Solicitation - FA448624R0002.pdf

(See ).

SOLICITATION, OFFER,

AND AWARD

(Construction, Alteration, or Repair) IMPORTANT - The "offer" section on the reverse must be fully completed by offeror.

9. FOR

INFORMATION CALL:

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid and "bidder".

SOLICITATION

1. SOLICITATION NUMBER

5. REQUISITION/PURCHASE REQUEST NUMBER

CODE

6. PROJECT NUMBER

8. ADDRESS OFFER TO

4. CONTRACT NUMBER

7. ISSUED BY

10. THE GOVERNMENT REQUIRES PERFORMANCE OF THE WORK DESCRIBED IN THESE DOCUMENTS (Title, identifying number, date)

11. The contractor shall begin performance within

12a. THE CONTRACTOR MUST FURNISH ANY REQUIRED PERFORMANCE AND PAYMENT BONDS?

(If "YES", indicate within how many calendar days after award in Item 12b.)

13. ADDITIONAL SOLICITATION REQUIREMENTS:

a. Sealed offers in original and

b. An offer guarantee

c. All offers are subject to the (1) work requirements, and (2) other provisions and clauses incorporated in the solicitation in full text or by reference.

d. Offers providing less than

STANDARD FORM 1442 (REV. 12/2022)

Prescribed by GSA - FAR (48 CFR) 53.236-1(d) calendar days for Government acceptance after the date offers are due will not be considered and will be rejected.

is, is not required.

local time containing offers shall be marked to show the offeror's name and address, the solicitation number, and the date and time offers are due.

(date). If this is a sealed bid solicitation, offers will be publicly opened at that time. Sealed envelopes copies to perform the work required are due at the place specified in Item 8 by (hour) award, YES NO notice to proceed. This performance period is mandatory negotiable.

calendar days and complete it within calendar days after receiving

a. NAME b. TELEPHONE NUMBER (Include area code) (NO COLLECT CALLS)

12b. CALENDAR DAYS

2. TYPE OF SOLICITATION

SEALED BID (IFB)

INVITATION FOR BID

NEGOTIATED (RFP)

REQUEST FOR PROPOSAL

3. DATE ISSUED PAGE OF PAGES

AWARD (To be completed by Government)

17. The offeror agrees to perform the work required at the prices specified below in strict accordance with the terms of this solicitation, if this offer is accepted calendar days after the date offers are due. (Insert any number equal to or greater than the minimum requirement by the Government in writing within stated in Item 13d. Failure to insert any number means the offeror accepts the minimum in Item 13d.)

OFFER (Must be fully completed by offeror)

AMOUNTS

18. The offeror agrees to furnish any required performance and payment bonds.

19. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments to the solicitation -- give number and date of each)

AMENDMENT

NUMBER

DATE

CONTRACTING OFFICER WILL COMPLETE ITEM 28 OR 29 AS APPLICABLE

14. NAME AND ADDRESS OF OFFEROR (Include ZIP Code)

CODE FACILITY CODE

15. TELEPHONE NUMBER (Include area code)

16. REMITTANCE ADDRESS (Include only if different than Item 14.)

20a. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN OFFER (Type or print)

21. ITEMS ACCEPTED:

22. AMOUNT

26. ADMINISTERED BY

30a. NAME AND TITLE OF CONTRACTOR OR PERSON AUTHORIZED TO SIGN (Type or print)

31c. DATE

STANDARD FORM 1442 (REV. 12/2022) BACK

31b. UNITED STATES OF AMERICA

BY

31a. NAME OF CONTRACTING OFFICER (Type or print)

29. AWARD (Contractor is not required to sign this document.) Your offer on this solicitation is hereby accepted as to the items listed. This award consummates the contract, which consists of (a) the Government solicitation and your offer, and (b) this contract award. No further contractual document is necessary.

30b. SIGNATURE 30c. DATE

28. NEGOTIATED AGREEMENT (Contractor is required to sign this document and return and deliver all items or perform all work requirements identified on this form and any continuation sheets for the consideration stated in this contract. The rights and obligations of the parties to this contract shall be governed by (a) this contract award, (b) the solicitation, and (c) the clauses, representations, certifications, and specifications incorporated by reference in or attached to this contract.

copies to issuing office.) Contractor agrees to furnish

24. SUBMIT INVOICES TO ADDRESS SHOWN IN

(4 copies unless otherwise specified)

23. ACCOUNTING AND APPROPRIATION DATA

ITEM

25. OTHER THAN FULL AND OPEN COMPETITION PURSUANT TO THE UNITED STATES

CODE AT

27. PAYMENT WILL BE MADE BY

10 U.S.C. 3204(a) ( ) 41 U.S.C. 3304(a) ( )

20b. SIGNATURE 20c. OFFER DATE

Section A - Solicitation/Contract Form

Construction Basic Ordering Agreement

FA448624R0002

Section B - Supplies or Services & Prices or Costs

Additional Information/Notes

Item Supplies/Service Quantity Unit Unit Price Amount

Construction Capability The Contractor shall provide all material, labor, equipment, transportation and supplies needed to perform the construction tasks required of each individual task order issued under this agreement and all accompanying attachments.

Pricing Arrangement: Firm Fixed Price

Project

Design-Build Capability The Contractor shall provide all material, labor, equipment, transportation and supplies needed to perform the design-build tasks required of each individual task order issued under this agreement and all accompanying attachments.

Pricing Arrangement: Firm Fixed Price

Project

DFARS Clauses Incorporated by Full Text

252.229-7001 Tax Relief. (Apr 2020)

Basic. As prescribed in 229.402-70(a) and (a)(1), use the following clause:

TAX RELIEF-BASIC (APR 2020)

(a) Prices set forth in this contract are exclusive of all taxes and duties from which the United States Government is exempt by virtue of tax agreements between the United States Government and the Contractor's government. The following taxes or duties have been excluded from the contract price:

NAME OF TAX: ____(Offeror insert) RATE (PERCENTAGE): ____(Offeror insert)

(b) Invoices submitted in accordance with the terms and conditions of this contract shall be exclusive of all taxes or duties for which relief is available. The Contractor's invoice shall list separately the gross price, amount of tax deducted, and net price charged.

(c) When items manufactured to United States Government specifications are being acquired, the Contractor shall identify the materials or components intended to be imported in order to ensure that relief from import duties is obtained. If the Contractor intends to use imported products from inventories on hand, the price of which includes a factor for import duties, the Contractor shall ensure the United States Government's exemption from these taxes. The Contractor may obtain a refund of the import duties from its government or request the duty-free import of an amount of supplies or components corresponding to that used from inventory for this contract.

(End of clause)

Section C - Description/Specifications/Statement of Work

Requirements The Construction Basic Ordering Agreements (CBOAs) will be utilized to execute a broad range of maintenance and repair construction projects, and may involve design-build services. These projects may include tasks in a variety of trades such as demolition, site work, excavation, cast-in-place concrete, masonry, structural steel, electrical, mechanical (including HVAC), concrete and asphalt paving, painting, millwork, flooring, and other specialty and general construction work, and may require no design, partial design, or full design, depending on the particularities of each project.

Work locations include Lajes Field Base/Base Aerea N.4 at Lajes, and any off-Base support sites at Terceira Island, Azores, Portugal.

Section D - Packaging and Marking

Section E - Inspection and Acceptance

FAR Clauses Incorporated by Reference

Number Title Effective Date

Alternate/ Deviation

Variation Effective Date

52.246-12 Inspection of Construction. Aug 1996

Section F - Deliveries or Performance

Overall Contract Delivery Period

From date of lead time event to beginning of performance 1 Calendar Days Date of Award Receipt

From date of lead time event to completion of performance 1826 Calendar Days Date of Award Receipt

FAR Clauses Incorporated by Reference

Number Title Effective Date

Alternate/ Deviation

Variation Effective Date

52.247-34 F.o.b. Destination. Nov 1991

Section G - Contract Administration Data

DFARS Clauses Incorporated by Reference

Number Title Effective Date

Alternate/ Deviation

Variation Effective Date

252.232-7003 Electronic Submission of Payment Requests and Receiving Reports. Dec 2018 252.232-7008 Assignment of Claims (Overseas). Jun 1997 252.236-7000 Modification Proposals--Price Breakdown. Dec 1991

DFARS Clauses Incorporated by Full Text

252.232-7006 Wide Area WorkFlow Payment Instructions. (Jan 2023)

As prescribed in 232.7004(b), use the following clause:

WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (JAN 2023)

(a) As used in this clause- Definitions.

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

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

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

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

(b) The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as Electronic invoicing.

authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

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

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

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

(d) The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice WAWF training.

Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the "Web Based Training" link on the WAWF home page at https://wawf.eb.mil/

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

Protocol.

(f) The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF payment instructions.

WAWF for this contract or task or delivery order:

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

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

(ii) For fixed price line items-

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

Construction Invoice

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

Construction Invoice

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

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

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

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

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

(3) The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF Document routing.

when creating payment requests and receiving reports in the system.

Routing Data Table*

Field Name in WAWF Data to be entered in WAWF

Pay Official DoDAAC F87700

Issue By DoDAAC FA4486

Admin DoDAAC FA4486

Inspect By DoDAAC F2N33Q

Ship To Code ____

Ship From Code ____

Mark For Code ____

Service Approver (DoDAAC) FA4486

Service Acceptor (DoDAAC) FA4486

Accept at Other DoDAAC ____

LPO DoDAAC ____

DCAA Auditor DoDAAC ____

Other DoDAAC(s) ____

(4) The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in Payment request.

accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

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

(g) WAWF point of contact.

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

866-618-5988

Email: disa.global.servicedesk.mbx.eb-ticket-requests@mail.mil

Help Desk Hours Monday - Friday, 06:30 - 24:00 EST

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

(End of clause)

Section H - Special Contract Requirements

FAR Clauses Incorporated by Full Text

52.236-1 Performance of Work by the Contractor. (Apr 1984)

As prescribed in , insert the following clause: 36.501(b)

Performance of Work by the Contractor (Apr 1984)

The Contractor shall perform on the site, and with its own organization, work equivalent to at least percent of the total amount of work to be 15 performed under the contract. This percentage may be reduced by a supplemental agreement to this contract if, during performing the work, the Contractor requests a reduction and the Contracting Officer determines that the reduction would be to the advantage of the Government.

(End of clause)

Section I - Contract Clauses

Clauses Incorporated by Reference

FAR 52.236-4 Physical Data, Apr 1984

FAR 52.236-14 Availability and Use of Utility Services, Apr 1984

FAR 52.236-17 Layout of Work, Apr 1984

Provisions Incorporated by Reference

DFARS 252.225.7042 Authorization to Perform, Apr 2003

FAR Clauses Incorporated by Reference

Number Title Effective Date

Alternate/ Deviation

Variation Effective Date

52.202-1 Definitions. Jun 2020 52.203-3 Gratuities. Apr 1984 52.203-5 Covenant Against Contingent Fees. May 2014 52.203-6 Restrictions on Subcontractor Sales to the Government. Jun 2020 52.203-7 Anti-Kickback Procedures. Jun 2020 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. Jun 2020 52.203-13 Contractor Code of Business Ethics and Conduct. Nov 2021 52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements. Jan 2017 52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber Content Paper. May 2011 52.204-9 Personal Identity Verification of Contractor Personnel. Jan 2011 52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards. Jun 2020 52.204-13 System for Award Management Maintenance. Oct 2018 52.204-18 Commercial and Government Entity Code Maintenance. Aug 2020 52.204-19 Incorporation by Reference of Representations and Certifications. Dec 2014

52.204-23 Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab Covered Entities.

Dec 2023

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

Nov 2021

52.204-27 Prohibition on a ByteDance Covered Application. Jun 2023

52.209-6 Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment.

Nov 2021

52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters. Oct 2018 52.209-10 Prohibition on Contracting with Inverted Domestic Corporations. Nov 2015 52.210-1 Market Research. Nov 2021 52.215-2 Audit and Records-Negotiation. Jun 2020 52.215-8 Order of Precedence-Uniform Contract Format. Oct 1997 52.222-21 Prohibition of Segregated Facilities. Apr 2015 52.222-27 Affirmative Action Compliance Requirements for Construction. Apr 2015 52.222-29 Notification of Visa Denial. Apr 2015 52.222-50 Combating Trafficking in Persons. Nov 2021 52.223-18 Encouraging Contractor Policies to Ban Text Messaging While Driving. Jun 2020 52.225-13 Restrictions on Certain Foreign Purchases. Feb 2021 52.229-6 Taxes-Foreign Fixed-Price Contracts. Feb 2013 52.232-17 Interest. May 2014 52.232-18 Availability of Funds. Apr 1984 52.232-33 Payment by Electronic Funds Transfer-System for Award Management. Oct 2018 52.232-39 Unenforceability of Unauthorized Obligations. Jun 2013 52.232-40 Providing Accelerated Payments to Small Business Subcontractors. Mar 2023 52.233-1 Disputes. May 2014 52.233-3 Protest after Award. Aug 1996 52.233-4 Applicable Law for Breach of Contract Claim. Oct 2004 52.236-2 Differing Site Conditions. Apr 1984 52.236-3 Site Investigation and Conditions Affecting the Work. Apr 1984 52.236-5 Material and Workmanship. Apr 1984

52.236-6 Superintendence by the Contractor. Apr 1984 52.236-7 Permits and Responsibilities. Nov 1991 52.236-8 Other Contracts. Apr 1984 52.236-9 Protection of Existing Vegetation, Structures, Equipment, Utilities, and Improvements. Apr 1984 52.236-10 Operations and Storage Areas. Apr 1984 52.236-11 Use and Possession Prior to Completion. Apr 1984 52.236-12 Cleaning Up. Apr 1984 52.236-13 Accident Prevention. Nov 1991 52.236-15 Schedules for Construction Contracts. Apr 1984 52.236-21 Specifications and Drawings for Construction. Feb 1997 52.242-13 Bankruptcy. Jul 1995 52.242-14 Suspension of Work. Apr 1984 52.243-4 Changes. Jun 2007 52.244-6 Subcontracts for Commercial Products and Commercial Services. Dec 2023 52.249-2 Termination for Convenience of the Government (Fixed-Price). Apr 2012 52.249-2 Termination for Convenience of the Government (Fixed-Price). (Alternate I) Apr 2012 Alternate I Sep 1996 52.249-10 Default (Fixed-Price Construction). Apr 1984

DFARS Clauses Incorporated by Reference

Number Title Effective Date

Alternate/ Deviation

Variation Effective Date

252.203-7000 Requirements Relating to Compensation of Former DoD Officials. Sep 2011 252.203-7001 Prohibition on Persons Convicted of Fraud or Other Defense-Contract-Related Felonies. Jan 2023 252.203-7002 Requirement to Inform Employees of Whistleblower Rights. Dec 2022 252.203-7003 Agency Office of the Inspector General. Aug 2019 252.203-7004 Display of Hotline Posters. Jan 2023 252.204-7003 Control of Government Personnel Work Product. Apr 1992 252.204-7004 Antiterrorism Awareness Training for Contractors. Jan 2023 252.204-7012 Safeguarding Covered Defense Information and Cyber Incident Reporting. Jan 2023 252.204-7015 Notice of Authorized Disclosure of Information for Litigation Support. Jan 2023

252.204-7018 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services.

Jan 2023

252.205-7000 Provision of Information to Cooperative Agreement Holders. Jun 2023

252.209-7004 Subcontracting with Firms that are Owned or Controlled by the Government of a Country that is a State Sponsor of Terrorism.

May 2019

252.222-7002 Compliance with Local Labor Laws (Overseas). Jun 1997 252.222-7006 Restrictions on the Use of Mandatory Arbitration Agreements. Jan 2023 252.223-7008 Prohibition of Hexavalent Chromium. Jan 2023 252.225-7041 Correspondence in English. Jun 1997 252.225-7048 Export-Controlled Items. Jun 2013 252.225-7056 Prohibition Regarding Business Operations with the Maduro Regime. Jan 2023

252.225-7058 Postaward Disclosure of Employment of Individuals Who Work in the People's Republic of China.

Jan 2023

252.226-7001 Utilization of Indian Organizations, Indian-Owned Economic Enterprises, and Native Hawaiian Small Business Concerns.

Jan 2023

252.232-7010 Levies on Contract Payments. Dec 2006 252.233-7001 Choice of Law (Overseas). Jun 1997 252.236-7005 Airfield Safety Precautions. Dec 1991 252.237-7010 Prohibition on Interrogation of Detainees by Contractor Personnel. Jan 2023 252.242-7006 Accounting System Administration. Feb 2012 252.243-7001 Pricing of Contract Modifications. Dec 1991 252.243-7002 Requests for Equitable Adjustment. Dec 2022 252.244-7000 Subcontracts for Commercial Products or Commercial Services. Nov 2023 252.246-7004 Safety of Facilities, Infrastructure, and Equipment for Military Operations. Oct 2010

FAR Clauses Incorporated by Full Text

52.211-10 Commencement, Prosecution, and Completion of Work. (Apr 1984)

As prescribed in , insert the following clause in solicitations and contracts when a fixed-price construction contract is contemplated. The 11.404(b) clause may be changed to accommodate the issuance of orders under indefinite-delivery contracts for construction.

Commencement, Prosecution, and Completion of Work (Apr 1984)

The Contractor shall be required to (a) commence work under this contract within the specified period of performance of each Task Order's Notice to calendar days after the date the Contractor receives the notice to proceed, (b) prosecute the work diligently, and (c) complete the entire Proceed (NTP) work ready for use not later than .* The time stated for completion shall include final cleanup of the premises.the period referenced in the NTP

* The Contracting Officer shall specify either a number of days after the date the contractor receives the notice to proceed, or a calendar date.

(End of clause)

52.211-10 Commencement, Prosecution, and Completion of Work. (Alternate I) (Apr 1984) Alternate I (Apr 1984)

Alternate I . If the completion date is expressed as a specific calendar date, computed on the basis of the contractor receiving the notice to (Apr 1984) proceed by a certain day, add the following paragraph to the basic clause:

The completion date is based on the assumption that the successful offeror will receive the notice to proceed by . The each awarded Task Order completion date will be extended by the number of calendar days after the above date that the Contractor receives the notice to proceed, except to the extent that the delay in issuance of the notice to proceed results from the failure of the Contractor to execute the contract and give the required performance and payment bonds within the time specified in the offer.

52.211-12 Liquidated Damages-Construction. (Sep 2000)

As prescribed in , insert the following clause in solicitations and contracts:11.503(b)

Liquidated Damages-Construction (Sept 2000)

If the Contractor fails to complete the work within the time specified in the contract, the Contractor shall pay liquidated damages to the (a) Government in the amount for each calendar day of delay until the work is completed or accepted.to be calculated at Task Order level, If the Government terminates the Contractor's right to proceed, liquidated damages will continue to accrue until the work is completed. These (b) liquidated damages are in addition to excess costs of repurchase under the Termination clause.

(End of clause)

52.232-5 Payments under Fixed-Price Construction Contracts. (May 2014)

As prescribed in , insert the following clause:32.111(a)(5)

Payments under Fixed-Price Construction Contracts (May 2014)

. The Government shall pay the Contractor the contract price as provided in this contract.(a) Payment of price

. The Government shall make progress payments monthly as the work proceeds, or at more frequent intervals as determined by (b) Progress payments the Contracting Officer, on estimates of work accomplished which meets the standards of quality established under the contract, as approved by the Contracting Officer.

The Contractor's request for progress payments shall include the following substantiation:(1)

An itemization of the amounts requested, related to the various elements of work required by the contract covered by the payment requested.(i)

A listing of the amount included for work performed by each subcontractor under the contract.(ii)

A listing of the total amount of each subcontract under the contract.(iii)

A listing of the amounts previously paid to each such subcontractor under the contract.(iv)

Additional supporting data in a form and detail required by the Contracting Officer.(v)

In the preparation of estimates, the Contracting Officer may authorize material delivered on the site and preparatory work done to be taken into (2) consideration. Material delivered to the Contractor at locations other than the site also may be taken into consideration if-

Consideration is specifically authorized by this contract; and(i)

The Contractor furnishes satisfactory evidence that it has acquired title to such material and that the material will be used to perform this contract.(ii)

. Along with each request for progress payments, the Contractor shall furnish the following certification, or payment shall (c) Contractor certification not be made: (However, if the Contractor elects to delete paragraph (c)(4) from the certification, the certification is still acceptable.)

I hereby certify, to the best of my knowledge and belief, that-

(1) The amounts requested are only for performance in accordance with the specifications, terms, and conditions of the contract;

(2) All payments due to subcontractors and suppliers from previous payments received under the contract have been made, and timely payments will be made from the proceeds of the payment covered by this certification, in accordance with subcontract agreements and the requirements of Chapter 39 of Title 31, United States Code;

(3) This request for progress payments does not include any amounts which the prime contractor intends to withhold or retain from a subcontractor or supplier in accordance with the terms and conditions of the subcontract; and

(4) This certification is not to be construed as final acceptance of a subcontractor's performance.

____ ( )Name

____ ( )Title

____ ( )Date

. If the Contractor, after making a certified request for progress payments, discovers that a portion or all of such (d) Refund of unearned amounts request constitutes a payment for performance by the Contractor that fails to conform to the specifications, terms, and conditions of this contract (hereinafter referred to as the "unearned amount"), the Contractor shall-

Notify the Contracting Officer of such performance deficiency; and(1)

Be obligated to pay the Government an amount (computed by the Contracting Officer in the manner provided in paragraph (j) of this clause) equal (2) to interest on the unearned amount from the 8 thday after the date of receipt of the unearned amount until-

The date the Contractor notifies the Contracting Officer that the performance deficiency has been corrected; or(i)

The date the Contractor reduces the amount of any subsequent certified request for progress payments by an amount equal to the unearned amount.(ii)

. If the Contracting Officer finds that satisfactory progress was achieved during any period for which a progress payment is to be made, (e) Retainage the Contracting Officer shall authorize payment to be made in full. However, if satisfactory progress has not been made, the Contracting Officer may retain a maximum of 10 percent of the amount of the payment until satisfactory progress is achieved. When the work is substantially complete, the Contracting Officer may retain from previously withheld funds and future progress payments that amount the Contracting Officer considers adequate for protection of the Government and shall release to the Contractor all the remaining withheld funds. Also, on completion and acceptance of each separate building, public work, or other division of the contract, for which the price is stated separately in the contract, payment shall be made for the completed work without retention of a percentage.

. All material and work covered by progress payments made shall, at the time of payment, become the sole (f) Title, liability, and reservation of rights property of the Government, but this shall not be construed as-

Relieving the Contractor from the sole responsibility for all material and work upon which payments have been made or the restoration of any (1) damaged work; or

Waiving the right of the Government to require the fulfillment of all of the terms of the contract.(2)

. In making these progress payments, the Government shall, upon request, reimburse the Contractor for the (g) Reimbursement for bond premiums amount of premiums paid for performance and payment bonds (including coinsurance and reinsurance agreements, when applicable) after the Contractor has furnished evidence of full payment to the surety. The retainage provisions in paragraph (e) of this clause shall not apply to that portion of progress payments attributable to bond premiums.

. The Government shall pay the amount due the Contractor under this contract after-(h) Final payment

Completion and acceptance of all work;(1)

Presentation of a properly executed voucher; and(2)

Presentation of release of all claims against the Government arising by virtue of this contract, other than claims, in stated amounts, that the (3) Contractor has specifically excepted from the operation of the release. A release may also be required of the assignee if the Contractor's claim to amounts payable under this contract has been assigned under the Assignment of Claims Act of1940 (31 U.S.C.3727 and 41 U.S.C.6305).

. Notwithstanding any provision of this contract, progress payments shall not exceed 80 percent on work (i) Limitation because of undefinitized work accomplished on undefinitized contract actions. A "contract action" is any action resulting in a contract, as defined in FAR subpart 2.1, including contract modifications for additional supplies or services, but not including contract modifications that are within the scope and under the terms of the contract, such as contract modifications issued pursuant to the Changes clause, or funding and other administrative changes.

. In accordance with 31 U.S.C.3903(c)(1), the amount payable under paragraph (d)(2) of this clause (j) Interest computation on unearned amounts shall be-

Computed at the rate of average bond equivalent rates of 91-day Treasury bills auctioned at the most recent auction of such bills prior to the date (1) the Contractor receives the unearned amount; and

Deducted from the next available payment to the Contractor.(2)

(End of clause)

52.232-27 Prompt Payment for Construction Contracts. (Jan 2017)

As prescribed in 32.908(b), insert the following clause:

Prompt Payment for Construction Contracts (Jan 2017)

Notwithstanding any other payment terms in this contract, the Government will make invoice payments under the terms and conditions specified in this clause. The Government considers payment as being made on the day a check is dated or the date of an electronic funds transfer. Definitions of pertinent terms are set forth in sections 2.101, 32.001, and 32.902 of the Federal Acquisition Regulation. All days referred to in this clause are calendar days, unless otherwise specified. (However, see paragraph (a)(3) concerning payments due on Saturdays, Sundays, and legal holidays.)

(a) Invoice payments-

(1) Types of invoice payments. For purposes of this clause, there are several types of invoice payments that may occur under this contract, as follows:

(i) Progress payments, if provided for elsewhere in this contract, based on Contracting Officer approval of the estimated amount and value of work or services performed, including payments for reaching milestones in any project.

(A) The due date for making such payments is 14 days after the designated billing office receives a proper payment request. If the designated billing office fails to annotate the payment request with the actual date of receipt at the time of receipt, the payment due date is the 14 thday after the date of the Contractor's payment request, provided the designated billing office receives a proper payment request and there is no disagreement over quantity, quality, or Contractor compliance with contract requirements.

(B) The due date for payment of any amounts retained by the Contracting Officer in accordance with the clause at 52.232-5, Payments Under Fixed- Price Construction Contracts, is as specified in the contract or, if not specified, 30 days after approval by the Contracting Officer for release to the Contractor.

(ii) Final payments based on completion and acceptance of all work and presentation of release of all claims against the Government arising by virtue of the contract, and payments for partial deliveries that have been accepted by the Government (e.g., each separate building, public work, or other division of the contract for which the price is stated separately in the contract).

(A) The due date for making such payments is the later of the following two events:

(1) The 30 thday after the designated billing office receives a proper invoice from the Contractor.

(2) The 30 thday after Government acceptance of the work or services completed by the Contractor. For a final invoice when the payment amount is subject to contract settlement actions (e.g., release of claims), acceptance is deemed to occur on the effective date of the contract settlement.

(B) If the designated billing office fails to annotate the invoice with the date of actual receipt at the time of receipt, the invoice payment due date is the 30 thday after the date of the Contractor's invoice, provided the designated billing office receives a proper invoice and there is no disagreement over quantity, quality, or Contractor compliance with contract requirements.

(2) Contractor's invoice. The Contractor shall prepare and submit invoices to the designated billing office specified in the contract. A proper invoice must include the items listed in paragraphs (a)(2)(i) through (a)(2)(xi) of this clause. If the invoice does not comply with these requirements, the designated billing office must return it within 7 days after receipt, with the reasons why it is not a proper invoice. When computing any interest penalty owed the Contractor, the Government will take into account if the Government notifies the Contractor of an improper invoice in an untimely manner.

(i) Name and address of the Contractor.

(ii) Invoice date and invoice number. (The Contractor should date invoices as close as possible to the date of mailing or transmission.)

(iii) Contract number or other authorization for work or services performed (including order number and line item number).

(iv) Description of work or services performed.

(v) Delivery and payment terms (e.g., discount for prompt payment terms).

(vi) Name and address of Contractor official to whom payment is to be sent (must be the same as that in the contract or in a proper notice of assignment).

(vii) Name (where practicable), title, phone number, and mailing address of person to notify in the event of a defective invoice.

(viii) For payments described in paragraph (a)(1)(i) of this clause, substantiation of the amounts requested and certification in accordance with the requirements of the clause at 52.232-5, Payments Under Fixed-Price Construction Contracts.

(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(x) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision (e.g., 52.232-38, Submission of Electronic Funds Transfer Information with Offer), contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer-System for Award Management, or 52.232- 34, Payment by Electronic Funds Transfer-Other Than System for Award Management), or applicable agency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.

(xi) Any other information or documentation required by the contract.

(3) Interest penalty. The designated payment office will pay an interest penalty automatically, without request from the Contractor, if payment is not made by the due date and the conditions listed in paragraphs (a)(3)(i) through (a)(3)(iii) of this clause are met, if applicable. However, when the due date falls on a Saturday, Sunday, or legal holiday, the designated payment office may make payment on the following working day without incurring a late payment interest penalty.

(i) The designated billing office received a proper invoice.

(ii) The Government processed a receiving report or other Government documentation authorizing payment and there was no disagreement over quantity, quality, Contractor compliance with any contract term or condition, or requested progress payment amount.

(iii) In the case of a final invoice for any balance of funds due the Contractor for work or services performed, the amount was not subject to further contract settlement actions between the Government and the Contractor.

(4) Computing penalty amount. The Government will compute the interest penalty in accordance with the Office of Management and Budget prompt payment regulations at 5 CFR Part 1315.

(i) For the sole purpose of computing an interest penalty that might be due the Contractor for payments described in paragraph (a)(1)(ii) of this clause, Government acceptance or approval is deemed to occur constructively on the 7 thday after the Contractor has completed the work or services in accordance with the terms and conditions of the contract. If actual acceptance or approval occurs within the constructive acceptance or approval period, the Government will base the determination of an interest penalty on the actual date of acceptance or approval. Constructive acceptance or constructive approval requirements do not apply if there is a disagreement over quantity, quality, or Contractor compliance with a contract provision.

These requirements also do not compel Government officials to accept work or services, approve Contractor estimates, perform contract administration functions, or make payment prior to fulfilling their responsibilities.

(ii) The prompt payment regulations at 5 CFR1315.10(c) do not require the Government to pay interest penalties if payment delays are due to disagreement between the Government and the Contractor over the payment amount or other issues involving contract compliance, or on amounts temporarily withheld or retained in accordance with the terms of the contract. The Government and the Contractor shall resolve claims involving disputes, and any interest that may be payable in accordance with the clause at FAR 52.233-1, Disputes.

(5) Discounts for prompt payment. The designated payment office will pay an interest penalty automatically, without request from the Contractor, if the Government takes a discount for prompt payment improperly. The Government will calculate the interest penalty in accordance with the prompt payment regulations at 5 CFR Part 1315.

(6) Additional interest penalty.

(i) The designated payment office will pay a penalty amount, calculated in accordance with the prompt payment regulations at 5 CFR Part 1315 in addition to the interest penalty amount only if-

(A) The Government owes an interest penalty of $1 or more;

(B) The designated payment office does not pay the interest penalty within 10 days after the date the invoice amount is paid; and

(C) The Contractor makes a written demand to the designated payment office for additional penalty payment, in accordance with paragraph (a)(6)(ii) of this clause, postmarked not later than 40 days after the date the invoice amount is paid.

(ii)

(A) The Contractor shall support written demands for additional penalty payments with the following data. The Government will not request any additional data. The Contractor shall-

(1) Specifically assert that late payment interest is due under a specific invoice, and request payment of all overdue late payment interest penalty and such additional penalty as may be required;

(2) Attach a copy of the invoice on which the unpaid late payment interest was due; and

(3) State that payment of the principal has been received, including the date of receipt.

(B) If there is no postmark or the postmark is illegible-

(1) The designated payment office that receives the demand will annotate it with the date of receipt provided the demand is received on or before the 40 thday after payment was made; or

(2) If the designated payment office fails to make the required annotation, the Government will determine the demand's validity based on the date the Contractor has placed on the demand, provided such date is no later than the 40 thday after payment was made.

(b) Contract financing payments. If this contract provides for contract financing, the Government will make contract financing payments in accordance with the applicable contract financing clause.

(c) Subcontract clause requirements. The Contractor shall include in each subcontract for property or services (including a material supplier) for the purpose of performing this contract the following:

(1) Prompt payment for subcontractors. A payment clause that obligates the Contractor to pay the subcontractor for satisfactory performance under its subcontract not later than 7 days from receipt of payment out of such amounts as are paid to the Contractor under this contract.

(2) Interest for subcontractors. An interest penalty clause that obligates the Contractor to pay to the subcontractor an interest penalty for each payment not made in accordance with the payment clause-

(i) For the period beginning on the day after the required payment date and ending on the date on which payment of the amount due is made; and

(ii) Computed at the rate of interest established by the Secretary of the Treasury, and published in the Federal Register, for interest payments under 41 U.S.C. 7109 in effect at the time the Contractor accrues the obligation to pay an interest penalty.

(3) Subcontractor clause flowdown. A clause requiring each subcontractor to-

(i) Include a payment clause and an interest penalty clause conforming to the standards set forth in paragraphs (c)(1) and (c)(2) of this clause in each of its subcontracts; and

(ii) Require each of its subcontractors to include such clauses in their subcontracts with each lower-tier subcontractor or supplier.

(d) Subcontract clause interpretation. The clauses required by paragraph (c) of this clause shall not be construed to impair the right of the Contractor or a subcontractor at any tier to negotiate, and to include in their subcontract, provisions that-

(1) Retainage permitted. Permit the Contractor or a subcontractor to retain (without cause) a specified percentage of each progress payment otherwise due to a subcontractor for satisfactory performance under the subcontract without incurring any obligation to pay a late payment interest penalty, in accordance with terms and conditions agreed to by the parties to the subcontract, giving such recognition as the parties deem appropriate to the ability of a subcontractor to furnish a performance bond and a payment bond;

(2) Withholding permitted. Permit the Contractor or subcontractor to make a determination that part or all of the subcontractor's request for payment may be withheld in accordance with the subcontract agreement; and

(3) Withholding requirements. Permit such withholding without incurring any obligation to pay a late payment penalty if-

(i) A notice conforming to the standards of paragraph (g) of this clause previously has been furnished to the subcontractor; and

(ii) The Contractor furnishes to the Contracting Officer a copy of any notice issued by a Contractor pursuant to paragraph (d)(3)(i) of this clause.

(e) Subcontractor withholding procedures. If a Contractor, after making a request for payment to the Government but before making a payment to a subcontractor for the subcontractor's performance covered by the payment request, discovers that all or a portion of the payment otherwise due such subcontractor is subject to withholding from the subcontractor in accordance with the subcontract agreement, then the Contractor shall-

(1) Subcontractor notice. Furnish to the subcontractor a notice conforming to the standards of paragraph (g) of this clause as soon as practicable upon ascertaining the cause giving rise to a withholding, but prior to the due date for subcontractor payment;

(2) Contracting Officer notice. Furnish to the Contracting Officer, as soon as practicable, a copy of the notice furnished to the subcontractor pursuant to paragraph (e)(1) of this clause;

(3) Subcontractor progress payment reduction. Reduce the subcontractor's progress payment by an amount not to exceed the amount specified in the notice of withholding furnished under paragraph (e)(1) of this clause;

(4) Subsequent subcontractor payment. Pay the subcontractor as soon as practicable after the correction of the identified subcontract performance deficiency, and-

(i) Make such payment within-

(A) Sevendays after correction of the identified subcontract performance deficiency (unless the funds therefor must be recovered from the Government because of a reduction under paragraph (e)(5)(i)) of this clause; or

(B) Sevendays after the Contractor recovers such funds from the Government; or

(ii) Incur an obligation to pay a late payment interest penalty computed at the rate of interest established by the Secretary of the Treasury, and published in the Federal Register, for interest payments under 41 U.S.C. 7109 in effect at the time the Contractor accrues the obligation to pay an interest penalty;

(5) Notice to Contracting Officer. Notify the Contracting Officer upon-

(i) Reduction of the amount of any subsequent certified application for payment; or

(ii) Payment to the subcontractor of any withheld amounts of a progress payment, specifying-

(A) The amounts withheld under paragraph (e)(1) of this clause; and

(B) The dates that such withholding began and ended; and

(6) Interest to Government. Be obligated to pay to the Government an amount equal to interest on the withheld payments (computed in the manner provided in 31 U.S.C.3903(c)(1)), from the 8 thday after receipt of the withheld amounts from the Government until-

(i) The day the identified subcontractor performance deficiency is corrected; or

(ii) The date that any subsequent payment is reduced under paragraph (e)(5)(i) of this clause.

(f) Third-party deficiency reports-

(1) Withholding from subcontractor. If a Contractor, after making payment to a first-tier subcontractor, receives from a supplier or subcontractor of the first-tier subcontractor (hereafter referred to as a "second-tier subcontractor") a written notice in accordance with 40 U.S.C. 3133, asserting a deficiency in such first-tier subcontractor's performance under the contract for which the Contractor may be ultimately liable, and the Contractor determines that all or a portion of future payments otherwise due such first-tier subcontractor is subject to withholding in accordance with the subcontract agreement, the Contractor may, without incurring an obligation to pay an interest penalty under paragraph (e)(6) of this clause-

(i) Furnish to the first-tier subcontractor a notice conforming to the standards of paragraph (g) of this clause as soon as practicable upon making such determination; and

(ii) Withhold from the first-tier subcontractor's next available progress payment or payments an amount not to exceed the amount specified in the notice of withholding furnished under paragraph (f)(1)(i) of this clause.

(2) Subsequent payment or interest charge. As soon as practicable, but not later than 7 days after receipt of satisfactory written notification that the identified subcontract performance deficiency has been corrected, the Contractor shall-

(i) Pay the amount withheld under paragraph (f)(1)(ii) of this clause to such first-tier subcontractor; or

(ii) Incur an obligation to pay a late payment interest penalty to such first-tier subcontractor computed at the rate of interest established by the Secretary of the Treasury, and published in the Federal Register, for interest payments under 41 U.S.C. 7109 in effect at the time the Contractor accrues the obligation to pay an interest penalty.

(g) Written notice of subcontractor withholding. The Contractor shall issue a written notice of any withholding to a subcontractor (with a copy furnished to the Contracting Officer), specifying-

(1) The amount to be withheld;

(2) The specific causes for the withholding under the terms of the subcontract; and

(3) The remedial actions to be taken by the subcontractor in order to receive payment of the amounts withheld.

(h) Subcontractor payment entitlement. The Contractor may not request payment from the Government of any amount withheld or retained in accordance with paragraph (d) of this clause until such time as the Contractor has determined and certified to the Contracting Officer that the subcontractor is entitled to the payment of such amount.

(i) Prime-subcontractor disputes. A dispute between the Contractor and subcontractor relating to the amount or entitlement of a subcontractor to a payment or a late payment interest penalty under a clause included in the subcontract pursuant to paragraph (c) of this clause does not constitute a dispute to which the Government is a party. The Government may not be interpleaded in any judicial or administrative proceeding involving such a dispute.

(j) Preservation of prime-subcontractor rights. Except as provided in paragraph (i) of this clause, this clause shall not limit or impair any contractual, administrative, or judicial remedies otherwise available to the Contractor or a subcontractor in the event of a dispute involving late payment or nonpayment by the Contractor or deficient subcontract performance or nonperformance by a subcontractor.

(k) Non-recourse for prime contractor…