Solicitation GS-05P-12-GA-C-0005.pdf

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REQUEST FOR QUOTATION (RFQ) # GS-05P-12-GA-C-0005

Hotel, Dining, and Audio/Visual Event Production

Facilities Management (FM) Training Forum

This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in Subpart 12.6, as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; quotations are being requested and a written solicitation will NOT be issued. This solicitation document incorporates provisions and clauses which are in effect through Federal Acquisition Circular (FAC) 2005-51. The NAICS is 721110 and the Small Business Size Standard is $6 million.

A. AVAILABILITY OF FUNDS

Funds are not presently available for award. The Government's obligation under this contract is contingent upon the availability of appropriated funds. No legal liability on the part of the Government may arise until funds are made available to the Contracting Officer.

Vendors shall include the details of their cancellation terms and conditions with their offer. Offerors are advised to submit their best terms and conditions now, as the government intends to award based on initial offers without conducting negotiations.

B. IDENTIFICATION

The General Services Administration (GSA), Public Buildings Service (PBS), Great Lakes Region, Organizational Resources Division (ORD), 230 S. Dearborn, Ste. 3500, Chicago, IL, intends to block single occupancy sleeping rooms, meeting space, meals, and audio/visual (A/V) event production services for general session presentations and approximately 20-25 separate breakout session presentations (four-five time slots of four-six sessions each) for the “Facilities Management (FM) Training Forum,” which must accommodate 180 attendees.

C. OBJECTIVES

The FM Training Forum serves as the primary mechanism to train and recognize employees responsible for federal property management region wide. The workshop also offers training in property management techniques and business process improvement. It creates a unique opportunity to unite geographically dispersed employees for face-to-face discussions regarding project challenges, opportunities, lessons learned, and best practices. The FM Training Forum also creates important networking opportunities and sharing of ideas across the region and among various property management roles, program areas, and regional support staff.

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D. BACKGROUND

The FM Training Forum is aimed at property managers and many other GSA employees involved in property management programs. Past workshops have typically united up to 270 regional headquarters and field office employees involved in all aspects of the region’s property management program for a series of lectures, interactive break-out sessions, sharing of lessons learned, best practices, and training sessions.

It is organized around a series of general sessions which begins each day and carries through a working lunch. In between the general sessions will be a series of break out and networking sessions, typically four per time slot, with six time slots throughout the conference.

The conference begins with a managers-only meeting from about 11 am to 5 pm on day one (approximately 20 guest rooms). On day two (approximately 180 guest rooms), that meeting continues from 8-11 am before starting the Training Forum with a lunch beginning at approximately 11 am and kickoff presentation at 12:30 pm, followed by general sessions and breakouts until approximately 5:30 pm and concluding with an awards dinner from 6-10 pm. The forum concludes on day three from 8 am - 2 pm. This includes a closing lunch beginning at approximately noon.

E. HOTEL LOCATION, QUALITY AND ACCOMMODATIONS

In order to meet GSA requirements, all conference and meeting spaces must be contiguous or in very close proximity (line of sight preferred) to each other. The ballroom space, where the general sessions will be held will be the main focus of the Training Forum; therefore, the space should be visually appealing and provide a sense of grandeur and class. All program space must be blocked for the sole use of GSA for the duration of our conference. Spaces shall be contemporary, clean, well-ventilated, adequately soundproofed, and handicapped accessible.

Because networking is a primary function of this Training Forum, seating and other furnishings in all public and guestroom areas of the hotel must be contemporary, attractive, or recently renovated.

GSA reserves the right to view and approve audio/visual (AV) equipment during site visits. Equipment should be in excellent operating condition. AV prices should be submitted with the quotation and will be considered prior to award.

Guest rooms will be individually occupied. All must have flat screen televisions and be contemporary, handicapped accessible, and able to offer refrigerators upon request.

Pricing for breakfasts, lunches, and dinners requested in this solicitation must meet Federal Government’s per diem rates ($56/person/day in both Cuyahoga and Franklin Counties). Beverage and snack service pricing are not limited by per diem rates. Presentation of food should be visually appealing, colorful, and offer a good variety of nutritional value and selection at each meal and snack.

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In keeping with GSA’s goal to be environmentally-friendly in all we do, the hotel selected should have a recycling or other green and environmental program in place. GSA reserves the right to review this program upon request.

Fast and easy check-in and check-out capabilities are required. With 180 attendees arriving and departing the property at one time, the hotel must have a plan and staff to have check-in/check-out move quickly and efficiently. Luggage storage is required if guestrooms are not available for early check-in (11 am arrival). Express check-out via guestroom TV or under guestroom door invoicing is required. Business Center with free boarding pass printing and a fully-functioning, clean, well-lit Fitness Center is a high preference.

The hotels considered must also meet the following event specifications and criteria:

1. Hotel must be located in Cuyahoga County within 20 minutes of downtown Cleveland or in Franklin County within 20 minutes of downtown Columbus, OH.

2. The hotel must be Class A space offering deluxe guestroom and suite accommodations with modern fixtures and finishes and contained within one building.

3. General areas (lobby, elevators, restrooms, etc.) should be modern, well maintained, spacious and well-lit.

4. An onsite restaurant is preferred.

5. The hotel must have accessibility primarily via major highways and thoroughfares.

6. The hotel must be able to accommodate both meeting and lodging needs in the same building.

7. Hotel must be able to provide a large open space conducive to social networking.

8. Single occupancy rate shall be within or below prevailing Federal Government per diem (currently $101/night in Cuyahoga County, or $94/night in Franklin County)

9. The hotel must be located in safe, accessible, well-lighted area.

10.Room rate must be offered three (3) days pre and post conference dates. Preferred dates with the required number of rooms are listed below. Please reply with availability on any date pairing.

Mon., April 23 (20), and Tues., April 24 (180) Tues., April 24 (20), and Wed., April 25 (180) Mon., May 7 (20), and Tues., May 8 (180) Tues., May 8 (20), and Wed., May 9 (180)

11.Reservations will be made through a group rooming list, to be provided 3 weeks prior to conference start (however, individuals will pay their own lodging).

12. Individual sleeping rooms should be equipped with telephone data ports, Ethernet ports, and/or WIFI.

13.No additional charge for double occupancy (i.e., spouses).

14.Four (4) suite upgrades at the group rate.

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15.Tax exempt forms should be accepted, where applicable.

16.Staff rooms at discounted rate are preferred.

17.Onsite free parking.

18.Providing some rooms with balconies or patios is preferred.

19.Free wireless Internet for GSA attendees is preferred.

F. GENERAL SESSION AND BREAKOUT SESSION, AUDIO/VISUAL EVENT

PRODUCTION, AND ROOM SET-UP REQUIREMENTS

1. Class A ample rooms with clean, elegant, modern, well-maintained furnishings; clear line-of-sight for all within the rooms to see speakers and all participants within said room; clear sound; and ample, adjustable room lighting conducive for a training environment.

2. General session room setup by 7 am each morning (24 hour hold). See sample schedule below.

3. General session room shall include adequate space to accommodate a centered stage, panel/head table (seating up to eight (8) people), training equipment, overhead projector, two (2) projection screens, LCD projectors, and laptop computer. The ballroom shall have a minimum ceiling height of 14’ and it should be square or rectangular with no column obstructions.

4. General session and break out rooms must be within close proximity (contiguous or adjacent preferred or at least within line-of-sight).

5. Break out rooms shall include adequate space to accommodate seating for up to 70 people, a screen, front table 6’ in length, podium, LCD projector, and laptop computer.

6. Providing all AV equipment, with the exception of laptops and projectors, will be the sole responsibility of the offeror.

7. Registration table with dedicated house phone, set up outside general session room to accommodate four (4) people in L shape (preferably located near office and/or storage room).

Day 1 8 am – End of Conference – “GSA Office” Room Needed: Office/storage room (24 hour hold – through day 3 at 3 pm) Room Set-Up: Conference table set in center of room with eight (8) chairs, four (4) 8’ skirted tables along perimeter wall for storage of boxes and material.

AV Needs: Internet access, house phone, two (2) power strips, room keyed separately

10 am – 5 pm – “GSA PMSC Manager’s Meeting” Room Needed: Managers’ meeting room – (24 hour hold – through day 2 at 5 pm) Room Set-Up: Hollow square, seating for four (4) people on each side. 8’ skirted table for materials.

AV Needs: Internet access, screen/projection package, conference phone, two (2) power strips

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Food and Beverage Summary for Day 1: Beverages refreshed throughout meeting (coffee, tea, water, soda) with one mid-afternoon snack break.

Room Count: 15 sleeping rooms

Day 2 8 am – End of Conference – “GSA Office” Room Needed: see previous requirements Room Set-Up: see previous requirements AV Needs: see previous requirements

8 am – 11 am – “GSA PMSC Manager’s Meeting” Room Needed & Set-up: see previous requirements Food and Beverage: Continental breakfast for 15 at 8 am and beverages refreshed throughout morning (coffee, tea, water, soda)

8 am – 5 pm – “GSA Training Forum – General Session” – General Session for 180 Room Needed: Main Conference Room/Ballroom Room Set-Up: Crescent Rounds of eight (8) facing stage, room for buffet AV Needs: 8’ x 10’ stage, lectern, lectern microphone, lavaliere microphone, American flag on stage left corner, two (2) 8’ screens on either side of the stage, projector image splitter, sound mixer (with video camera sound output) and control table in rear of ballroom. GSA will provide laptop computer and projectors (unless ceiling mounted projectors are offered within ballroom).

11 am – 12:45 pm – Buffet lunch for 180 – Two buffet lines, preferably in pre-function area outside of ballroom being used for general session space or within ballroom if ballroom is large enough to allow flow around buffet and does not interfere with access to crescent rounds.

Room Set-Up: If different from General Session space, rounds of eight (8) or ten (10).

Food and Beverage: Must meet per diem rates of $13 per person.

2 – 2:45 pm – Four-six (4-6) Breakout Sessions Room Needed: Able to hold up to 70 people each, in as close proximity to general session space as possible (contiguous or all line-of-sight is most desirable), classroom or theater style (GSA will provide laptops and projectors for all breakouts).

Room Set-Up: Each breakout room should include a screen, lectern, small table next to lectern, 6’ skirted table in rear of room for materials.

AV Needs: Screen, lectern, and lectern and/or lavaliere microphone Beverage Needs: Ongoing refresh of coffee, tea, water, sodas as needed throughout afternoon sessions

2:45 pm – 3:00 pm – Afternoon Break – light snacks

3 pm – 3:45 pm – Four-six (4-6) Breakout Sessions (see previous for room & AV requirements)

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4 pm – 4:45 pm – Four-six (4-6) Breakout Sessions (see previous for room & AV requirements)

6 pm Reception GSA would prefer the reception take place in the pre-function space adjacent to where the awards dinner is scheduled to take place (most likely the General Session/Ballroom space) or within the awards dinner space if necessary. A cash bar should be available for the reception.

6:30-10 pm Awards and Dinner Room Set-Up: Preferably in same space as General Session with rounds of ten (10) AV Needs: 8’ x 10’ stage, lectern, lectern microphone, lavaliere microphone, American flag on stage left corner, two (2) 8’ screens on either side of the stage, projector image splitter, sound mixer (with video camera sound output) and control table in rear of ballroom. GSA will provide laptop computer and projectors (unless ceiling mounted projectors are offered within ballroom).

Food and Beverage: Must meet per diem rates between of $29 per person for dinner.

One cash bar kept in the back of ballroom.

Food and Beverage Summary for Day 2: Continental breakfast for 20, buffet lunch for 180, one afternoon snack and beverage break for 180, plated dinner for 180.

Room Count: 180 Sleeping Rooms

Day 3 7 am – 3 pm – “GSA Office” Room Needed: see previous requirements Room Set-Up: see previous requirements AV Needs: see previous requirements

7:30 am – 8:00 am – Continental breakfast for 180 (Ongoing refresh of coffee, tea, water, sodas as needed throughout morning sessions.)

7:00 am – 3 pm – GSA Training Forum – General Session Room Needed: see previous requirements Room Set-Up: see previous requirements AV Needs: see previous requirements

8:30 am – 9:15 am – Four-six (4-6) Breakout Sessions Room Needed: see previous requirements Room Set-Up: see previous requirements AV Needs: see previous requirements Beverage Needs: Ongoing refresh of coffee, tea, water, sodas as needed throughout morning

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9:30 am – 10:15 am – Four-six (4-6) Breakout Sessions Room Needed: see previous requirements Room Set-Up: see previous requirements AV Needs: see previous requirements Beverage Needs: Ongoing refresh of coffee, tea, water, sodas as needed throughout morning

10:15 am – Mid-morning Break – light snacks

10:30 am – 11:15 am – Four-six (4-6) Breakout Sessions Room Needed: see previous requirements Room Set-Up: see previous requirements AV Needs: see previous requirements Beverage Needs: Ongoing refresh of coffee, tea, water, sodas as needed throughout morning

11:15 am – Noon – Check-out & networking

Noon – Buffet lunch for 180 – Two buffet lines, preferably in pre-function area outside of ballroom being used for general session space or within ballroom if ballroom is large enough to allow flow around buffet and does not interfere with access to crescent rounds.

Room Set-Up: see previous requirements Food and Beverage: Must meet per diem rates of $13 per person.

2:30 pm – Conference Closes

Food and Beverage Summary for Day 3: Continental breakfast for 180; ongoing refresh of coffee, tea, water, sodas as needed throughout morning sessions; one mid-morning snack break for 180; buffet lunch for 180.

G. GOVERNMENT FURNISHED EQUIPMENT

GSA will provide laptops and projectors.

H. MANDATORY REQUIREMENTS

1. Contractors are required to submit an event agenda with their quotation. The agenda should identify the logistics of the requirements specified within the RFQ.

2. Offerors must include catering menu price list for breakfasts, lunches, refreshment breaks, and dinner with their quotations. Indicate discount off menu prices, if applicable.

3. In accordance with FAR Parts 1, 2, 4, 13, 32, and 52 and effective October 1, 2003, Contractors must be registered in the Central Contractor Registration (CCR) database prior to award of any contract, basic agreement, basic ordering

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4. Offerors must be available for a site visit. GSA reserves the right to conduct a site visit for the evaluation of the meeting space and hotel accommodations.

5. Hotel must be compliant with Hotel/Motel Fire Safety Act of 1990, 15 U.S.C. 2201

et. Seq. (Public Law 101-391) and must hold a FEMA Certification Number (See http://www.usfa.fema/gov/hotel).

6. Hotel must be compliant with American with Disabilities Act (ADA), 42 U.S.C.

Section 12101 et. seq.

I. PAYMENTS/BILLING

Payments will be made for food, beverage, A/V, and meeting space from the base contract. Rooms will be paid from individual attendees’ credit cards.

Payments shall be made in accordance with contact terms and conditions.

Final payment will be made upon receipt of a offeror’s final invoice and Release of Claims (GSA Form 1142).

J. PROCUREMENT HISTORY:

2011 – Oak Brook, IL 2010 – Indianapolis, IN 2009 – Grand Rapids, MI 2008 – Bloomington, MN 2007 – Lake Geneva, WI 2006 – Columbus, OH 2005 – Indianapolis, IN 2004 – Romulus, MI

K. EVALUATION FACTORS

The Government will award a contract resulting from this solicitation to the responsible offeror whose offer conforming to the solicitation will be the most advantageous to the Government, price, and all other technical factors considered. Technical factors are more important than price in determining best value. The following factors shall be used to evaluate offers and are listed in descending order of importance.

1. Technical Capability

Go/ No-Go Factors Hotel must be located in Cuyahoga County within 20 minutes of downtown

Cleveland or in Franklin County within 20 minutes of downtown Columbus.

The hotel must have accessibility primarily via major highways and thoroughfares.

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The hotel must be able to accommodate both meeting and lodging needs in the same building.

Technical evaluation factors in descending order of importance are listed below:

1. The hotel must be Class A space offering deluxe guestroom and suite accommodations with modern fixtures and finishes and contained within one building.

2. Class A ample rooms with clean, elegant, modern, well-maintained furnishings;

clear line-of-sight for all within the rooms to see speakers and all participants within said room; clear sound; and ample, adjustable room lighting conducive for a training environment.

3. All conference and meeting spaces must be contiguous or in very close proximity (line of sight preferred) to each other.

4. Hotel must be able to provide a large open space conducive to social networking.

2. Pricing

The offeror’s pricing will be evaluated to determine if the prices proposed are fair and reasonable. Offerors must complete page 2 of the Standard Form 18 (SF18). This form will be used in evaluating offerors pricing for the conference. The “Grand Total” on the pricing page constitutes the Offeror’s Total Evaluated Price which will be evaluated against the Government Cost Estimate (GCE). Note: Cuyahoga County and Franklin County have different per diem rates ($101/night vs $94/night). As such, an offer will be evaluated against the GCE from its respective county. It will be given a percentage figure above or below the GCE, and that percentage will be used to rate the offeror’s pricing.

1. Lodging rate may not exceed prevailing Federal Government per diem ($101/night Cuyahoga County, Cleveland, OH; $94/night Franklin County, Columbus, OH)

2. Offerors shall provide an attrition that is no higher than 80%

3. Food and Beverage – Catering Menu Prices – Please submit as separate attachment. Comparable meal selections will be further evaluated. If any discount off of the catering prices will be offered, please indicate the discount percentage in your quote.

4. Indicate any additional special considerations/ concessions provided.

i. _____________________________________________________

ii. _____________________________________________________

iii. ____________________________________________________

5. Vendors shall include the details of their cancellation terms and conditions with their offer.

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6. Payments will be made for food, beverage, A/V, and meeting space from the base contract. Rooms will be paid from individual attendees’ credit cards.

QUOTATION SUBMISSION

Offeror must complete SF 18 and pricing page as attached. Please contact Brian Bogucki, Contract Specialist at (312) 353-9629 with any questions.

All quotations must be submitted by 2:00 pm Central Time on Monday, Feb. 13, 2012, via email to: brian.bogucki@gsa.gov

NOTE:

CLAUSES/PROVISIONS:

Full text of clauses and provisions are available at http: www.acquisition.gov.

The provisions at FAR 52.212-1, Instructions to Offers-Commercial; FAR 52.212-2, Evaluation-Commercial Items, FAR 52.212-3, Offeror Representations and Certifications-Commercial, Offer Representations and Certifications - Commercial Items, (NOTE - offers MUST submit completed copy with their offer); and FAR 52.212-4, Contract Terms and Conditions, Commercial Items, FAR 52.212-5, Contract Terms and Conditions Required To Implement Statutes or Executive Orders—Commercial Items all apply to this acquisition.

REQUEST FOR QUOTATION

(THIS IS NOT AN ORDER)

THIS RFQ IS IS NOT A SMALL BUSINESS SET-ASIDE

15. DATE OF QUOTATION

16. SIGNER

a. NAME (Type or print)

c. TITLE (Type or print)

b. TELEPHONE

AREA CODE

NUMBER

STANDARD FORM 18 (REV. 6-95)

Prescribed by GSA-FAR (48 CFR) 53.215-1(a)

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition not usable

8. TO:

b. COMPANYa. NAME

c. STREET ADDRESS

d. CITY e. STATE f. ZIP CODE

9. DESTINATION

a. NAME OF CONSIGNEE

b. STREET ADDRESS

c. CITY

d. STATE e. ZIP CODE

7. DELIVERY

FOB DESTINATION

OTHER

(See Schedule)

10. PLEASE FURNISH QUOTATIONS TO THE

ISSUING OFFICE IN BLOCK 5a ON OR BEFORE CLOSE OF BUSINESS (Date)

IMPORTANT: This is a request for information and quotations furnished are not offers. If you are unable to quote, please so indicate on this form and return it to the address in Block 5a. This request does not commit the Government to pay any costs incurred in the preparation of the submission of this quotation or to contract for supplies or service. Supplies are of domestic origin unless otherwise indicated by quoter. Any representations and/or certifications attached to this Request for Quotation must be completed by the quoter.

11. SCHEDULE (Include applicable Federal, State and local taxes)

ITEM NO.

(a)

SUPPLIES/ SERVICES

(b)

QUANTITY

(c)

UNIT

(d)

UNIT PRICE

(e)

AMOUNT

(f)

12. DISCOUNT FOR PROMPT PAYMENT

a. 10 CALENDAR DAYS (%) b. 20 CALENDAR DAYS (%) c. 30 CALENDAR DAYS (%) d. CALENDAR DAYS

NUMBER PERCENTAGE

NOTE: Additional provisions and representations are are not attached.

13. NAME AND ADDRESS OF QUOTER

a. NAME OF QUOTER

b. STREET ADDRESS

c. COUNTY

d. CITY e. STATE f. ZIP CODE

14. SIGNATURE OF PERSON AUTHORIZED TO

SIGN QUOTATION

PAGE OF PAGES

1. REQUEST NO. 2. DATE ISSUED 3. REQUISITION/PURCHASE REQUEST NO. 4. CERT. FOR NAT. DEF.

UNDER BDSA REG. 2

AND/OR DMS REG. 1

RATING

5a. ISSUED BY 6. DELIVER BY (Date)

5b. FOR INFORMATION CALL (NO COLLECT CALLS)

NAME TELEPHONE NUMBER

AREA CODE NUMBER

GS05P12GAC0005

General Services Administration, Public Buildings Service, PM Service Center

Brian Bogucki, Contracting Officer

SEE PAGE 2

312 353-9629 GSA, Organizational Resources Division

230 S Dearborn St., Suite 3500

Chicago

60604IL

02/01/2012

2/13/12, 2:00p

PRICING SF18 Page 2 of 2

Please complete line items 1 through 4, below.

A B C D E F H I

LINE

ITEM DESCRIPTION QTY UNIT x PRICE/UNIT = AMOUNT x TAX RATE = TOTAL

LODGING

1A Daily Lodging, Per Room 180 AT

MEETING ROOMS

2A Daily Gen'l Session/Per Day* 3 AT

2B Break-out Rooms, /Per Day* 3 AT

FOOD AND BEVERAGE

3A Total F&B Cost, Per Person 180 AT

AUDIO/VISUAL

4A Total A/V Cost, Per Day 3 AT

Grand Total (sum of 1-4)

* One (1)Large Gen'l Session room; 4 Break-out Rooms for each of 6 time slots (24)

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COMMERCIAL ITEMS CLAUSES AND PROVISIONS

FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (JUNE 2010)

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights—

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any

Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the

Contractor may not assign its rights to receive payment under this contract.

(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(d) Disputes. This contract is subject to the Contract Disputes Act of 1978, as amended (41 U.S.C. 601-

613). Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The

Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the

Contracting Officer of the cessation of such occurrence.

(g) Invoice.

(1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include—

(i) Name and address of the Contractor;

(ii) Invoice date and number;

(iii) Contract number, contract line item number and, if applicable, the order number;

(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;

(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;

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(vi) Terms of any discount for prompt payment offered;

(vii) Name and address of official to whom payment is to be sent;

(viii) Name, title, and phone number of person to notify in event of defective invoice; and

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

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

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

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds

Transfer—Central Contractor Registration, or 52.232-34, Payment by Electronic Funds Transfer—Other

Than Central Contractor Registration), or applicable agency procedures.

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

EFT.

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR Part 1315.

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment.—

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment

Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR Part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the

Contractor shall—

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected contract line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

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(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in Section 611 of the Contract Disputes Act of 1978 (Public Law 95-563), which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the

Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the

Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the

Government upon:

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the

Government using its standard record keeping system, have resulted from the termination. The Contractor

Page | 14 shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor’s records. The

Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with

31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. 3701, et seq., Contract Work Hours and Safety Standards Act; 41 U.S.C. 51-58, Anti-Kickback Act of 1986; 41 U.S.C. 265 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. 423 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, and Compliance with Laws

Unique to Government Contracts paragraphs of this clause.

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

(9) The specification.

(t) Central Contractor Registration (CCR).

(1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and through final payment of any contract for the accuracy and completeness of the data within the CCR database, and for any liability resulting from the Government’s reliance on inaccurate or incomplete data. To remain registered in the CCR database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent

Page | 15 updates its information in the CCR database to ensure it is current, accurate and complete. Updating information in the CCR does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(2)(i) If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in

FAR Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to (A) change the name in the CCR database;

(B) comply with the requirements of Subpart 42.12; and (C) agree in writing to the timeline and procedures specified by the responsible Contracting Officer.

The Contractor must provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (t)(2)(i) of this clause, or fails to perform the agreement at paragraph (t)(2)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the CCR information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the electronic funds transfer (EFT) clause of this contract.

(3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the CCR record to reflect an assignee for the purpose of assignment of claims (see

Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database.

Information provided to the Contractor’s CCR record that indicates payments, including those made by

EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the “Suspension of payment” paragraph of the EFT clause of this contract.

(4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via the internet at http://www.ccr.gov or by calling 1-888-227-2423 or 269-961-5757.

FAR 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR

EXECUTIVE ORDERS—COMMERCIAL ITEMS (JAN 2012)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.222-50, Combating Trafficking in Persons (Feb 2009) (22 U.S.C. 7104(g)).

___Alternate I (Aug 2007) of 52.222-50 (22 U.S.C. 7104(g)).

(2) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Pub. L. 108-77, 108-78).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or

Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

__ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate I

(Oct 1995) (41 U.S.C. 253g and 10 U.S.C. 2402).

Page | 16

__ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Apr 2010) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

__ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of

2009 (June 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

__ (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Jul 2010)

(Pub. L. 109-282) (31 U.S.C. 6101 note).

__ (5) 52.204-11, American Recovery and Reinvestment Act—Reporting Requirements (Jul 2010)

(Pub. L. 111-5).

__ (6) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors

Debarred, Suspended, or Proposed for Debarment. (Dec 2010) (31 U.S.C. 6101 note).

__ (7) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters

(Jan 2012) (41 U.S.C. 2313).

__ (8) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (section 740 of

Division C of Pub. L. 111-117, section 743 of Division D of Pub. L. 111-8, and section 745 of Division D of

Pub. L. 110-161).

__ (9) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Nov 2011) (15 U.S.C. 657a).

__ (10) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns

(JAN 2011) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

__ (11) [Reserved]

__ (12)(i) 52.219-6, Notice of Total Small Business Set-Aside (Nov 2011) (15 U.S.C. 644).

__ (ii) Alternate I (Nov 2011).

__ (iii) Alternate II (Nov 2011).

__ (13)(i) 52.219-7, Notice of Partial Small Business Set-Aside (June 2003) (15 U.S.C. 644).

__ (ii) Alternate I (Oct 1995) of 52.219-7.

__ (iii) Alternate II (Mar 2004) of 52.219-7.

__ (14) 52.219-8, Utilization of Small Business Concerns (Jan 2011) (15 U.S.C. 637(d)(2) and (3)).

__ (15)(i) 52.219-9, Small Business Subcontracting Plan (Jan 2011) (15 U.S.C. 637(d)(4)).

__ (ii) Alternate I (Oct 2001) of 52.219-9.

__ (iii) Alternate II (Oct 2001) of 52.219-9.

__ (iv) Alternate III (Jul 2010) of 52.219-9.

__ (16) 52.219-13, Notice of Set-Aside of Orders (Nov 2011)(15 U.S.C. 644(r)).

__ (17) 52.219-14, Limitations on Subcontracting (Nov 2011) (15 U.S.C. 637(a)(14)).

__ (18) 52.219-16, Liquidated Damages—Subcon-tracting Plan (Jan 1999) (15 U.S.C.

637(d)(4)(F)(i)).

__ (19)(i) 52.219-23, Notice of Price Evaluation Adjustment for Small Disadvantaged Business

Concerns (OCT 2008) (10 U.S.C. 2323) (if the offeror elects to waive the adjustment, it shall so indicate in its offer).

__ (ii) Alternate I (June 2003) of 52.219-23.

__ (20) 52.219-25, Small Disadvantaged Business Participation Program—Disadvantaged Status and Reporting (Dec 2010) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

__ (21) 52.219-26, Small Disadvantaged Business Participation Program— Incentive Subcontracting

(Oct 2000) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

__ (22) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (Nov 2011)

(15 U.S.C. 657 f).

Page | 17

__ (23) 52.219-28, Post Award Small Business Program Rerepresentation (Apr 2009) (15 U.S.C.

632(a)(2)).

__ (24) 52.219-29 Notice of Set-Aside for Economically Disadvantaged Women-Owned Small

Business Concerns (Nov 2011).

__ (25) 52.219-30 Notice of Set-Aside for Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (Nov 2011).

__ (26) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

__ (27) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (Jul 2010)

(E.O. 13126).

__ (28) 52.222-21, Prohibition of Segregated Facilities (Feb 1999).

__ (29) 52.222-26, Equal Opportunity (Mar 2007) (E.O. 11246).

__ (30) 52.222-35, Equal Opportunity for Veterans (Sep 2010)(38 U.S.C. 4212).

__ (31) 52.222-36, Affirmative Action for Workers with Disabilities (Oct 2010) (29 U.S.C. 793).

__ (32) 52.222-37, Employment Reports on Veterans (SEP 2010) (38 U.S.C. 4212).

__ (33) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act

(Dec 2010) (E.O. 13496).

__ (34) 52.222-54, Employment Eligibility Verification (JAN 2009). (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

__ (35)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA–Designated

Items (May 2008) (42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (ii) Alternate I (May 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (36) 52.223-15, Energy Efficiency in Energy-Consuming Products (DEC 2007) (42 U.S.C. 8259b).

__ (37)(i) 52.223-16, IEEE 1680 Standard for the Environmental Assessment of Personal Computer

Products (DEC 2007) (E.O. 13423).

__ (ii) Alternate I (DEC 2007) of 52.223-16.

__ (38) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (AUG 2011)

(E.O. 13513).

__ (39) 52.225-1, Buy American Act—Supplies (Feb 2009) (41 U.S.C. 10a-10d).

__ (40)(i) 52.225-3, Buy American Act—Free Trade Agreements—Israeli Trade Act (June 2009)

(41 U.S.C. 10a-10d, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, Pub. L. 108-77, 108-

78, 108-286, 108-302, 109-53, 109-169, 109-283, and 110-138).

__ (ii) Alternate I (Jan 2004) of 52.225-3.

__ (iii) Alternate II (Jan 2004) of 52.225-3.

__ (41) 52.225-5, Trade Agreements (NOV 2011) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

__ (42) 52.225-13, Restrictions on Certain Foreign Purchases (June 2008) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

__ (43) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C. 5150).

__ (44) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007)

(42 U.S.C. 5150).

__ (45) 52.232-29, Terms for Financing of Purchases of Commercial Items (Feb 2002)

(41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

Page | 18

__ (46) 52.232-30, Installment Payments for Commercial Items (Oct 1995) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

__ (47) 52.232-33, Payment by Electronic Funds Transfer—Central Contractor Registration

(Oct 2003) (31 U.S.C. 3332).

__ (48) 52.232-34, Payment by Electronic Funds Transfer—Other than Central Contractor

Registration (May 1999) (31 U.S.C. 3332).

__ (49) 52.232-36, Payment by Third Party (Feb 2010) (31 U.S.C. 3332).

__ (50) 52.239-1, Privacy or Security Safeguards (Aug 1996) (5 U.S.C. 552a).

__ (51)(i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006)

(46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631).

__ (ii) Alternate I (Apr 2003) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

__ (1) 52.222-41, Service Contract Act of 1965 (Nov 2007) (41 U.S.C. 351, et seq.).

__ (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (May 1989) (29 U.S.C. 206 and

41 U.S.C. 351, et seq.).

__ (3) 52.222-43, Fair Labor Standards Act and Service Contract Act—Price Adjustment (Multiple

Year and Option Contracts) (Sep 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

__ (4) 52.222-44, Fair Labor Standards Act and Service Contract Act—Price Adjustment (Sep 2009)

(29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

__ (5) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for

Maintenance, Calibration, or Repair of Certain Equipment—Requirements (Nov 2007) (41 351, et seq.).

__ (6) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain

Services—Requirements (Feb 2009) (41 U.S.C. 351, et seq.).

__ (7) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (Mar 2009) (Pub. L.

110-247).

__ (8) 52.237-11, Accepting and Dispensing of $1 Coin (Sept 2008) (31 U.S.C. 5112(p)(1)).

(d) Comptroller General Examination of Record. The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed…