HC102818D0012_HC104725F6220 FE.pdf

6. ISSUED BY CODE

HC102818D0012

1. CONTRACT/PURCH. ORDER/

AGREEMENT NO.

HC1047

2. DELIVERY ORDER/ CALL NO.

HC104725F6220

45PAGE 1 OF

5. PRIORITY

CODE

8. DELIVERY FOB

DESTINATIONX

OTHER

(See Schedule if other)

ORDER FOR SUPPLIES OR SERVICES

3. DATE OF ORDER/CALL

2025 Jun 15

4. REQ./ PURCH. REQUEST NO.

See Schedule

SEE ITEM 6

DISA/DITCO-NCR

POX BOX 549

FORT MEADE MD 20755

7. ADMINISTERED BY (if other than 6)

(YYYYMMMDD)

10. DELIVER TO FOB POINT BY (Date)

(YYYYMMMDD)

ECS FEDERAL, LLC

2750 PROSPERITY AVE STE 600

FAIRFAX VA 22031-4312

SHANNON AVERY

CODE 1T1E59. CONTRACTOR FACILITY

SEE SCHEDULE

12. DISCOUNT TERMS

MARK IF BUSINESS IS11.

SMALL

SMALL

DISADVANTAGED

WOMEN-OWNED

13. MAIL INVOICES TO THE ADDRESS IN BLOCK

See Item 15

25. TOTAL $5,982,136.00

DISA ACQ/SD/SD2

6914 COOPER AVE

FT MEADE MD 20755-7088

PIERRELUC VOLCY

X

17. ACCOUNTING AND APPROPRIATION DATA/ LOCAL USE

CODE

18. ITEM NO. 19. SCHEDULE OF SUPPLIES/ SERVICES

* If quantity accepted by the Government is same as quantity accepted below quantity ordered and encircle.

DELIVERY/16.

14. SHIP TO

See Schedule

HC1047 HQ0810

MARK ALL

PACKAGES AND

PAPERS WITH

IDENTIFICATIO N

NUMBERS IN

BLO CKS 1 AND 2.

23. AMOUNT

15. PAYMENT WILL BE MADE BY CODE

DFAS COLUMBUS HQ0810

ATTN HQ0810

PO BOX 182317

COLUMBUS OH 43218-2317

This delivery order/call is issued on another Government agency or in accordance with and subject to terms and conditions of above numbered contract.

TYPE CALL

OF PURCHASE

ORDER

SEE SCHEDULE

24. UNITED STATES OF AMERICA

TEL:

EMAIL:

CONTRACTING / ORDERING OFFICER

quantity ordered, indicate by X. If different, enter actual

BY:

1If this box is marked, supplier must sign Acceptance and return the following number of copies:X

NAME OF CONTRACTOR SIGNATURE TYPED NAME AND TITLE

(YYYYMMMDD)

DATE SIGNED

ACCEPTANCE. THE CONTRACTOR HEREBY ACCEPTS THE OFFER REPRESENTED BY THE NUMBERED PURCHASE ORDER AS IT MAY PREVIOUSLY HAVE BEEN OR IS NOW MODIFIED, SUBJECT TO ALL OF THE TERMS

AND CONDITIONS SET FORTH, AND AGREES TO PERFORM THE SAME.

Reference your quote dated

Furnish the following on terms specified herein. REF:

20. QUANTITY

ORDERED/

ACCEPTED*

21. UNIT 22. UNIT PRICE

DIFFERENCES

26.

INSPECTED RECEIVED ACCEPTED, AND CONFORMS TO THE

CONTRACT EXCEPT AS NOTED

27a. QUANTITY IN COLUMN 20 HAS BEEN

(YYYYMMMDD)

c. DATE d. PRINTED NAME AND TITLE OF AUTHORIZED

GOVERNMENT REPRESENTATIVE

b. SIGNATURE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE

36. I certify this account is correct and proper for payment.

g. E-MAIL ADDRESSf. TELEPHONE NUMBER

a. DATE

(YYYYMMMDD)

b. SIGNATURE AND TITLE OF CERTIFYING OFFICER

28. SHIP NO. 29. DO VOUCHER NO. 30.

INITIALS

32. PAID BY 33. AMOUNT VERIFIED

CORRECT FOR

35. BILL OF LADING NO.

34. CHECK NUMBER

37. RECEIVED AT 38. RECEIVED BY

(YYYYMMMDD)

31. PAYMENT

COMPLETE

PARTIAL

FINAL

PARTIAL

FINAL

DD Form 1155, DEC 2001 PREVIOUS EDITION IS OBSOLETE.

39. DATE RECEIVED 40.TOTAL

CONTAINERS

41. S/R ACCOUNT NO. 42. S/R VOUCHER NO.

ADDRESS

AND

NAME

Shannon Avery, Sr. Contracts Administrator 06 June 2025ECS Federal, LLC

HC104725F6220

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0001 1 Lot $583,422.40 $583,422.40 PWS 6.1 - Program Management (FFP)

FFP

The Contractor shall provide firm fixed-price labor to complete PWS Task 6.1 in accordance with the Performance Work Statement.

The period of performance is June 15, 2025, through March 14, 2026.

*** THIS CLIN SHALL BE BILLED / PAID MONTHLY IN ARREARS.**

FOB: Destination

BRAND NAME/SOLE SOURCE: SS

PURCHASE REQUEST NUMBER: BONO

PSC CD: DA01

NET AMT $583,422.40

000101 $0.00 Funding in support of CLIN 0001

FFP

Funding in support of CLIN 0001 from MIPR HC109125SD20046 in the amount of $105,066.70.

PURCHASE REQUEST NUMBER: HC109125SD20046

NET AMT $0.00

ACRN AB

CIN: HC109125SD200460001

$105,066.70

000102 $0.00 Funding in support of CLIN 0001

FFP

Funding in support of CLIN 0001 form MIPR HC109125SD20063 in the amount of $478,355.70.

PURCHASE REQUEST NUMBER: HC109125SD20063

ACRN AA

CIN: HC109125SD200630001

$478,355.70

0002 1 Lot $56,112.00 $56,112.00 PWS 6.2 - Risk Management (FFP)

FFP

The Contractor shall provide firm fixed-price labor to complete PWS Task 6.2 in accordance with the Performance Work Statement.

The period of performance is June 15, 2025, through March 14, 2026.

*** THIS CLIN SHALL BE BILLED / PAID MONTHLY IN ARREARS.**

FOB: Destination

BRAND NAME/SOLE SOURCE: SS

NET AMT $56,112.00

000201 $0.00 Funding in support of CLIN 0002

FFP

Funding in support of CLIN 0002 from MIPR HC109125SD20046 in the amount of $56,112.00.

$56,112.00

0003 1 Lot $384,768.00 $384,768.00 PWS 6.3 - Requirements Analysis (FFP)

FFP

The Contractor shall provide firm fixed-price labor to complete PWS Task 6.3 in accordance with the Performance Work Statement.

The period of performance is June 15, 2025, through March 14, 2026.

*** THIS CLIN SHALL BE BILLED / PAID MONTHLY IN ARREARS.**

FOB: Destination

NET AMT $384,768.00

000301 $0.00 Funding in support of CLIN 0003

FFP

Funding in support of CLIN 0003 from MIPR HC109125SD20046 in the amount of $105,614.65.

$105,614.65

000302 $0.00 Funding in support of CLIN 0003

FFP

Funding in support of CLIN 0003 form MIPR HC109125SD20063 in the amount of $279,153.35.

$279,153.35

0004 1 Lot $384,768.00 $384,768.00 PWS 6.4-Migration of Data Optional (FFP)

FFP

The Contractor shall provide firm fixed-price labor to complete PWS Task 6.4 in accordance with the Performance Work Statement.

The period of performance is June 15, 2025, through March 14, 2026.

*** THIS CLIN SHALL BE BILLED / PAID MONTHLY IN ARREARS.**

FOB: Destination

NET AMT $384,768.00

000401 $0.00 Funding in support of CLIN 0004

FFP

Funding in support of CLIN 0004 from MIPR HC109125SD20046 in the amount of $198,740.10.

$198,740.10

000402 $0.00 Funding in support of CLIN 0004

FFP

Funding in support of CLIN 0004 form MIPR HC109125SD20063 in the amount of $186,027.90.

$186,027.90

0005 1 Lot $891,720.00 $891,720.00 PWS 6.5 - Help Desk Support (FFP)

FFP

The Contractor shall provide firm fixed-price labor to complete PWS Task 6.5 in accordance with the Performance Work Statement.

The period of performance is June 15, 2025, through March 14, 2026.

*** THIS CLIN SHALL BE BILLED / PAID MONTHLY IN ARREARS.**

FOB: Destination

NET AMT $891,720.00

000501 $0.00 Funding in support of CLIN 0005

FFP

Funding in support of CLIN 0005 from MIPR HC109125SD20046 in the amount of $485,051.50.

$485,051.50

000502 $0.00 Funding in support of CLIN 0005

FFP

Funding in support of CLIN 0005 form MIPR HC109125SD20063 in the amount of $406,668.50.

$406,668.50

0006 1 Lot $3,334,881.60 $3,334,881.60 PWS 6.6 - Maintenance (FFP)

FFP

The Contractor shall provide firm fixed-price labor to complete PWS Task 6.6 in accordance with the Performance Work Statement.

The period of performance is June 15, 2025, through March 14, 2026.

*** THIS CLIN SHALL BE BILLED / PAID MONTHLY IN ARREARS.**

FOB: Destination

NET AMT $3,334,881.60

000601 $0.00 Funding in support of CLIN 0006

FFP

Funding in support of CLIN 0006 from MIPR HC109125SD20046 in the amount of $307,542.30.

$307,542.30

000602 $0.00 Funding in support of CLIN 0006

FFP

Funding in support of CLIN 0006 form MIPR HC109125SD20063 in the amount of $3,027,339.30.

$3,027,339.30

0007 1 Lot $346,464.00 $346,464.00 PWS 6.7-Cyber Security/IA Support (FFP)

FFP

The Contractor shall provide firm fixed-price labor to complete PWS Task 6.7 in accordance with the Performance Work Statement.

The period of performance is June 15, 2025, through March 14, 2026.

*** THIS CLIN SHALL BE BILLED / PAID MONTHLY IN ARREARS.**

FOB: Destination

NET AMT $346,464.00

000701 $0.00 Funding in support of CLIN 0007

FFP

Funding in support of CLIN 0007 from MIPR HC109125SD20046 in the amount of $89,473.75.

$89,473.75

000702 $0.00 Funding in support of CLIN 0007

FFP

Funding in support of CLIN 0007 form MIPR HC109125SD20063 in the amount of $256,990.25

$256,990.25

9999 1 Lot $1,495,534.00 NTE

OPTION SURGE

COST

Surge modifications will be in-scope to provide increased support for the defined task areas of the PWS. If the Government determines that an increased quantity of support is required for the task areas defined in the PWS/SOW, the Government reserves the right to exercise the surge option unilaterally.

The period of performance is June 15, 2025, through March 14, 2026.

FOB: Destination

ESTIMATED COST $1,495,534.00

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 Destination Government Destination Government 000101 N/A N/A N/A N/A 000102 N/A N/A N/A N/A 0002 Destination Government Destination Government 000201 N/A N/A N/A N/A 0003 Destination Government Destination Government 000301 N/A N/A N/A N/A 000302 N/A N/A N/A N/A 0004 Destination Government Destination Government 000401 N/A N/A N/A N/A 000402 N/A N/A N/A N/A 0005 Destination Government Destination Government 000501 N/A N/A N/A N/A 000502 N/A N/A N/A N/A 0006 Destination Government Destination Government 000601 N/A N/A N/A N/A 000602 N/A N/A N/A N/A 0007 Destination Government Destination Government 000701 N/A N/A N/A N/A 000702 N/A N/A N/A N/A 9999 Destination Government Destination Government

Section F - Deliveries or Performance

DELIVERY INFORMATION

CLIN DELIVERY DATE QUANTITY SHIP TO ADDRESS DODAAC /

CAGE

0001 POP 15-JUN-2025 TO

14-MAR-2026

N/A DISA ACQ/SD/SD2

6914 COOPER AVE

FT MEADE MD 20755-7088

PIERRELUC VOLCY

301 225-3205 FOB: Destination

HC1047

000101 N/A N/A N/A N/A

000102 N/A N/A N/A N/A

0002 POP 15-JUN-2025 TO

14-MAR-2026

N/A DISA ACQ/SD/SD2

6914 COOPER AVE

FT MEADE MD 20755-7088

PIERRELUC VOLCY

301 225-3205

000201 N/A N/A N/A N/A

0003 POP 15-JUN-2025 TO

14-MAR-2026

N/A DISA ACQ/SD/SD2

6914 COOPER AVE

FT MEADE MD 20755-7088

PIERRELUC VOLCY

301 225-3205

000301 N/A N/A N/A N/A

000302 N/A N/A N/A N/A

0004 POP 15-JUN-2025 TO

14-MAR-2026

N/A DISA ACQ/SD/SD2

6914 COOPER AVE

FT MEADE MD 20755-7088

PIERRELUC VOLCY

301 225-3205

000401 N/A N/A N/A N/A

000402 N/A N/A N/A N/A

0005 POP 15-JUN-2025 TO

14-MAR-2026

N/A DISA ACQ/SD/SD2

6914 COOPER AVE

FT MEADE MD 20755-7088

PIERRELUC VOLCY

301 225-3205

000501 N/A N/A N/A N/A

000502 N/A N/A N/A N/A

0006 POP 15-JUN-2025 TO

14-MAR-2026

N/A DISA ACQ/SD/SD2

6914 COOPER AVE

FT MEADE MD 20755-7088

PIERRELUC VOLCY

301 225-3205

000601 N/A N/A N/A N/A

000602 N/A N/A N/A N/A

0007 POP 15-JUN-2025 TO

14-MAR-2026

N/A DISA ACQ/SD/SD2

6914 COOPER AVE

FT MEADE MD 20755-7088

PIERRELUC VOLCY

301 225-3205

000701 N/A N/A N/A N/A

000702 N/A N/A N/A N/A

9999 POP 15-JUN-2025 TO

14-MAR-2026

N/A DISA ACQ/SD/SD2

6914 COOPER AVE

FT MEADE MD 20755-7088

PIERRELUC VOLCY

301 225-3205

Section G - Contract Administration Data

ACCOUNTING AND APPROPRIATION DATA

AA:

^^^097^2025^^X^4930^005^DISNGF^2578^R^0000000000000000^^^^^5F20^09700829^044453^TS0000^SD2000^DBSDSF^000000.000000^257

8^HC109125SD20063^^

AMOUNT: $4,634,535.00

AB:

^^^097^2024^^X^4930^005^DISNGF^2578^R^0000000000000000^^^^^5F20^09700829^044453^TS0000^SD2000^DBSDSF^000000.000000^257

8^HC109125SD20046^^

AMOUNT: $1,347,601.00

ACRN CLIN/SLIN CIN AMOUNT

AA 000102 HC109125SD200630001 $478,355.70

000302 HC109125SD200630001 $279,153.35

000402 HC109125SD200630001 $186,027.90

000502 HC109125SD200630001 $406,668.50

000602 HC109125SD200630001 $3,027,339.30

000702 HC109125SD200630001 $256,990.25

AB 000101 HC109125SD200460001 $105,066.70

000201 HC109125SD200460001 $56,112.00

000301 HC109125SD200460001 $105,614.65

000401 HC109125SD200460001 $198,740.10

000501 HC109125SD200460001 $485,051.50

000601 HC109125SD200460001 $307,542.30

000701 HC109125SD200460001 $89,473.75

Section I - Contract Clauses

CLAUSES INCORPORATED BY REFERENCE

52.228-5 Insurance - Work On A Government Installation JAN 1997 52.245-1 Government Property SEP 2021 52.245-9 Use And Charges APR 2012 252.203-7000 Requirements Relating to Compensation of Former DoD

Officials

SEP 2011

252.203-7002 Requirement to Inform Employees of Whistleblower Rights DEC 2022 252.203-7003 Agency Office of the Inspector General AUG 2019 252.204-7000 Disclosure Of Information OCT 2016 252.204-7003 Control Of Government Personnel Work Product APR 1992 252.204-7004 Antiterrorism Awareness Training for Contractors JAN 2023 252.204-7009 Limitations on the Use or Disclosure of Third-Party

Contractor Reported Cyber Incident Information

JAN 2023

252.204-7012 (Dev) Safeguarding Covered Defense Information and Cyber Incident Reporting (DEVIATION 2024-O0013 REVISION 1)

MAY 2024

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

JAN 2023

252.204-7020 NIST SP 800-171 DoD Assessment Requirements NOV 2023 252.204-7023 Reporting Requirements for Contracted Services. JUL 2021 252.205-7000 Provision Of Information To Cooperative Agreement Holders OCT 2024 252.209-7004 Subcontracting With Firms That Are Owned or Controlled By

The Government of a Country that is a State Sponsor of Terrorism

MAY 2019

252.211-7008 Use of Government-Assigned Serial Numbers SEP 2010 252.223-7006 Prohibition On Storage, Treatment, and Disposal of Toxic or

Hazardous Materials

SEP 2014

252.223-7008 Prohibition of Hexavalent Chromium JAN 2023 252.225-7012 Preference For Certain Domestic Commodities APR 2022 252.225-7048 Export-Controlled Items JUN 2013 252.225-7052 Restriction on the Acquisition of Certain Magnets, Tantalum, and Tungsten.

MAY 2024

252.225-7056 Prohibition Regarding Business Operations with the Maduro Regime

JAN 2023

252.225-7967 (Dev) Prohibition Regarding Russian Fossil Fuel Business Operations (Deviation 2024-O0006).

MAR 2024

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

JAN 2023

252.232-7003 Electronic Submission of Payment Requests and Receiving Reports

DEC 2018

252.232-7010 Levies on Contract Payments DEC 2006 252.237-7010 Prohibition on Interrogation of Detainees by Contractor

Personnel

JAN 2023

252.239-7000 Protection Against Compromising Emanations OCT 2019 252.239-7001 Information Assurance Contractor Training and Certification JAN 2008 252.239-7010 Cloud Computing Services JAN 2023 252.239-7018 Supply Chain Risk DEC 2022 252.241-7001 Government Access DEC 1991 252.243-7001 Pricing Of Contract Modifications DEC 1991 252.243-7002 Requests for Equitable Adjustment DEC 2022

252.244-7000 Subcontracts for Commercial Products or Commercial Services

NOV 2023

252.245-7003 Contractor Property Management System Administration JAN 2025 252.245-7005 Management and Reporting of Government Property JAN 2024 252.247-7023 Transportation of Supplies by Sea JAN 2023

CLAUSES INCORPORATED BY FULL TEXT

52.204-25 PROHIBITION ON CONTRACTING FOR CERTAIN TELECOMMUNICATIONS AND VIDEO

SURVEILLANCE SERVICES OR EQUIPMENT (NOV 2021)

(a) Definitions. As used in this clause--

Backhaul means intermediate links between the core network, or backbone network, and the small subnetworks at the edge of the network (e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet).

Covered foreign country means The People's Republic of China.

Covered telecommunications equipment or services means--

(1) Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities);

(2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities);

(3) Telecommunications or video surveillance services provided by such entities or using such equipment; or

(4) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.

Critical technology means--

(1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations;

(2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal Regulations, and controlled--

(i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology; or

(ii) For reasons relating to regional stability or surreptitious listening;

(3) Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities);

(4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material);

(5) Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of title 9 of such Code, or part 73 of title 42 of such Code; or

(6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018 (50 U.S.C. 4817).

Interconnection arrangements means arrangements governing the physical connection of two or more networks to allow the use of another's network to hand off traffic where it is ultimately delivered (e.g., connection of a customer of telephone provider A to a customer of telephone company B) or sharing data and other information resources.

Reasonable inquiry means an inquiry designed to uncover any information in the entity's possession about the identity of the producer or provider of covered telecommunications equipment or services used by the entity that excludes the need to include an internal or third-party audit.

Roaming means cellular communications services (e.g., voice, video, data) received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high.

Substantial or essential component means any component necessary for the proper function or performance of a piece of equipment, system, or service.

(b) Prohibition.

(1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L.

115-232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. The Contractor is prohibited from providing to the Government any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104.

(2) Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L.

115-232) prohibits the head of an executive agency on or after August 13, 2020, from entering into a contract, or extending or renewing a contract, with an entity that uses any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract.

(c) Exceptions. This clause does not prohibit contractors from providing--

(1) A service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or

(2) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles.

(d) Reporting requirement.

(1) In the event the Contractor identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Contractor is notified of such by a subcontractor at any tier or by any other source, the Contractor shall report the information in paragraph (d)(2) of this clause to the Contracting Officer, unless elsewhere in this contract are established procedures for reporting the information; in the case of the Department of Defense, the Contractor shall report to the website at https://dibnet.dod.mil. For indefinite delivery contracts, the Contractor shall report to the Contracting Officer for the indefinite delivery contract and the Contracting Officer(s) for any affected order or, in the case of the Department of Defense, identify both the indefinite delivery contract and any affected orders in the report provided at https://dibnet.dod.mil.

(2) The Contractor shall report the following information pursuant to paragraph (d)(1) of this clause:

(i) Within one business day from the date of such identification or notification: The contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended.

(ii) Within 10 business days of submitting the information in paragraph (d)(2)(i) of this clause: Any further available information about mitigation actions undertaken or recommended. In addition, the Contractor shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services.

(e) Subcontracts. The Contractor shall insert the substance of this clause, including this paragraph (e) and excluding paragraph (b)(2), in all subcontracts and other contractual instruments, including subcontracts for the acquisition of commercial products or commercial services.

(End of clause)

52.212-4 CONTRACT TERMS AND CONDITIONS -- COMMERCIAL PRODUCTS AND

COMMERCIAL SERVICES (NOV 2023) ALTERNATE I (NOV 2021)

(a) Inspection/Acceptance.

(1) The Government has the right to inspect and test all materials furnished and services performed under this contract, to the extent practicable at all places and times, including the period of performance, and in any event before acceptance. The Government may also inspect the plant or plants of the Contractor or any subcontractor engaged in contract performance. The Government will perform inspections and tests in a manner that will not unduly delay the work.

(2) If the Government performs inspection or tests on the premises of the Contractor or a subcontractor, the Contractor shall furnish and shall require subcontractors to furnish all reasonable facilities and assistance for the safe and convenient performance of these duties.

(3) Unless otherwise specified in the contract, the Government will accept or reject services and materials at the place of delivery as promptly as practicable after delivery, and they will be presumed accepted 60 days after the date of delivery, unless accepted earlier.

(4) At any time during contract performance, but not later than 6 months (or such other time as may be specified in the contract) after acceptance of the services or materials last delivered under this contract, the Government may https://dibnet.dod.mil/ https://dibnet.dod.mil/ require the Contractor to replace or correct services or materials that at time of delivery failed to meet contract requirements. Except as otherwise specified in paragraph (a)(6) of this clause, the cost of replacement or correction shall be determined under paragraph (i) of this clause, but the “hourly rate” for labor hours incurred in the replacement or correction shall be reduced to exclude that portion of the rate attributable to profit. Unless otherwise specified below, the portion of the “hourly rate” attributable to profit shall be 10 percent. The Contractor shall not tender for acceptance materials and services required to be replaced or corrected without disclosing the former requirement for replacement or correction, and, when required, shall disclose the corrective action taken. ____ (Insert portion of labor rate attributable to profit.)

(5) If the Contractor fails to proceed with reasonable promptness to perform required replacement or correction, and if the replacement or correction can be performed within the ceiling price (or the ceiling price as increased by the Government), the Government may—

(A) By contract or otherwise, perform the replacement or correction, charge to the Contractor any increased cost, or deduct such increased cost from any amounts paid or due under this contract; or

(B) Terminate this contract for cause.

(ii) Failure to agree to the amount of increased cost to be charged to the Contractor shall be a dispute under the Disputes clause of the contract.

(6) Notwithstanding paragraphs (a)(4) and (5) above, the Government may at any time require the Contractor to remedy by correction or replacement, without cost to the Government, any failure by the Contractor to comply with the requirements of this contract, if the failure is due to—

(i) Fraud, lack of good faith, or willful misconduct on the part of the Contractor's managerial personnel; or

(ii) The conduct of one or more of the Contractor’s employees selected or retained by the Contractor after any of the Contractor’s managerial personnel has reasonable grounds to believe that the employee is habitually careless or unqualified.

(7) This clause applies in the same manner and to the same extent to corrected or replacement materials or services as to materials and services originally delivered under this contract.

(8) The Contractor has no obligation or liability under this contract to correct or replace materials and services that at time of delivery do not meet contract requirements, except as provided in this clause or as may be otherwise specified in the contract.

(9) Unless otherwise specified in the contract, the Contractor's obligation to correct or replace Government-furnished property shall be governed by the clause pertaining to Government property.

(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 41 U.S.C. chapter 71, Contract Disputes. 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 Federal Acquisition Regulation (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.

(1) The clause at FAR 52.202-1, Definitions, is incorporated herein by reference. As used in this clause—

(i) Direct materials means those materials that enter directly into the end product, or that are used or consumed directly in connection with the furnishing of the end product or service.

(ii) Hourly rate means the rate(s) prescribed in the contract for payment for labor that meets the labor category qualifications of a labor category specified in the contract that are—

(A) Performed by the contractor;

(B) Performed by the subcontractors; or

(C) Transferred between divisions, subsidiaries, or affiliates of the contractor under a common control.

(iii) Materials means—

(A) Direct materials, including supplies transferred between divisions, subsidiaries, or affiliates of the contractor under a common control;

(B) Subcontracts for supplies and incidental services for which there is not a labor category specified in the contract;

(C) Other direct costs (e.g., incidental services for which there is not a labor category specified in the contract, travel, computer usage charges, etc.);

(D) The following subcontracts for services which are specifically excluded from the hourly rate: ____ (Insert any subcontracts for services to be excluded from the hourly rates prescribed in the schedule); and

(E) Indirect costs specifically provided for in this clause.

(iv) Subcontract means any contract, as defined in FAR Subpart 2.1, entered into with a subcontractor to furnish supplies or services for performance of the prime contract or a subcontract including transfers between divisions, subsidiaries, or affiliates of a contractor or subcontractor. It includes, but is not limited to, purchase orders, and changes and modifications to purchase orders.

(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, 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—System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer—Other Than System for Award Management), or applicable agency procedures.

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

(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) Payments.

(1) Work performed. The Government will pay the Contractor as follows upon the submission of commercial invoices approved by the Contracting Officer:

(i) Hourly rate.

(A) The amounts shall be computed by multiplying the appropriate hourly rates prescribed in the contract by the number of direct labor hours performed. Fractional parts of an hour shall be payable on a prorated basis.

(B) The rates shall be paid for all labor performed on the contract that meets the labor qualifications specified in the contract. Labor hours incurred to perform tasks for which labor qualifications were specified in the contract will not be paid to the extent the work is performed by individuals that do not meet the qualifications specified in the contract, unless specifically authorized by the Contracting Officer.

(C) Invoices may be submitted once each month (or at more frequent intervals, if approved by the Contracting Officer) to the Contracting Officer or the authorized representative.

(D) When requested by the Contracting Officer or the authorized representative, the Contractor shall substantiate invoices (including any subcontractor hours reimbursed at the hourly rate in the schedule) by evidence of actual payment, individual daily job timecards, records that verify the employees meet the qualifications for the labor categories specified in the contract, or other substantiation specified in the contract.

(E) Unless the Schedule prescribes otherwise, the hourly rates in the Schedule shall not be varied by virtue of the Contractor having performed work on an overtime basis.

(1) If no overtime rates are provided in the Schedule and the Contracting Officer approves overtime work in advance, overtime rates shall be negotiated.

(2) Failure to agree upon these overtime rates shall be treated as a dispute under the Disputes clause of this contract.

(3) If the Schedule provides rates for overtime, the premium portion of those rates will be reimbursable only to the extent the overtime is approved by the Contracting Officer.

(ii) Materials.

(A) If the Contractor furnishes materials that meet the definition of a commercial product at FAR 2.101, the price to be paid for such materials shall not exceed the Contractor's established catalog or market price, adjusted to reflect the--

(1) Quantities being acquired; and

(2) Any modifications necessary because of contract requirements.

(B) Except as provided for in paragraph (i)(1)(ii)(A) and (D)(2) of this clause, the Government will reimburse the Contractor the actual cost of materials (less any rebates, refunds, or discounts received by the contractor that are identifiable to the contract) provided the Contractor—

(1) Has made payments for materials in accordance with the terms and conditions of the agreement or invoice; or

(2) Makes these payments within 30 days of the submission of the Contractor’s payment request to the Government and such payment is in accordance with the terms and conditions of the agreement or invoice.

(C) To the extent able, the Contractor shall—

(1) Obtain materials at the most advantageous prices available with due regard to securing prompt delivery of satisfactory materials; and

(2) Give credit to the Government for cash and trade discounts, rebates, scrap, commissions, and other amounts that are identifiable to the contract.

(D) Other Costs. Unless listed below, other direct and indirect costs will not be reimbursed.

(1) Other Direct Costs. The Government will reimburse the Contractor on the basis of actual cost for the following, provided such costs comply with the requirements in paragraph (i)(1)(ii)(B) of this clause: ____ (Insert each element of other direct costs (e.g., travel, computer usage charges, etc. Insert “None” if no reimbursement for other direct costs will be provided. If this is an indefinite delivery contract, the Contracting Officer may insert “Each order must list separately the elements of other direct charge(s) for that order or, if no reimbursement for other direct costs will be provided, insert ‘None’.)

(2) Indirect Costs (Material Handling, Subcontract Administration, etc. The Government will reimburse the Contractor for indirect costs on a pro-rata basis over the period of contract performance at the following fixed price:

____ (Insert a fixed amount for the indirect costs and payment schedule. Insert “$0” if no fixed price reimbursement for indirect costs will be provided. (If this is an indefinite delivery contract, the Contracting Officer may insert

“Each order must list separately the fixed amount for the indirect costs and payment schedule or, if no reimbursement for indirect costs, insert ‘None’).

(2) Total cost. It is estimated that the total cost to the Government for the performance of this contract shall not exceed the ceiling price set forth in the Schedule and the Contractor agrees to use its best efforts to perform the work specified in the Schedule and all obligations under this contract within such ceiling price. If at any time the Contractor has reason to believe that the hourly rate payments and material costs that will accrue in performing this contract in the next succeeding 30 days, if added to all other payments and costs previously accrued, will exceed 85 percent of the ceiling price in the Schedule, the Contractor shall notify the Contracting Officer giving a revised estimate of the total price to the Government for performing this contract with supporting reasons and documentation. If at any time during the performance of this contract, the Contractor has reason to believe that the total price to the Government for performing this contract will be substantially greater or less than the then stated ceiling price, the Contractor shall so notify the Contracting Officer, giving a revised estimate of the total price for performing this contract, with supporting reasons and documentation. If at any time during performance of this contract, the Government has reason to believe that the work to be required in performing this contract will be substantially greater or less than the stated ceiling price, the Contracting Officer will so advise the Contractor, giving the then revised estimate of the total amount of effort to be required under the contract.

(3) Ceiling price. The Government will not be obligated to pay the Contractor any amount in excess of the ceiling price in the Schedule, and the Contractor shall not be obligated to continue performance if to do so would exceed the ceiling price set forth in the Schedule, unless and until the Contracting Officer notifies the Contractor in writing that the ceiling price has been increased and specifies in the notice a revised ceiling that shall constitute the ceiling price for performance under this contract. When and to the extent that the ceiling price set forth in the Schedule has been increased, any hours expended and material costs incurred by the Contractor in excess of the ceiling price before the increase shall be allowable to the same extent as if the hours expended and material costs had been incurred after the increase in the ceiling price.

(4) Access to records. At any time before final payment under this contract, the Contracting Officer (or authorized representative) will have access to the following (access shall be limited to the listing below unless otherwise agreed to by the Contractor and the Contracting Officer):

(i) Records that verify that the employees whose time has been included in any invoice meet the qualifications for the labor categories specified in the contract;

(ii) For labor hours (including any subcontractor hours reimbursed at the hourly rate in the schedule), when timecards are required as substantiation for payment—

(A) The original timecards (paper-based or electronic);

(B) The Contractor’s timekeeping procedures;

(C) Contractor records that show the distribution of labor between jobs or contracts; and

(D) Employees whose time has been included in any invoice for the purpose of verifying that these employees have worked the hours shown on the invoices.

(iii) For material and subcontract costs that are reimbursed on the basis of actual cost—

(A) Any invoices or subcontract agreements substantiating material costs; and

(B) Any documents supporting payment of those invoices.

(5) Overpayments/Underpayments. Each payment previously made shall be subject to reduction to the extent of amounts, on preceding invoices, that are found by the Contracting Officer not to have been properly payable and shall also be subject to reduction for overpayments or to increase for underpayments. The Contractor shall promptly pay any such reduction within 30 days unless the parties agree otherwise. The Government within 30 days will pay any such increases, unless the parties agree otherwise. The Contractor's payment will be made by check. If the Contractor becomes aware of a duplicate invoice payment or that the Government has otherwise overpaid on an 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 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)(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 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, and then at the rate applicable for each six month period as established 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 in a timely manner;

(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 FAR 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 FAR 32.608-2 in effect on the date of this contract.

(viii) Upon receipt and approval of the invoice designated by the Contractor as the "completion invoice" and supporting documentation, and upon compliance by the Contractor with all terms of this contract, any outstanding balances will be paid within 30 days unless the parties agree otherwise. The completion invoice, and supporting documentation, shall be submitted by the Contractor as promptly as practicable following completion of the work under this contract, but in no event later than 1 year (or such longer period as the Contracting Officer may approve in writing) from the date of completion.

(7) Release of claims. The Contractor, and each assignee under an assignment entered into under this contract and in effect at the time of final payment under this contract, shall execute and deliver, at the time of and as a condition precedent to final payment under this contract, a release discharging the Government, its officers, agents, and employees of and from all liabilities, obligations, and claims arising out of or under this contract, subject only to the following exceptions.

(i) Specified claims in stated amounts, or in estimated amounts if the amounts are not susceptible to exact statement by the Contractor.

(ii) Claims, together with reasonable incidental expenses, based upon the liabilities of the Contractor to third parties arising out of performing this contract, that are not known to the Contractor on the date of the execution of the release, and of which the Contractor gives notice in writing to the Contracting Officer not more than 6 years after the date of the release or the date of any notice to the Contractor that the Government is prepared to make final payment, whichever is earlier.

(iii) Claims for reimbursement of costs (other than expenses of the Contractor by reason of its indemnification of the Government against patent liability), including reasonable incidental expenses, incurred by the Contractor under the terms of this contract relating to patents.

(8) 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.

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

(10) 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 that appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(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 an amount for direct labor hours (as defined in the Schedule of the contract) determined by multiplying the number of direct labor hours expended before the effective date of termination by the hourly rate(s) in the contract, less any hourly rate payments already made to the Contractor plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system that 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 that 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 written request, with adequate assurances of future performance. Subject to the terms of this contract, the Contractor shall be paid an amount computed under paragraph (i) Payments of this clause, but the "hourly rate" for labor hours expended in furnishing work not delivered to or accepted by the Government shall be reduced to exclude that portion of the rate attributable to profit.