Soliicitation_F16SOL10047_NMAI-GGHC-1.pdf

Solicitation F16SOL10047 NMAI-CHNDM Monitoring of BAS

SECTION A - SOLICITATION/CONTRACT FORM

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

SECTION D – NOT USED

SECTION E - INSPECTION AND ACCEPTANCE

SI-0057 Inspection E.1. SI-0058 Acceptance

SECTION F - DELIVERIES OR PERFORMANCE

F. SI-0080 Period of Performance-NTP F.2 SI-0081 Period of Performance-Bonds & Insurance F.3. SI-0083 Delivery Point

SECTION G - CONTRACT ADMINISTRATION DATA

G. 52.202-S0059 Contract Management G.2. 52.202-S0060 Contracting Officer G.3. 52.202-S0061 Contracting Officer's Technical Representative (COTR) (Apr 1988) G.4. 52.202-S0062 Authorities G.5. 52.215-S0002 Authorized Negotiators (Apr 1984) G.6. 52.215-S0063 Key Personnel G.9. SI-0066 Invoices H. SI-0001 Order of Precedence H.2. SI-0010 Use of Smithsonian Name (Jun 2000) H.4. SI-0067 Responsibility of the Offeror H.6. SI-0069 Offeror's Authorized Representative H.7. SI-0070 Dissemination of Information H.9. SI-0072 Nonpayment for Additional Work H.10. SI-0073 Indemnification H.12. 52.203-S0004 Advertising of Award Smithsonian Institution H.13. 52.215-S0009 Information, Services and Rights of the Smithsonian (Apr 1988) H.14. 52.223-S0070 Dissemination of Information

SECTION I - CONTRACT CLAUSES

52.222-42 Statement of Equivalent Rates for Federal Hires. (MAY 2014) 52.244-6 Subcontracts for Commercial Items. (FEB 2016) 52.252-2 Clauses Incorporated by Reference. (FEB 1998) 52.202-S0003 Definitions (Apr 1988) 52.215-S0001 Order of Precedence 52.232-S0005 Interest on Payments 52.232-S0053 Examination of Records by Smithsonian Institution (Oct 1987) 52.233-S0006 Disputes 52.243-S0044 Equitable Adjustments (Jun 2000) 52.243-S0045 Pricing of Adjustments (Jun 2000) 52.249-S0050 Termination for Convenience of the Smithsonian Institution (Jun 2000)

SECTION J - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS

SECTION K - REPS, CERTS, AND OTHER STATEMENTS OF BIDDERS/OFFERORS

52.209-5 Certification Regarding Responsibility Matters. (OCT 2015) 52.219-1 Small Business Program Representations. (OCT 2014)

SECTION L - INSTRUCTIONS, CONDITIONS, AND NOTICES TO BIDDERS

SECTION M - EVALUATION FACTORS FOR AWARD

SECTION A - SOLICITATION/CONTRACT FORM

A. Solicitation Form – SF33

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

B. This is a request for proposals (RFP) for a successful offeror to provide all labor, material equipment and supervision to accomplish required services according to the statement of work and other special contract requirements.

B.1. The successful offeror shall provide qualified staff to monitor the BAS systems and provide walkthroughs throughout the mechanical rooms during the tour of duty.

B.1.1. The successful offeror shall provide adjustments to the systems as needed within the set guidelines provided by the COTR in Attachment #1. The attachment identifies the temperature and humidity ranges, the locations of critical equipment by room numbers, building locations and floor locations. These items are the critical areas that shall be inspected during the building shift tour. The Smithsonian reserves the right to add up to ten (10) additional critical areas to the building shift tour at no additional cost.

B.1.2. The RFP defines the monitoring needs of a Building Automation System (BAS) by being physically located in and performing mechanical inspections at the museums.

B.1.3. The successful offeror will be responsible for monitoring, adjusting and optimizing building systems to maintain a strict museum quality environment in the galleries and the collection storage areas of each museum.

B.1.4. The successful offeror shall provide all labor, tools, materials and equipment required to perform the requirements and the administration of the contract. The Smithsonian Institution will depend on the successful offeror to provide day-to-day support and strategic advice to maintain and improve long-term service by means of daily monitoring of the BAS and daily inspections.

B.1.5. The base contract term of an awarded contract will be for one (1) year, with provisions for nine (9) one-year options.

B.1. Offeror shall provide in the space below a total firm fixed price for yearly services based on the staffing, material, equipment and management requirements of the solicitation.

B.1.1. ________________________________________________ $______________ (Express in words and figures)

SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

C. The successful offeror must be prepared to provide qualified personnel to monitor the current BAS, a product of Siemens Industry, at the Smithsonian Institution’s Cooper Hewitt National Design Museum (CHNDM) located at 2 East 91st Street, New York, NY and the National Museum of the American Indian (NMAI) located in the Georg Gustav Heye Center (GGHC), 1 Bowling Green, New York, NY.

C.1. The successful offeror must be physically located at both museums during the times outlined in the solicitation. The offeror staff must be capable of performing mechanical inspections, record findings, contact the Smithsonian Help Desk of ongoing issues, make adjustments to equipment via the BAS, work independently and capable of securing equipment in the event of an emergency that may occur on the mechanical, electrical or plumbing (MEP) systems in the museums.

C.1.1. Successful offeror personnel shall be capable of securing any emergency that may occur associated with the MEP of the museum and shall be responsible for reporting the incident to the Smithsonian Facilities (SF) Help twenty-four (24) hours a day.

C.1.2. The successful offeror shall be required under the Indefinite Delivery/Indefinite Quantity

(IDIQ) requirements of the awarded contract to perform work under separate task orders on request, after providing a proposal, to complete repairs to the MEP systems of the museum.

C.2. Staffing

The successful offeror shall provide staffing to meet the needs of each SI museum in accordance with the awarded contract. The term emergency referred to herein as "emergency" relates to Life Safety and imminent danger of collections, life threatening or risk to the facilities. Staffing requirements are:

1. Twenty-four (24) hours a day Saturday and Sunday; 1st, 2nd and 3rd shifts.

2. Twenty-four (24) hours a day on Holidays observed by the museum 1st, 2nd and 3rd shifts.*

3. Sixteen (16) hours a day five days a week Monday through Friday 2nd and 3rd shifts.

*Holidays: New Year’s Day, Martin Luther King’s Birthday, President’s Day, Good Friday (NY only) Memorial Day, Independence Day, Labor Day, Columbus Day, Veteran’s Day, Thanksgiving Day and Christmas Day.

C.2.1. The successful offeror shall have staff available whom they can call in a short notice should the need occur in the event of an emergency. The staff shall be utilized to mitigate an emergency to reduce damage and risk to the facility and collections within a two (2) hour response time.

The emergency staff shall be pre-approved by the COTR.

C.2.2. Project Management

The Project Manager shall be a fulltime employee of the offeror. The Project Manager shall be the point of contact for the contract to address any concerns and shall be responsible for the activities detailed within the contract. The select Project Manager shall have a minimum of five (5) years’ experience in each of the following; project management, HVAC, monitoring of a Siemens Apogee BAS system, supervising, estimating and New York City (NYC) building Engineers License.

C.3. Working Hours for Offeror

C.3.1. The successful offeror is responsible for daily monitoring and inspections of mechanical spaces and equipment and shall provide staff 16 hours a day for the 2nd and 3rd shift Monday through Friday and 24 hours a day on weekends and holidays.

C.3.1.1. The weekend work shift shall begin Saturday morning on the 1st shift and end on

Monday morning at the end of the 3rd shift. If a holiday falls on a week day, the offeror shall provide coverage for 1st shift in addition to the regular shift coverage of the contract.

C.3.1.2. The working hours shall be established to allow for three shifts with a 30 minute overlap of each shift to allow for debriefing of each shift.

C.3.1.4. The successful offeror’s shifts shall coincide with the Smithsonian employee’s shifts currently 7:30am to 4:00pm. The Smithsonian Institution reserves the right to adjust the offeror shifts by an hour at no additional cost.

C.4. Monitoring Specifications

C.4.1. The successful offeror shall be responsible for monitoring the BAS system at the designated museums in New York City.

C.4.2. The successful offeror shall make modifications to the system by utilizing the

BAS system when alarms are present.

C.4.3. The majority of the HVAC Systems located throughout the museums provide the environmental conditions required for exhibits and collections. These support systems provide the required environmental conditions needed for the numerous exhibit areas.

They must function at extremely high levels of dependability.

C.4.3.1. Monitoring the museums via the current BAS system is critical to maintaining the environmental conditions of the museums. Offeror shall record findings, respond to and address as needed all issues identified via the BAS.

C.4.3.2. The successful offeror shall conduct twice daily inspections per shift of mechanical, museum spaces and equipment and record and submit all findings, highlighting any issues and/or concerns during the inspections.

C.4.3.3. The successful offeror shall notify SF-Help and COTR of any maintenance related issues that were discovered during the daily inspections

C.5. Uniforms

The offeror shall provide uniforms for its employees. Uniforms shall be worn daily during the tour of duty. The Smithsonian must approve the type of uniform prior to use. Contractor shall follow the guidelines in attachment #2 (safety plan) when requesting approval of uniforms.

C.5.1. Offeror shall request approval in writing for the uniforms intended to be used at the time of the proposal submission and thereafter as necessary. The offeror’s uniforms shall be distinctively different from the Smithsonian Institution staff. The offeror shall ensure uniforms are maintained to provide an acceptable and professional appearance.

The Smithsonian reserves the right to accept or reject the selection of uniforms submitted by the contractor.

SECTION D – NOT USED

SECTION E - INSPECTION AND ACCEPTANCE

SI-0057 Inspection

E. Inspection

(a) Upon proper notice and during normal working hours, the Smithsonian Institution reserves the right to perform any inspections and tests as deemed necessary to assure that the Offeror is performing in accordance with the terms and specifications as set forth herein.

(b) Inspection may be at the Offeror's place of business or at any location where work is being performed in conjunction with this contract.

(c) Inspection by the Smithsonian Institution shall not relieve the Offeror of responsibility for any or all quality control aspects during the life of the contract. This shall include quality control for items covered by this contract that may be subcontracted.

E.1. SI-0058 Acceptance

(a) The supplies and services rendered under this contract will be accepted and approved by the

Contracting Officer or a designated representative thereto. Such approval will indicate acceptability to the Smithsonian Institution of performance in accordance with the terms and conditions of this contract, and will be subject to applicable warranties. The Smithsonian Institution reserves the right to reject works not conforming to prescribed contract requirements.

(b) Neither the Smithsonian Institution's reviews, approval, or acceptance of services and/or supplies, nor payment for any of the services or supplies required under this contract shall be construed to operate as a waiver of action arising out of the performance of this contract.

Furthermore, the Offeror shall be and remain liable to the Smithsonian Institution in accordance with applicable law for all damages to the Smithsonian Institution caused by the Offeror's negligent performance of any of the supplies or services furnished under this contract.

(c) Acceptance by the Smithsonian Institution does not relieve the Offeror of responsibility for correction of errors or omissions that may arise after such acceptance if the errors and omissions are clearly a fault in Offeror performance.

52.246-16 Responsibility for Supplies. (APR 1984)

SECTION F - DELIVERIES OR PERFORMANCE

F. SI-0080 Period of Performance-NTP

F.1. The contract shall become effective upon execution of the documents and issuance of a notice to proceed (NTP) by the Smithsonian Institution’s Contracting Officer.

F.2 SI-0081 Period of Performance-Bonds & Insurance

F.2.1. Offeror must submit approved bid bond with proposal. 100% Performance and Payment Bonds are due within ten (10) days of contract award, prior to notice to proceed.

F.2.2. Insurance certificates must be received prior to work commencing on site.

F.3. SI-0083 Delivery Point

F.3.1. Delivery shall be made to the destination as shown in Sections B and C.

SECTION G - CONTRACT ADMINISTRATION DATA

G. 52.202-S0059 Contract Management

G.1. Notwithstanding the successful offeror's responsibility for total management during the performance of this contract, the administration of the contract will require maximum coordination between the Smithsonian and the successful offeror. The following individuals will be the Smithsonian points of contact during the performance of the contract.

G.2. 52.202-S0060 Contracting Officer

G.2.1. All contract administration will be effected by the Contracting Officer. Communications pertaining to contractual administrative matters will be addressed to the Contracting Officer. No changes in or deviation from the scope of work shall be effected without a written modification to the contract executed by the Contracting Officer authorizing such changes.

G.3. 52.202-S0061 Contracting Officer's Technical Representative (COTR) (Apr 1988)

G.3.1. The Contracting Officer's Technical Representative (COTR) [to be assigned upon award) or an authorized representative shall act for and on behalf of the Contracting Officer in the administration of any resultant contract with respect to:

1. Resolution of issues that may arise between the Offeror and the Smithsonian Institution in connection with such matters as acceptability of workmanship and other technical requirements;

2. Evaluation on an overall basis of the acceptability of workmanship and Offeror's compliance with technical requirements; and

3. The approval and acceptance of work performed under this contract.

(b) This delegation does not authorize the modification of any of the contract's provisions, terms or conditions. All authorities not herein delegated are reserved to the Contracting Officer.

(c) The Offeror shall make available such records, reports and facilities as may be required to carry out this assignment.

G.4. 52.202-S0062 Authorities

G.4.1. The Offeror is advised that only the Contracting Officer can change or modify the terms of this contract or take any other action which obligates the Smithsonian and then such action must be set forth in a formal modification to the Contract. The authority of the COTR is strictly limited to the specific duties set forth in her letter of appointment, a copy of which will be furnished the Offeror. Offerors who rely on direction from persons other than the Contracting Officer (or a COTR acting within the strict limits of his/her responsibilities as set forth in his/her letter of appointment) do so at their own risk and expense, as such actions do not bind the Smithsonian contractually. All questions concerning the authority of a Smithsonian employee to direct the Offeror contractually should be referred to the Contracting Officer.

G.5. 52.215-S0002 Authorized Negotiators (Apr 1984)

G.5.1. The offeror represents that the following persons are authorized to negotiate on its behalf with the Smithsoian in connection with this request for proposals or quotations: [list names, titles, and telephone numbers of the authorized negotiators].

G.6. 52.215-S0063 Key Personnel

G.6.1. The Offeror shall include the key personnel to be assigned under this contract those persons listed below:

NAME LABOR CATEGORY

Offerors shall also provide this information in their technical proposal.

G.6.2. The persons named above are considered key personnel. The Offeror shall give at least 14 calendar days advance notice if any of these persons are to be removed or diverted from this contract, and shall supply written justification as part of this notice, and shall name the proposed substitute or replacement; but the Offeror will not remove or divert such persons unless authorized by written consent of the Contracting Officer.

G.6.3. General Approval. All Offeror personnel assigned to this contract are subject to Smithsonian review in accordance with the defined labor categories herein. Offeror personnel found unacceptable by the Smithsonian at any time shall be removed from performing under this contract within 14 calendar days after notification. Such notification shall be delivered in writing by the Contracting Officer to the Offeror.

G.7. SI-0064 Incorporation of Offeror's Proposal

G.7.1. It is understood and agreed that the Offeror shall, in meeting the requirements of the contract, perform the work in accordance with the proposal to the Smithsonian Institution for services, dated ______________________; however, to the extent that any provisions of the articles set forth herein are in conflict or inconsistent with any provisions of said proposal, the provisions of the articles of this contract shall be controlling and shall supersede the provisions of said proposal.

G.8. SI-0065 Progress Payments

G.8.1. The Offeror may submit invoice(s) to the Contracting Officer's Technical Representative, Smithsonian Institution, not more frequently than monthly for work performed and accepted.

Progress payments, when applicable, shall be based on a percentage of completed work. The Offeror shall submit a separate monthly invoice when requesting payment.

G.9. SI-0066 Invoices

G.9.1. Offeror shall submit all invoices in One (1) ORIGINAL and one (1) copy to the COTR clearly indicating the contract number, and providing detail as to percentage of completion to:

Smithsonian Institution Office of Facilities Engineering and Operations PO Box 37012, MRC511 Washington, DC 20013-7012 Attn.: COTR

Note: The Prompt Payment Act, as Amended, is not applicable to the Smithsonian Institution .However, the Smithsonian Institution shall take all reasonable measures to ensure that payments for invoices properly documented and submitted shall be paid within 30 day from receipt of approved appropriate invoices by the COTR.

(End of Section)

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H. SI-0001 Order of Precedence

H.1. In the event of an inconsistency between provisions of the Solicitation, the inconsistency shall be resolved by giving precedence in the following order:

1. The Schedule.

2. Solicitation, Instructions, and Conditions.

3. Amendments to the Solicitation.

4. Contract Clauses.

5. Specifications.

6. The Drawings: large scale details, small-scale details, standard size plans, sections and elevation drawings.

7. Other Documents, Exhibits, and Attachments.

8. Other Provisions of the Solicitation, whether incorporated by reference or otherwise inferred by standard practice.

9. The Offeror's Proposal.

H.2. SI-0010 Use of Smithsonian Name (Jun 2000)

H.2.1. It is recognized and acknowledged that Offeror shall have no right to use the name

"Smithsonian" or "Smithsonian Institution", or the name of any Smithsonian Museum or part thereof, including the Facilities, in connection with any of its own advertising, marketing or promotion. However, any marketing or promotional programs concerning the Smithsonian or the Project shall be submitted to the Smithsonian for review and approval prior to any implementation thereof. The Smithsonian may withhold any approval required hereunder as it wishes.

H.3. The Prime Offeror shall be responsible for compliance by any subofferor or supplier or lower tier subofferor or lower tier supplier with this clause. After award of the contract and upon request of the Contracting Officer, the Prime Offeror shall deliver a written statement acknowledging that this clause has been included in contracts with all subofferors and suppliers.

H.4. SI-0067 Responsibility of the Offeror

H.4.1. (a) The successful offeror shall be responsible for the professional quality, technical accuracy, and the coordination of services furnished by the under this contract. The successful offeror shall without additional compensation, correct or revise any errors or deficiencies in its services.

H.4.2. (b) Neither the Smithsonian's review, approval or acceptance of nor payment for, the services required under this contract shall be construed to operate as a waiver of any rights under this contract or of any cause of action arising out of the performance of this contract and the successful offeror shall be and remain liable to the Smithsonian caused by the Offeror's performance of any of the services furnished under this contract.

H.4.3. (c) The rights and remedies of the Smithsonian provided for under this contract are in addition to any other rights and remedies provided by law.

H.4.4. (d) If the Offeror is comprised of more than one legal entity, each such entity shall be jointly and severally liable here under.

H.5. SI-0068 Restriction Against Disclosure

H.5.1. The successful offeror agrees, in the performance of this contract to keep any information gathered or analyzed in the course of this contract in the strictest confidence, said information being the sole property of the Smithsonian Institution. The successful offeror also agrees not to publish, reproduce or otherwise divulge such information in whole or in part, in any manner or form, nor to authorize or permit others to do so. The successful offeror shall take such reasonable measures as are necessary to restrict access to such information to perform the work provided herein, i.e., on a "need to know" basis, and shall immediately notify, in writing, the Contracting Officer's Technical Representative named herein, in the event that he determines or has reason to suspect a breach of this requirements.

H.6. SI-0069 Offeror's Authorized Representative

H.6.1. The following person shall be contacted in the event of award for prompt contract notification and administration concerning specifications, schedules and other necessary contract matters:

(Name) _____________________________________

(Title) _______________________________________

(Street Address) _______________________________

(City, State & Zip) ______________________________

(Telephone & Facsimile No.) ______________________

(E-mail address) _______________________________

H.7. SI-0070 Dissemination of Information

H.7.1. There shall be no dissemination or publication of information, except between the

Offeror and any subofferors, of information developed under this contract or any task orders awarded under the terms of this contract or contained in reports to be furnished pursuant to this contract without the prior written approval of the Contracting Officer.

H.8. SI-0071 Responsibility for Smithsonian Property

H.8.1. The Offeror assumes full responsibility for and shall indemnify the Smithsonian for any and all loss of damage of whatsoever kind and nature to any and all Smithsonian property, including any equipment, supplies, accessories, or parts furnished, while in his custody and care for storage, repairs, or services to be performed under the terms of this contract, resulting in whole or in part from the negligent acts or omissions of the successful offeror, any sub-offeror, or any employee, agent, or representative of the successful offeror or sub-offeror.

H.9. SI-0072 Nonpayment for Additional Work

H.9.1. Any additional services or a change to work specified which may be performed by the successful offeror, either at his own volition or at the request of an individual other than a duly appointed Contracting Officer except as may be explicitly authorized in this contract, are not authorized and will not be paid for. Only a duly appointed Contracting Officer is authorized to change the specifications, terms, and conditions in this contract.

H.10. SI-0073 Indemnification

(a) Offeror shall be responsible for all damage and expense to person(s) or property caused by its negligent acts and those of its sub-offerors, agents or employees, in connection with the work and services performed under this contract. Offeror shall indemnify and hold harmless the Smithsonian Institution, its museums, bureaus, its Regents, officers, agents, employees and the U.S. Government from and against all claims, and liability (including judgments, settlements, statutory liability under Workers Compensation laws), and expenses (including attorney’s fees) for any damages, expenses, acts and/or omissions of the Offeror, its agents, sub-offerors or employees, related directly or indirectly to any aspect of this contract or performance of work hereunder, including claims and liability for injury to or death of any third party or of Offeror's, agents, sub-offerors or employees.

H.10.1. (b) Offeror shall be liable for all damages, costs and expense incurred by the Smithsonian

Institution in the performance of the Project(s) including, but not limited to, damages, costs and expenses resulting from claims brought against the Smithsonian Institution by the offeror(s) caused by the failure of Offeror to perform the work and services under this contract with the same degree of standard of care and skill normally expected of and provided by consultants in the performance of the same or similar work and services to be provided under this contract.

H.10.2. (c) Acceptance of the work and services by the Smithsonian shall not waive any of the rights of the Smithsonian or release the Offeror from any liability, responsibility or duty contained herein.

H.11. Prior to commencing work on this project, and notwithstanding those prescribed in the

Smithsonian Institution Contract Clauses, the successful Offeror shall provide certificate(s) of insurance in the following minimum amounts:

H.11.1. The successful Offeror shall procure and maintain Commercial (Comprehensive) General

Liability Insurance, Business Automobile Liability Insurance (bodily injury and property damage) and Worker's Compensation while performing services under this contract at the Smithsonian Institution and, shall provide evidence of such insurance in the following amounts:

H.11.2. Commercial General Liability - $5,000,000.00 per occurrence;

H.11.3. Business Automobile Liability - $1,000,000.00 per accident for bodily injury and property damage occurring as a result of vehicles operating in the performance of this contract;

H.11.4. The successful offeror may provide evidence of a combination of commercial General and Business Automobile Liability in the amount of $5,000,000.00 per occurrence to satisfy the above requirements;

H.11.5. Worker's Compensation - Local Statutory Limits.

H.11.6. It is understood and agreed that __________________________ (insert name of insurer) shall notify, in writing, the Director, Office of Contracting, Smithsonian Institution, Washington, DC 20013-7012, thirty (30) days in advance of the effective date of any reduction in or cancellation of this policy

H.12. 52.203-S0004 Advertising of Award Smithsonian Institution

H.12.1. The Offeror shall not refer to the Smithsonian or to any of its museums, organizations, or facilities in any manner or through any medium, whether written, oral or visual, for any purpose whatsoever, including advertising, marketing, and promotion.

H.13. 52.215-S0009 Information, Services and Rights of the Smithsonian (Apr 1988)

H.13.1. (a) The S.I., through the C.O. and COTR, will provide administration of the contract as hereinafter described.

H.13.2. (b) The S.I. or its authorized representatives shall at all times have access to the Work whenever it is in preparation or progress. The Offeror shall provide safe facilities for such access.

H.14. 52.223-S0070 Dissemination of Information

H.14.1. There shall be no dissemination or publication of information, except between the

Offeror and any sub-offerors, of information developed under this contract or any task orders awarded under the terms of this contract or contained in reports to be furnished pursuant to this contract without the prior written approval of the Contracting Officer.

SECTION I - CONTRACT CLAUSES

52.203-3 Gratuities. (APR 1984)

52.203-5 Covenant Against Contingent Fees. (MAY 2014)

52.203-6 Restrictions on Subofferor Sales to the Government. (SEP 2006)

52.203-7 Anti-Kickback Procedures. (MAY 2014)

52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity. (MAY 2014)

52.203-10 Price or Fee Adjustment for Illegal or Improper Activity. (MAY 2014)

52.203-12 Limitation on Payments to Influence Certain Federal Transactions. (OCT 2010)

52.203-13 Offeror Code of Business Ethics and Conduct. (OCT 2015)

52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber Content Paper. (MAY 2011)

52.209-6 Protecting the Government's Interest When Subcontracting With Offerors Debarred, Suspended, or Proposed for Debarment. (OCT 2015)

52.215-8 Order of Precedence - Uniform Contract Format. (OCT 1997)

52.219-28 Post-Award Small Business Program Rerepresentation. (JUL 2013)

(a) Definitions. As used in this clause-

Long-term contract means a contract of more than five years in duration, including options.

However, the term does not include contracts that exceed five years in duration because the period of performance has been extended for a cumulative period not to exceed six months under the clause at 52.217-8, Option to Extend Services, or other appropriate authority.

Small business concern means a concern, including its affiliates that is independently owned and operated, not dominant in the field of operation in which it is bidding on Government contracts, and qualified as a small business under the criteria in 13 CFR part 121 and the size standard in paragraph (c) of this clause. Such a concern is "not dominant in its field of operation" when it does not exercise a controlling or major influence on a national basis in a kind of business activity in which a number of business concerns are primarily engaged. In determining whether dominance exists, consideration shall be given to all appropriate factors, including volume of business, number of employees, financial resources, competitive status or position, ownership or control of materials, processes, patents, license agreements, facilities, sales territory, and nature of business activity.

(b) If the Offeror represented that it was a small business concern prior to award of this contract, the Offeror shall represent its size status according to paragraph (e) of this clause or, if applicable, paragraph (g) of this clause, upon the occurrence of any of the following:

(1) Within 30 days after execution of a novation agreement or within 30 days after modification of the contract to include this clause, if the novation agreement was executed prior to inclusion of this clause in the contract.

(2) Within 30 days after a merger or acquisition that does not require a novation or within 30 days after modification of the contract to include this clause, if the merger or acquisition occurred prior to inclusion of this clause in the contract.

(3) For long-term contracts-

(i) Within 60 to 120 days prior to the end of the fifth year of the contract; and

(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any option thereafter.

(c) The Offeror shall represent its size status in accordance with the size standard in effect at the time of this representation that corresponds to the North American Industry Classification System (NAICS) code assigned to this contract. The small business size standard corresponding to this NAICS code can be found at http://www.sba.gov/content/table-small-business-size-standards.

(d) The small business size standard for a Offeror providing a product which it does not manufacture itself, for a contract other than a construction or service contract, is 500 employees.

(e) Except as provided in paragraph (g) of this clause, the Offeror shall make the representation required by paragraph (b) of this clause by validating or updating all its representations in the Representations and Certifications section of the System for Award Management (SAM) and its other data in SAM, as necessary, to ensure that they reflect the Offeror's current status. The Offeror shall notify the contracting office in writing within the timeframes specified in paragraph

(b) of this clause that the data have been validated or updated, and provide the date of the validation or update.

(f) If the Offeror represented that it was other than a small business concern prior to award of this contract, the Offeror may, but is not required to, take the actions required by paragraphs (e) or

(g) of this clause.

(g) If the Offeror does not have representations and certifications in SAM, or does not have a representation in SAM for the NAICS code applicable to this contract, the Offeror is required to complete the following representation and submit it to the contracting office, along with the contract number and the date on which the representation was completed:

The Offeror represents that it ___ is, ___ is not a small business concern under NAICS Code [insert NAICS Code] assigned to contract number [insert contract number]. (Offeror to sign and date and insert authorized signer's name and title).

(End of clause)

52.222-1 Notice to the Government of Labor Disputes. (FEB 1997)

52.222-3 Convict Labor. (JUN 2003)

52.222-4 Contract Work Hours and Safety Standards - Overtime Compensation. (MAY 2014)

52.222-41 Service Contract Labor Standards. (MAY 2014)

52.222-42 Statement of Equivalent Rates for Federal Hires. (MAY 2014)

In compliance with the Service Contract Labor Standards statute and the regulations of the Secretary of Labor (29 CFR part 4), this clause identifies the classes of service employees expected to be employed under the contract and states the wages and fringe benefits payable to each if they were employed by the contracting agency subject to the provisions of 5 U.S.C. 5341 or 5332.

This Statement is for Information Only: It is not a Wage Determination

Employee Class N/A

Monetary Wage - Fringe Benefits N/A

(End of clause)

52.222-50 Combating Trafficking in Persons. (MAR 2015)

52.223-3 Hazardous Material Identification and Material Safety Data. (JAN 1997) - Alternate I

(JUL 1995)

52.223-12 Refrigeration Equipment and Air Conditioners. (MAY 1995)

52.225-13 Restrictions on Certain Foreign Purchases. (JUN 2008)

52.228-2 Additional Bond Security. (OCT 1997)

52.228-5 Insurance - Work on a Government Installation. (JAN 1997)

52.228-11 Pledges of Assets. (JAN 2012)

52.229-3 Federal, State, and Local Taxes. (FEB 2013)

52.229-4 Federal, State, and Local Taxes (State and Local Adjustments). (FEB 2013)

52.232-11 Extras. (APR 1984)

52.232-23 Assignment of Claims. (MAY 2014)

52.232-33 Payment by Electronic Funds Transfer - System for Award Management. (JUL 2013)

52.233-4 Applicable Law for Breach of Contract Claim. (OCT 2004)

52.242-13 Bankruptcy. (JUL 1995)

52.244-6 Subcontracts for Commercial Items. (FEB 2016)

(a) Definitions. As used in this clause-

Commercial item has the meaning contained in Federal Acquisition Regulation 2.101, Definitions.

Subcontract includes a transfer of commercial items between divisions, subsidiaries, or affiliates of the Offeror or sub-offeror at any tier.

(b) To the maximum extent practicable, the Offeror shall incorporate, and require its sub-offerors at all tiers to incorporate, commercial items or non-developmental items as components of items to be supplied under this contract.

(c)(1) The Offeror shall insert the following clauses in subcontracts for commercial items:

(i) 52.203-13, Offeror Code of Business Ethics and Conduct (OCT 2015) (41 U.S.C. 3509), if the subcontract exceeds $5.5 million and has a performance period of more than 120 days. In altering this clause to identify the appropriate parties, all disclosures of violation of the civil False Claims Act or of Federal criminal law shall be directed to the agency Office of the Inspector General, with a copy to the Contracting Officer.

(ii) 52.203-15, Whistleblower Protections Under the American Recovery and Reinvestment Act of 2009 (JUN 2010) (Section 1553 of Pub. L. 111-5), if the subcontract is funded under the Recovery Act.

(iii) 52.219-8, Utilization of Small Business Concerns (OCT 2014) (15 U.S.C.

637(d)(2) and (3)), if the subcontract offers further subcontracting opportunities.

If the subcontract (except subcontracts to small business concerns) exceeds

$700,000 ($1.5 million for construction of any public facility), the subofferor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

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

(v) 52.222-26, Equal Opportunity (APR 2015) (E.O. 11246).

(vi) 52.222-35, Equal Opportunity for Veterans (OCT 2015)(38 U.S.C. 4212(a));

(vii) 52.222-36, Equal Opportunity for Workers with Disabilities (JUL 2014) (29 U.S.C. 793).

(viii) 52.222-37, Employment Reports on Veterans (FEB 2016) (38 U.S.C. 4212).

(ix) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496), if flow down is required in accordance with paragraph (f) of FAR clause 52.222-40.

(x)(A) 52.222-50, Combating Trafficking in Persons (MAR 2015) (22 U.S.C.

chapter 78 and E.O. 13627).

(B) Alternate I (MAR 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O.

13627).

(xi) 52.222-55, Minimum Wages under Executive Order 13658 (DEC 2015).

(xii) 52.225-26, Offerors Performing Private Security Functions Outside the United States JUL 2013) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note).

(xiii) 52.232-40, Providing Accelerated Payments to Small Business Subofferors (DEC 2013), if flow down is required in accordance with paragraph (c) of FAR clause 52.232-40.

(xiv) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 2006) (46 U.S.C. App. 1241 and 10 U.S.C. 2631), if flow down is required in accordance with paragraph (d) of FAR clause 52.247-64.

(2) While not required, the Offeror may flow down to subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.

(d) The Offeror shall include the terms of this clause, including this paragraph (d), in subcontracts awarded under this contract.

52.246-20 Warranty of Services. (MAY 2001)

(a) Definition.

"Acceptance," as used in this clause, means the act of an authorized representative of the Government by which the Government assumes for itself, or as an agent of another, ownership of existing and identified supplies, or approves specific services, as partial or complete performance of the contract.

(b) Notwithstanding inspection and acceptance by the Government or any provision concerning the conclusiveness thereof, the Offeror warrants that all services performed under this contract will, at the time of acceptance, be free from defects in workmanship and conform to the requirements of this contract. The Contracting Officer shall give written notice of any defect or nonconformance to the Offeror One (1) year from acceptance date.. This notice shall state either-

(1) That the Offeror shall correct or re-perform any defective or nonconforming services;

or

(2) That the Government does not require correction or re-performance.

(c) If the Offeror is required to correct or re-perform, it shall be at no cost to the Government, and any services corrected or re-performed by the Offeror shall be subject to this clause to the same extent as work initially performed. If the Offeror fails or refuses to correct or re-perform, the Contracting Officer may, by contract or otherwise, correct or replace with similar services and charge to the Offeror the cost occasioned to the Government thereby, or make an equitable adjustment in the contract price.

(d) If the Government does not require correction or re-performance, the Contracting Officer shall make an equitable adjustment in the contract price.

52.249-4 Termination for Convenience of the Government (Services) (Short Form). (APR 1984)

52.249-8 Default (Fixed-Price Supply and Service). (APR 1984)

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/?q=browsefar

52.253-1 Computer Generated Forms. (JAN 1991)

52.202-S0003 Definitions (Apr 1988)

When a solicitation provision or contract clause uses a word or term that is defined in the Federal Acquisition Regulation (FAR), the word or term has the same meaning as the definition in FAR 2.101 in effect at the time the solicitation or contract was issued, unless modified herein--

(a) "Head of the agency," means the Secretary of the Smithsonian Institution.

(b) "Contracting Officer" (C.O.) means a person with the authority to enter into, administer, and/or terminate contracts and make related determinations and findings and to settle all claims.

(c) "Government" means the Smithsonian Institution (S.I.). The Contracting Officer (C.O.) shall be deemed to be the authorized representative of the S.I. The Smithsonian Institution shall hereinafter be referred to by its initials, "S.I.", or as "the Government".

(d) "Offeror" means the person or persons, firm or company whose proposal has been accepted by S.I.

and includes the Offeror's personal representatives, successors and assigns permitted by S.I.

(e) "Contracting Officer's Technical Representative" (COTR) means the Project Manager appointed by the Contracting Officer to act as COTR for the purpose of the Contract. Written notification of the appointment or recession of such appointment shall be promptly furnished to the Offeror.

52.215-S0001 Order of Precedence

In the event of an inconsistency between provisions of the Solicitation or the Contract, the inconsistency shall be resolved by giving precedence in the following order:

1. The Schedule.

2. Solicitation, Instructions, and Conditions.

3. Amendments to the Solicitation.

4. Contract Clauses.

5. Specifications.

6. The Drawings: large scale details, small-scale details, standard size plans, sections and elevation drawings.

7. Other Documents, Exhibits, and Attachments.

8. Other Provisions of the Solicitation, whether incorporated by reference or otherwise inferred by standard practice.

9. The Offeror's Proposal.

52.232-S0005 Interest on Payments

The Prompt Payment Act (31 U.S.C. Section 3901), is not applicable to the Smithsonian Institution.

The Smithsonian Institution shall take all reasonable measures to ensure that payment for invoice(s) properly documented and submitted shall be paid within 30 days from receipt of an approved proper invoice(s) by the COTR.

52.232-S0053 Examination of Records by Smithsonian Institution (Oct 1987)

The Offeror agrees that the Contracting Officer of the Smithsonian Institution or any of his duly authorized representatives shall, until the expiration of 3 years after final payment under this contract, or of the time periods for the particular records specified in Part 4.7 of the Federal acquisition Regulation (48 CFR 4.7), whichever expires earlier, have access to and the right to examine any books, documents, papers, and records of the Offeror involving transactions related to this contract or compliance with any clauses thereunder. The Offeror further agrees to include in all his subcontracts hereunder a provision to the effect that the subofferor agrees that the Contracting Office, Smithsonian Institution or any of this duly authorized representatives shall, until the expiration of 3 years after final payment under the subcontract, or of the time periods for the particular records specified in Part 4.7 of the Federal Acquisition Regulation (48 CFR 4.7), whichever expires earlier, have access to and the right to examine any books, documents, papers, and records of such sub-offeror, involving transactions related to the subcontract for compliance with any clauses thereunder. The term "subcontract" as used in this clause excludes (a) purchase orders for public utility services at rates established for uniform applicability to the general public.

52.233-S0006 Disputes

(a) Smithsonian Institution is Not Subject to the Contract Disputes Act. The Contract Disputes Act of 1978 (41 U.S.C. 601-613) is not applicable to the Smithsonian Institution. All disputes arising under or relating to this contract shall be resolved under this clause.

(b) Claims: "Claims", as used in this clause, means a written demand or written assertion by one of the contracting parties seeking, as a matter of right, the payment of money in a sum certain, the adjustment or interpretation of contract terms, or other relief arising under or relating to this contract. A claim arising under a contract, unlike a claim relating to that contract, is a claim that can be resolved under a contract clause that provides for the relief sought by the claimant. However, a written demand or written assertion by the Offeror seeking the payment of money exceeding $50,000 is not a claim until certified as required by subparagraph (c)(ii) below. A voucher, invoice, or other routine request for payment that is not in dispute when submitted is not a claim. If the submission is disputed, either as to liability or amount, or if it is not acted upon in a reasonable time, it may be converted to a claim by complying with the submission and certification requirements of this clause.

(c) Claims Procedure

(1) Submitting Claims: A claim by the Offeror shall be made in writing and submitted to the Contracting Officer for a written decision. A claim by the Smithsonian Institution against the Offeror shall be subject to a written decision by the Contracting Officer.

(2) Certification of Claims: For Offeror claims exceeding $50,000, the Offeror shall submit with the claim a certification that:

(i) The claim is made in good faith;

(ii) Supporting data are accurate and complete to the best of the Offeror's knowledge and belief; and

(iii) The amount requested accurately reflects the contract adjustment for which the Offeror believes the Smithsonian Institution is liable.

(3) Who Shall Certify: If the Offeror is an individual, the certification shall be executed by that individual. If the Offeror is not an individual, the certification shall be executed by:

(i) A senior company official in charge at the Offeror's plant or location involved; or

(ii) An officer or general partner of the Offeror having overall responsibility for the conduct of the Offeror's affairs.

(d) Time Limits for Claims Decisions: For Offeror claims of $50,000 or less, the Contracting Officer must, if requested in writing by the Offeror, render a decision within 60 days, decide the claim or notify the Offeror of the date by which the decision will be made.

(e) Final Decision. The decision of the Contracting Officer constitutes the final and conclusive decision of the Smithsonian Institution. It is effective on the date the Offeror receives the decision. The Offeror retains all rights to subsequent judicial review to which it is entitled under federal law. The Offeror shall comply with any decision of the Contracting Officer and otherwise proceed diligently with performance of this contract pending final resolution of any request for relief, claim, or action arising under the contract.

(f) Interest on Claims: The Smithsonian Institution shall pay interest on the amount found due and unpaid from:

(1) the date the Contracting Officer receives the claim (properly certified if required), or

(2) the date payment otherwise would be due, if that date is later, until the date of payment. Simple interest on claims shall be paid at the rate, fixed by the Secretary of the Treasury, which is applicable to the period during which the Contracting Officer receives the claim and then at the rate applicable for each 6-month period as fixed by the Secretary of the Treasury during the pendency of the claim.

52.243-S0044 Equitable Adjustments (Jun 2000)

(a) The provisions of the Changes clause prescribed by FAR 52.243-4 are supplemented as follows:

(1) The COTR may request an itemized proposal for the work. The Offeror shall submit an itemized proposal within ten (10) days of its receipt of the COTR's request. The Offeror's proposal shall be accompanied by signed itemized proposals of any Subofferors who will perform any portion of the Change and of any persons who will furnish materials or equipment for incorporation therein. The proposal shall also include the Offeror's estimate of the time required to perform the change. The Offeror's and each involved sub-offeror's proposals shall be itemized with unit quantity and unit costs segregated by labor and materials for the various components by the Change and shall include information required by the Supplementary Construction Contract Clause entitled "Scheduling of the Work".

(2) The portion of the proposal relating to labor, whether by the Offeror's forces or the forces of any of its Sub-offerors, may include reasonably anticipated wages of Job Site labor, including foreman, who will be directly involved in the Change, plus payroll costs (including premium costs of overtime labor, if overtime is anticipated, Social Security, Federal or State Unemployment insurance taxes, workers…