of this contract:

Attachment (A): BSA General Terms and Conditions for Commercial Items and Services, Rev. 22.0, (Sep. 2022)

Attachment (B): Statement of Work for the Scintillating Fibers for the Barrel Imaging

Calorimeter, Doc No. EIC-DET-SOW-021, Revision 06, Dated

12/03/2024

Attachment (C): Technical Specifications for the Scintillating Fibers for the Barrel

Imaging Calorimeter, Doc No. EIC-DET-SPC-017, Revision 04, Dated

12/03/2024.

Attachment (D): BNL-QA-101 Supplier Quality Assurance Requirements, dated 04/2024

Attachment (E): Patent Certification AMS Form 032

This Contract does not bind nor purport to bind the Government of the United States.

ACCEPTED:

CONTRACTOR BROOKHAVEN SCIENCE

ASSOCIATES, LLC.

By: By:

Name: Name:

Title: Title:

Date: Date:

Should you accept this Contract without exception or alteration, one copy of the Contract executed by both parties shall be returned to BSA's Contractual Representative. Should you take any exceptions or attempt to alter the Contract in any manner, BSA's execution thereof shall be null and void. Should you wish to take exception(s)/alteration(s), you shall notify BSA's

Contractual Representative. BSA will consider the requested exception(s)/alteration(s) and notify you accordingly. No Contract shall exist unless and until such differences are resolved.