Final H94002-08-Q-0018.doc

SCHEDULE Continued Issue Date

(THIS IS NOT AN ORDER)

S10

16401 E. CENTRETECH PARKWAY

May 5, 2008

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

ITEM NO.

(a)

SUPPLIES/SERVICES

(b)

QUANTITY

(c)

UNIT

(d)

UNIT PRICE

(f)

AMOUNT

(f)

TRICARE Management Activity is a Government organization and is exempt from Federal taxes. If these services are available via your GSA Schedule, please identify your GSA Schedule Number, ordering terms and conditions, period of performance and include the pricing sheet from your GSA Schedule, which identified these items in your response. Please note that if your firm has a GSA schedule your pricing can be lower than the listed GSA price, but it cannot exceed the amount stated in your GSA schedule to receive award consideration.

If you are quoting "open market", please identify the items that are "open market", complete the attached Representations and Certifications and include it with your response. The attached terms and conditions are applicable for all "open market" items.

Identify additional discounts separately.

Should you have questions regarding this acquisition contact Ms. Brenda L. Agner, Contracting Officer at (303) 676-3925 or at Brenda.agner@tma.osd.mil.

SUBMISSION OF QUOTATION: Quotations shall be delivered to Brenda L. Agner at TRICARE Management Activity, 16401 East Centretech Parkway, Aurora, Colorado 80011-9066, no later than 11:00 A.M. Mountain Time, May 5, 2008. The envelope containing your quotation must be clearly identified with the quotation number and the requirement name of printer maintenance. Quotations received after the date and time stated above may be rejected. All emails and correspondence relating to this request for quotation shall clearly display Solicitation H94002-08-Q-0018.

Address technical questions to Mr. William Orchard at (303) 676-3700, or Ms. Star Chandler @ 303-676-3636.

Base Period - May 21, 2008 through May 20, 2009

The following machines are to be covered under this contract.

14 Xerox 7750 Phaser Printers SN: RRW302040, RRW400537, RRW331537, RRW400525, RRW400638, RRW400517, RRW330347, RRW302057, RRW330287, RRW400573, RRW400518, RRW302055, RRW400554, RRW430353, 2 Xerox 7760 Phaser Printer SN: AUA333488, AUA333484

1 Xerox 7750 with finisher Phaser Printer SN: RRW600885

1 Xerox 7300SA Phaser Printer SN; LPL206445

Option Period One - May 21, 2008 through May 20, 2010

The following machines are to be covered under this contract.

14 Xerox 7750 Phaser Printers SN: RRW302040, RRW400537, RRW331537, RRW400525, RRW400638, RRW400517, RRW330347, RRW302057, RRW330287, RRW400573, RRW400518, RRW302055, RRW400554, RRW430353, 2 Xerox 7760 Phaser Printer SN: AUA333488, AUA333484

Option Period Two - May 21, 2008 through May 20, 2011

The following machines are to be covered under this contract.

14 Xerox 7750 Phaser Printers SN: RRW302040, RRW400537, RRW331537, RRW400525, RRW400638, RRW400517, RRW330347, RRW302057, RRW330287, RRW400573, RRW400518, RRW302055, RRW400554, RRW430353, 2 Xerox 7760 Phaser Printer SN: AUA333488, AUA333484

Scope of Work

Maintenance

For Xerox Printers

The government will consider quotations for brand name or equal, FAR 52.211-6.

Period of Performance:

Base Period: May 21, 2008 through May 20, 2009

Option Period One: May 21, 2009 through May 20, 2010

Option Period Two: May 21, 2010 through May 20, 2011

Places of Performance:

1. 16401 East Centretech Parkway

Aurora, CO

2. 1390 S. Potomac Street, Suite 136

Aurora, CO

3. 3835 Paris Street

Denver, CO

DESCRIPTION/SPECS/WORK STATEMENT

SERVICES TO BE PROVIDED: Contractor shall provide full service printer maintenance to include service calls, labor and any major components identified in the normal definition of full service. The hardware and software shall be maintained in optimum operating condition. Contractor shall provide full on-site maintenance service to include on-call maintenance and any manufacturer’s recommended maintenance and service shall include but not be limited to all labor, equipment, tools, materials, parts, supervision, transportation, lodging, and etc. Expendables and system upgrades are not to be included and will be procured separately as determined necessary by the Government. Service is required to maintain safe operation and/or to keep system performing within the manufacturer’s specifications and the terms and conditions of the contract.

Equipment List

Coverage required for:

A. Fourteen (14) Xerox 7750 Phaser printers, Serial Numbers as follows:

1. RRW302040

2. RRW400537

3. RRW331537

4. RRW400525

5. RRW400638

6. RRW400517

7. RRW330347

8. RRW302057

9. RRW330287

10. RRW400573

11. RRW400518

12. RRW302055

13. RRW400554

14. RRW430353 – 1390 South Potomac St., Suite 136, Aurora, CO

B. Two (2) Xerox 7760 Phaser printers, Serial Numbers as follows:

1. AUA333488

2. AUA333484

C. One (1) Xerox 7750 with finisher Phaser printer, Serial Number as follows:

1. RRW600885

D. One (1) Xerox 7300 SA Phaser printer, Serial Number as follows:

1. LPL206445 - 3835 Paris Street, Denver, CO Definitions/Acronyms:

a.

TMA – TRICARE Management Activity – 1640 East Centretech Parkway, Aurora, CO 80011.

b. CO – Contracting Officer.

c. COTR – Contracting Officer’s Technical Representative.

d. PM – Preventive Maintenance.

e. FSE – Field Service Engineer. A “fully qualified” person who is authorized by the contractor to perform maintenance (corrective and/or preventive) services on the TMA premises as defined in the terms of this contract.

f. ESR – Vender Engineering Service Report (Service Tickets). Documentation of the services rendered for each incidence of work performance under the terms and conditions of the contract.

g. Acceptance Signature – TMA employee who is one of the equipment users or, if not available, one who witnessed that services was performed.

h. Authorization Signature – COTR’s signature indicates COTR accepts work status as stated in ESR.

HOURS OF COVERAGE:

a.

Normal TMA working hours are Monday through Friday, 7:30 a.m. to 4:30 p.m., excluding federal holidays and any other day designated by the President of the United States. All service/repairs shall be performed during normal hours of coverage.

b:

Federal Holidays are New Years Day, Martin Luther King Day, President’s Day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veteran’s Day, Thanksgiving Day, Christmas Day and any other day designated by the President of the United States.

PREVENTIVE MAINTENANCE, UNSCHEDULED MAINTENANCE AND REPAIR SERVICES:

a. Preventive maintenance procedures must be, at a minimum, those required or recommended by the equipment manufacturer. Contractor shall submit a schedule of PM’s to be performed within thirty days of contract award.

b. The Contractor shall provide unscheduled maintenance and repair services as necessary to ensure the equipment remains in good operating condition. Repair service shall be achieved by returning failed components of a system to full operational capacity. These repair services may consist of calibrating, cleaning, oiling, adjusting, replacing parts broker or worn beyond useful life, and maintaining the equipment, including all intervening calls necessary between scheduled services and calibrations. Repair shall be carried out with the objective of minimizing downtime.

c. Response Time: The Contractor shall respond to customer service calls Monday through Friday (with the exception of federal holidays) between the hours of 7:30 a.m. and 4:30 p.m. Mountain time. In response to the services calls the Contractor shall provide telephone technical support from a qualified technician within 30 minutes from receipt of the service call. If the malfunction can not be resolved through the support call, a technician shall perform on-site support services within 24 hours from the receipt of the service call unless a portion of the response time falls on a weekend or federal holiday. If this occurs, the response time shall continue into the first business day after the weekend or holiday.

PARTS:

a.

The Contractor shall furnish and replace all equipment replacement parts. These parts shall be included in the price offered in the price schedule of this contract. The Contractor shall have ready access to all equipment parts, including unique and high mortality replacement parts, in order to minimize downtime and meet equipment uptime requirements. (Note: All parts and consumables become the property of the government once they are installed in/on the printers.)

b.

Only new standard parts (manufactured by the maker of the equipment or equal thereto) shall be furnished by the Contractor. Rebuilt/refurbished circuit boards may be installed. All parts supplied by the Contractor shall be of current manufacture and have complete versatility with the presently installed equipment. All parts shall perform identically to the original equipment specifications.

REMOVAL OF EQUIPMENT: Approval of the COTR must be obtained before removing equipment to Contractor’s plant. Removal of the equipment shall be done with no additional costs to the government. The Contractor will be responsible for loss or damage of equipment.

TEMPORARY REPLACEMENT EQUIPMENT: If the printer can not be repaired within 14 business days from the date of the service call, the Contractor shall provide at no additional cost to the government a temporary replacement machine with at least the same capabilities as the government printer until the government owned printer is repaired.

SERVICE MANUALS: The Contractor shall obtain, have on file, and make available to its FSE’s all operational and technical documentation (such as: operational and service manuals, schematics, and parts list) which are necessary to meet the performance requirements of this contract.

TEST EQUIPMENT:

a. All test equipment used by the Contractor to perform contract services shall be maintained in proper calibration status as recommended by equipment manufacturer. Test equipment calibration shall be traceable to a national standard.

EQUIPMENT MODIFICATIONS:

a. All modifications, upgrades, updates, enhancements, etc., must be scheduled in advance with the COTR.

b. CO and COTR must receive notice at least one week in advance before any equipment updates, upgrades, enhancements, and modifications are begun along with justification (if Contractor-suggested).

CHECK-IN/CHECK-OUT PROCEDURES: The Contractor shall be required to report to the TMA Security Guard/COTR and present photo identification. A driver’s license issued in the United States of America is acceptable; however, corporate identification will not be accepted. Check-In and Check-Out procedures apply during normal working hours, prior to and after any work is performed, every day that is required to complete the job, this process is mandatory. FSE shall not be in the facility after or before normal working hours. At the time of check-In the FSE will be issued a visitors’s identification badge which will be displayed at all times while on TMA property, and surrendered upon completion of the job or at the end of the day. Also the FSE will be required to enter the following information into the log: name of FSE, name of Contractor, current date, and time in, location of service/equipment being serviced, and time out.

Vender Engineering Service Report (Service Tickets) (ESR):

When service is completed, the FSE shall document services rendered on a properly completed ESR. The service work ticket shall have as a minimum the following information:

Contractor’s Name.

Contract/Order number.

Date and time of service call.

Name of Government representative placing service call.

Description of equipment being serviced to include name of equipment manufacturer, model and serial numbers.

Description of equipment problem and action taken to correct the problem.

Description of all components replaced, quantity, and part number.

A checklist of all the preventive maintenance checks performed, the acceptable limits for each check, and the results of each check.

List of any repairs or repair parts not required to be furnished under this contract in accordance with the clause entitled “Services Excluded”, that are necessary to maintain the equipment in first-class operating condition. These charges are considered outside the scope of this contract and the charges claimed by the FSE/Contractor must be approved by the COTR and a purchase card order number given to the FSE/Contractor issued by the COTR or a purchase order number provided to the FSE/Contractor issued by the CO before the service is initiated.

Date and time services are completed.

Total charges to be billed.

Printed name and signature of equipment user.

Printed name and signature of service person.

The FSE shall be required to submit an ESR for each service call and each piece of equipment serviced. The ESRs shall have as a minimum on original and two (2) copies. Upon completion of services, the FSE shall fill out the ESR as required, obtain the equipment user’s “acceptance” signature, and give the signed original to the COTR. The Contractor shall retain one copy for his records and submit the second copy with invoices. The COTR will review the ESR to respond to any Contractor requests or notes on the ESR and provide a prompt reply.

a. When a job cannot be completed by 4:30 p.m. during normal working hours, a status of progress, in the form of an ESR and verbal description, must be provided to the COTR before 3:30 p.m.

DOCUMENTATION/REPORTS:

a. Documentation in the form of ESRs must be furnished to the COTR for all scheduled and unscheduled maintenance performed by the Contractor.

b. The documentation shall include detailed descriptions of scheduled maintenance and emergency repair procedures performed, including replaced parts and prices.

PAYMENT: Invoices will be paid in arrears (i.e. services rendered during October 1 through October 30 will not be eligible for invoice payment until November 1). Invoices shall be mailed to the attention of TRICARE Management Activity, Attn: Contracting Officer, 16401 E. Centretech Parkway, Aurora, CO 80011-9066 contractor name, purchase order number, period of service the billing covers, list of equipment items, their serial numbers, and the work performed for each piece of equipment requiring service during the stated period of service. In order to expedite verification of invoice for payment, each invoice must be accompanied by legible copies of all the ESRs for the services or period of service listed on the invoice.

ADDITIONAL CHARGES: There shall be no additional charge for time spent at the site (during, or after the normal hours of coverage) for completion of FSR’s or awaiting the delivery of parts.

COMPETENCY OF PERSONNEL SERVICING EQUIPMENT: Contractor staff shall include, at a minimum, one “fully qualified” FSE who shall service as the technician for the servicing of the items listed in the price schedule.

The contractor shall submit factory training certificate(s) for this FSE for approval prior to beginning performance under this contract along with FSE name, and formal training (specific to the make and model of equipment).

a. “Fully Qualified” is based upon training and on experience in the field. For training, the FSE(s) has successfully completed a formalized training program for the equipment identified in the price schedule. For field experience, the FSE shall have a minimum of two years of experience (except for equipment on the market less than two (2) years) performing preventive maintenance and equipment repairs on the equipment.

b. The FSE shall be authorized by the Contractor to perform the maintenance services. All work shall be performed by “fully qualified” a competent FSE and Contractor shall provide written assurance of the competency of their personnel and a list of credentials of approved FSEs for each make and model of equipment in the price schedule. The CO/COTR may authenticate the training requirements, request training certificates or credentials from the Contractor at any time for any personnel who are servicing or installing any TMA equipment. The CO and COTR specifically reserve the right to reject any of the Contractor’s personnel and refuse them permission to work on TMA equipment.

c. If subcontractor(s) are used, they must be approved by the CO/COTR; the Contractor shall submit any proposed change in subcontractor(s) to the CO/COTR for approval or disapproval.

d. The Government reserves the right to restrict any Contractor employee from performing services under this contract who violates federal regulations or is identified as a potential threat to the security, safety, health or operational mission of the Department of Veterans Affairs Medical Centers and their populations. The restriction of such a person shall not relieve the Contractor from providing all the required services as described herein.

SAFETY REQUIREMENTS: In the performance of this contract, the Contractor shall take such safety precautions as the Contracting Officer or his/her designee may determine to be reasonably necessary to protect the lives and health of occupants of the buildings. The Contracting Officer or his/her designee will notify the Contractor of any non-compliance with the foregoing provisions and the action to be taken. The Contractor shall, after receipt of such notice, immediately correct the conditions to which attention has been directed. Such notice, when served on the Contractor, or his/her representative at the site of the work, shall be deemed sufficient for the purpose aforesaid. If the Contractor fails or refuses to comply promptly, the Contracting Officer may issue an order stopping all or any part of the work and hold the Contractor in default.

PROTECTION FROM DAMAGE: Contractor shall provide all labor, material, and equipment necessary to protect personnel, furnishings, equipment and buildings from damage; shall remove and replace movable items, if necessary, and shall replace or repair any item damaged due to work performed under this contract equal to its original construction and finish.

SITE VISITS: Vendors are encouraged to visit the site where the printers are located prior to submitting their quotation. However, the cost of the visit will be at the sole expense of the vendor. To schedule a site visit contact or for technical questions contact:

William Orchard at (303) 676-3700

Or

Star Chandler at (303) 676-3636

CONTENTS OF QUOTATIONS: The quotations shall consist of a technical quote and cost quote. The technical quotation shall describe how the vendor intends to satisfy the requirements described in the above description of services, and at least three examples of past performance for similar services. The examples shall include a short description of the services, the value of the services, and the name, telephone number and email address of a point-of-contact of the government or commercial representative where the services were provided.

The cost quotation shall be submitted on the Government provided REQUEST FOR QUOTATION, Standard Form 18. DO NOT DEVIATE FROM THE GOVERNMENT PROVIDED FORMAT. The fixed price shall be broken down by the Contract Line Item Numbers, (CLINS) for the base period as well as each option period.

The technical and cost quotes shall be submitted under a cover letter. The cover letter shall at a minimum include the name, mail address, phone number and email address of the contractor representative who has the authority to commit the contractor to the terms and conditions set forth in the order. The cover letter shall also confirm that the contractor is actively registered on the Central Contractor Registration site at www.ccr.gov.

SUBMISSION OF QUOTATION: Quotations shall be delivered to Brenda L. Agner at TRICARE Management Activity, 16401 East Centretech Parkway, Aurora, Colorado 80011-9066, no later than 11:00 A.M. Mountain Time, May 5, 2008. The envelope containing your quotation must be clearly identified with the quotation number and the requirement name of copier maintenance. Quotations received after the date and time stated above may be rejected. All emails and correspondence relating to this request for quotation shall clearly display Solicitation H94002-08-Q-0018.

31. 52.204-7 CENTRAL CONTRACTOR REGISTRATION (JULY 2006)

2. 52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL (SEP 2007)

3. 52.211-6 BRAND NAME OR EQUAL (AUG 1999)

4. 52.213-2 INVOICES (APR 1984)

5. 52.213-3 NOTICE TO SUPPLIER (APR 1984)

6. 52.214-34 SUBMISSION OF OFFERS IN THE ENGLISH LANGUAGE (APR 1991)

7. 52.225-13 RESTRICTIONS ON CERTAIN FOREIGN PURCHASES (FEB 2006)

8. 52.228-5 INSURANCE--WORK ON A GOVERNMENT INSTALLATION (JAN 1997)

9. 52.232-25 PROMPT PAYMENT (OCT 2003)

10. 52.233-4 APPLICABLE LAW FOR BREACH OF CONTRACT CLAIM (OCT 2004)

11. 52.237-1 SITE VISIT (APR 1984)

12. 52.237-2 PROTECTION OF GOVERNMENT BUILDINGS, EQUIPMENT, AND VEGETATION (APR 1984)

13. 52.247-34 F.O.B. DESTINATION (NOV 1991)

14. 52.249-2 TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (FIXED-PRICE) (MAY 2004)

15. 52.212-1 INSTRUCTIONS TO OFFERORS--COMMERCIAL ITEMS (NOV 2007)

16. 52.212-4 CONTRACT TERMS AND CONDITIONS--COMMERCIAL ITEMS (FEB 2007)

17. 52.214-35 SUBMISSION OF OFFERS IN U.S. CURRENCY (APR 1991)

18. 52.219-1 SMALL BUSINESS PROGRAM REPRESENTATIONS (MAY 2004)

19. 52.219-6 NOTICE OF TOTAL SMALL BUSINESS SET-ASIDE (JUN 2003)

20. 52.222-12 CONTRACT TERMINATION--DEBARMENT (FEB 1988)

21. 52.222-50 COMBATING TRAFFICKING IN PERSONS (AUG 2007)

22. 52.232-1 PAYMENTS (APR 1984)

23. 52.232-18 AVAILABILITY OF FUNDS (APR 1984)

24. 52.232-19 AVAILABILITY OF FUNDS FOR THE NEXT FISCAL YEAR (APR 1984)

25. 52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER--CENTRAL CONTRACTOR REGISTRATION (OCT 2003)

26. 52.233-1 DISPUTES (JUL 2002)

27. 52.233-3 PROTEST AFTER AWARD (AUG 1996)

28. 52.243-1 I CHANGES--FIXED-PRICE (AUG 1987)--ALTERNATE I (APR 1984)

TC "1. 52.204-7 CENTRAL CONTRACTOR REGISTRATION (JULY 2006)" \f C \l "2"

1. 52.204-7 CENTRAL CONTRACTOR REGISTRATION (JULY 2006)

(Reference 4.1104) TC "2. 52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL (SEP 2007)" \f C \l "2"

2. 52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL (SEP 2007)

(Reference 4.1303) TC "3. 52.211-6 BRAND NAME OR EQUAL (AUG 1999)" \f C \l "2"

3. 52.211-6 BRAND NAME OR EQUAL (AUG 1999)

(Reference 11.107) TC "4. 52.213-2 INVOICES (APR 1984)" \f C \l "2"

4. 52.213-2 INVOICES (APR 1984)

(Reference 13.302-5) TC "5. 52.213-3 NOTICE TO SUPPLIER (APR 1984)" \f C \l "2"

5. 52.213-3 NOTICE TO SUPPLIER (APR 1984)

(Reference 13.302-5) TC "6. 52.214-34 SUBMISSION OF OFFERS IN THE ENGLISH LANGUAGE (APR 1991)" \f C \l "2"

6. 52.214-34 SUBMISSION OF OFFERS IN THE ENGLISH LANGUAGE (APR 1991)

(Reference 14.201-6) TC "7. 52.225-13 RESTRICTIONS ON CERTAIN FOREIGN PURCHASES (FEB 2006)" \f C \l "2"

7. 52.225-13 RESTRICTIONS ON CERTAIN FOREIGN PURCHASES (FEB 2006)

(Reference 25.1103) TC "8. 52.228-5 INSURANCE--WORK ON A GOVERNMENT INSTALLATION (JAN 1997)" \f C \l "2"

8. 52.228-5 INSURANCE--WORK ON A GOVERNMENT INSTALLATION (JAN 1997)

(Reference 28.310) TC "9. 52.232-25 PROMPT PAYMENT (OCT 2003)" \f C \l "2"

9. 52.232-25 PROMPT PAYMENT (OCT 2003)

(Reference 32.908) TC "10. 52.233-4 APPLICABLE LAW FOR BREACH OF CONTRACT CLAIM (OCT 2004)" \f C \l "2"

10. 52.233-4 APPLICABLE LAW FOR BREACH OF CONTRACT CLAIM (OCT 2004)

(Reference 33.215) TC "11. 52.237-1 SITE VISIT (APR 1984)" \f C \l "2"

11. 52.237-1 SITE VISIT (APR 1984)

(Reference 37.105) TC "12. 52.237-2 PROTECTION OF GOVERNMENT BUILDINGS, EQUIPMENT, AND VEGETATION (APR 1984)" \f C \l "2"

12. 52.237-2 PROTECTION OF GOVERNMENT BUILDINGS, EQUIPMENT, AND VEGETATION (APR 1984) (Reference 37.110) TC "13. 52.247-34 F.O.B. DESTINATION (NOV 1991)" \f C \l "2"

13. 52.247-34 F.O.B. DESTINATION (NOV 1991)

(Reference 47.303-6) TC "14. 52.249-2 TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (FIXED-PRICE) (MAY 2004)" \f C \l "2"

14. 52.249-2 TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (FIXED-PRICE) (MAY 2004) (Reference 49.502) TC "15. 52.212-1 INSTRUCTIONS TO OFFERORS--COMMERCIAL ITEMS (NOV 2007)" \f C \l "2"

15. 52.212-1 INSTRUCTIONS TO OFFERORS--COMMERCIAL ITEMS (NOV 2007)

(a) "North American Industry Classification System (NAICS) code and small business size standard." The NAICS code and small business size standard for this acquisition appear in Block 10 of the solicitation cover sheet (SF 1449). However, the small business size standard for a concern which submits an offer in its own name, but which proposes to furnish an item which it did not itself manufacture, is 500 employees.

(b) "Submission of offers." Submit signed and dated offers to the office specified in this solicitation at or before the exact time specified in this solicitation. Offers may be submitted on the SF 1449, letterhead stationery, or as otherwise specified in the solicitation. As a minimum, offers must show--

(1) The solicitation number;

(2) The time specified in the solicitation for receipt of offers;

(3) The name, address, and telephone number of the offeror;

(4) A technical description of the items being offered in sufficient detail to evaluate compliance with the requirements in the solicitation. This may include product literature, or other documents, if necessary;

(5) Terms of any express warranty;

(6) Price and any discount terms;

(7) "Remit to" address, if different than mailing address;

(8) A completed copy of the representations and certifications at FAR 52.212-3 (see FAR 52.212-3(l) for those representations and certifications that the offeror shall complete electronically);

(9) Acknowledgment of Solicitation Amendments;

(10) Past performance information, when included as an evaluation factor, to include recent and relevant contracts for the same or similar items and other references (including contract numbers, points of contact with telephone numbers and other relevant information); and

(11) If the offer is not submitted on the SF 1449, include a statement specifying the extent of agreement with all terms, conditions, and provisions included in the solicitation. Offers that fail to furnish required representations or information, or reject the terms and conditions of the solicitation may be excluded from consideration.

(c) "Period for acceptance of offers." The offeror agrees to hold the prices in its offer firm for 30 calendar days from the date specified for receipt of offers, unless another time period is specified in an addendum to the solicitation.

(d) "Product samples." When required by the solicitation, product samples shall be submitted at or prior to the time specified for receipt of offers. Unless otherwise specified in this solicitation, these samples shall be submitted at no expense to the Government, and returned at the sender's request and expense, unless they are destroyed during preaward testing.

(e) "Multiple offers." Offerors are encouraged to submit multiple offers presenting alternative terms and conditions or commercial items for satisfying the requirements of this solicitation. Each offer submitted will be evaluated separately.

(f) "Late submissions, modifications, revisions, and withdrawals of offers."

(1) Offerors are responsible for submitting offers, and any modifications, revisions, or withdrawals, so as to reach the Government office designated in the solicitation by the time specified in the solicitation. If no time is specified in the solicitation, the time for receipt is 4:30 p.m., local time, for the designated Government office on the date that offers or revisions are due.

(2)

(i) Any offer, modification, revision, or withdrawal of an offer received at the Government office designated in the solicitation after the exact time specified for receipt of offers is "late" and will not be considered unless it is received before award is made, the Contracting Officer determines that accepting the late offer would not unduly delay the acquisition; and--

(A) If it was transmitted through an electronic commerce method authorized by the solicitation, it was received at the initial point of entry to the Government infrastructure not later than 5:00 p.m. one working day prior to the date specified for receipt of offers; or

(B) There is acceptable evidence to establish that it was received at the Government installation designated for receipt of offers and was under the Government's control prior to the time set for receipt of offers; or

(C) If this solicitation is a request for proposals, it was the only proposal received.

(ii) However, a late modification of an otherwise successful offer, that makes its terms more favorable to the Government, will be considered at any time it is received and may be accepted.

(3) Acceptable evidence to establish the time of receipt at the Government installation includes the time/date stamp of that installation on the offer wrapper, other documentary evidence of receipt maintained by the installation, or oral testimony or statements of Government personnel.

(4) If an emergency or unanticipated event interrupts normal Government processes so that offers cannot be received at the Government office designated for receipt of offers by the exact time specified in the solicitation, and urgent Government requirements preclude amendment of the solicitation or other notice of an extension of the closing date, the time specified for receipt of offers will be deemed to be extended to the same time of day specified in the solicitation on the first work day on which normal Government processes resume.

(5) Offers may be withdrawn by written notice received at any time before the exact time set for receipt of offers. Oral offers in response to oral solicitations may be withdrawn orally. If the solicitation authorizes facsimile offers, offers may be withdrawn via facsimile received at any time before the exact time set for receipt of offers, subject to the conditions specified in the solicitation concerning facsimile offers. An offer may be withdrawn in person by an offeror or its authorized representative if, before the exact time set for receipt of offers, the identity of the person requesting withdrawal is established and the person signs a receipt for the offer.

(g) "Contract award (not applicable to Invitation for Bids)." The Government intends to evaluate offers and award a contract without discussions with offerors. Therefore, the offeror's initial offer should contain the offeror's best terms from a price and technical standpoint. However, the Government reserves the right to conduct discussions if later determined by the Contracting Officer to be necessary. The Government may reject any or all offers if such action is in the public interest; accept other than the lowest offer; and waive informalities and minor irregularities in offers received.

(h)" Multiple awards." The Government may accept any item or group of items of an offer, unless the offeror qualifies the offer by specific limitations. Unless otherwise provided in the Schedule, offers may not be submitted for quantities less than those specified. The Government reserves the right to make an award on any item for a quantity less than the quantity offered, at the unit prices offered, unless the offeror specifies otherwise in the offer.

(i) "Availability of requirements documents cited in the solicitation."

(1)

(i) The GSA Index of Federal Specifications, Standards and Commercial Item Descriptions, FPMR Part 101-29, and copies of specifications, standards, and commercial item descriptions cited in this solicitation may be obtained for a fee by submitting a request to--

GSA Federal Supply Service Specifications Section

Suite 8100

470 East L'Enfant Plaza, SW

Washington, DC 20407

Telephone (202) 619-8925

Facsimile (202) 619-8978.

(ii) If the General Services Administration, Department of Agriculture, or Department of Veterans Affairs issued this solicitation, a single copy of specifications, standards, and commercial item descriptions cited in this solicitation may be obtained free of charge by submitting a request to the addressee in paragraph (i)(1)(i) of this provision. Additional copies will be issued for a fee.

(2) Most unclassified Defense specifications and standards may be downloaded from the following ASSIST websites:

(i) ASSIST (http://assist.daps.dla.mil).

(ii) Quick Search (http://assist.daps.dla.mil/quicksearch).

(iii) ASSISTdocs.com (http://assistdocs.com).

(3) Documents not available from ASSIST may be ordered from the Department of Defense Single Stock Point (DoDSSP) by¿

(i) Using the ASSIST Shopping Wizard (http://assist.daps.dla.mil/wizard);

(ii) Phoning the DoDSSP Customer Service Desk (215) 697-2179, Mon-Fri, 0730 to 1600 EST; or

(iii) Ordering from DoDSSP, Building 4, Section D, 700 Robbins Avenue, Philadelphia, PA 19111-5094, Telephone (215) 697-2667/2179, Facsimile (215) 697-1462.

(4) Nongovernment (voluntary) standards must be obtained from the organization responsible for their preparation, publication, or maintenance.

(j) "Data Universal Numbering System (DUNS) Number." (Applies to all offers exceeding $3,000, and offers of $3,000 or less if the solicitation requires the Contractor to be registered in the Central Contractor Registration (CCR) database. The offeror shall enter, in the block with its name and address on the cover page of its offer, the annotation "DUNS" or "DUNS+4" followed by the DUNS or DUNS+4 number that identifies the offeror's name and address. The DUNS+4 is the DUNS number plus a 4-character suffix that may be assigned at the discretion of the offeror to establish additional CCR records for identifying alternative Electronic Funds Transfer (EFT) accounts (see FAR Subpart 32.11) for the same parent concern. If the offeror does not have a DUNS number, it should contact Dun and Bradstreet directly to obtain one. An offeror within the United States may contact Dun and Bradstreet by calling 1-866-705-5711 or via the internet at http://www.dnb.com. An offeror located outside the United States must contact the local Dun and Bradstreet office for a DUNS number.

(k) "Central Contractor Registration." Unless exempted by an addendum to this solicitation, by submission of an offer, the offeror acknowledges the requirement that a prospective awardee shall be registered in the CCR database prior to award, during performance and through final payment of any contract resulting from this solicitation. If the Offeror does not become registered in the CCR database in the time prescribed by the Contracting Officer, the Contracting Officer will proceed to award to the next otherwise successful registered Offeror. Offerors 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.

(l) "Debriefing." If a post-award debriefing is given to requesting offerors, the Government shall disclose the following information, if applicable:

(1) The agency's evaluation of the significant weak or deficient factors in the debriefed offeror's offer.

(2) The overall evaluated cost or price and technical rating of the successful and the debriefed offeror and past performance information on the debriefed offeror.

(3) The overall ranking of all offerors, when any ranking was developed by the agency during source selection.

(4) A summary of the rationale for award;

(5) For acquisitions of commercial items, the make and model of the item to be delivered by the successful offeror.

(6) Reasonable responses to relevant questions posed by the de briefed offeror as to whether source-selection procedures set forth in the solicitation, applicable regulations, and other applicable authorities were followed by the agency.

(End of Provision) TC "16. 52.212-4 CONTRACT TERMS AND CONDITIONS--COMMERCIAL ITEMS (FEB 2007)" \f C \l "2"

16. 52.212-4 CONTRACT TERMS AND CONDITIONS--COMMERCIAL ITEMS (FEB 2007)

(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;

(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 immediately notify the Contracting Officer and request instructions for disposition of the overpayment.

(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 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 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…