RFP HSHQEC-12-R-00010.pdf

U.S. Department of Homeland Security Washington, DC 20528

SOLICITATION/CONTRACT FOR COMMERCIAL ITEMS

RFP HSHQEC-12-R-00010

TABLE OF CONTENTS

Standard Form 1449

Pricing Schedule

Section C - Contract Clauses

Sub-Section C-1: FAR 52.212-4, Contract Terms and Conditions – Commercial Items Sub-Section C-2: Addendum to FAR 52.212-4 Supplemental Contract Clauses

Sub-Section C-3 FAR 52.212-5, Contract Terms and Conditions Required to Implement Statutes and Executive Orders

Section D - List of Contract Documents, Exhibits and Attachments

Statement of Work (Attachment 1) Exhibits (Attachment 2) Past Project Form (Attachment 3) Past Performance Questionnaire (Attachment 4) Department of Labor Wage Determination(s) (Attachment 5) Price Element Breakdown (Attachment 6) Award Approval Request (Attachment 7) Field Level Supervision Exhibit (Attachment 8) Proposal Submission Checklist (Attachment 9) PSO Seniority List (Attachment 10)

Section E - Solicitation Provisions

Sub-Section E-1: FAR 52.252-1, Solicitation Provisions Incorporated by Reference Sub-Section E-2: FAR 52.212-1, Instructions to Offerors Sub-Section E-3: FAR 52.212-2, Evaluation – Commercial Items (Tailored) Sub-Section E-4: FAR 52.212-3, Offeror Representations and Certifications –

Commercial Items Sub-Section E-5: FAR 52.209-5, Certification Regarding Responsibility Matters

FAR 52.209-7 Information Regarding Responsibility Matters

April 2012 revision

SEE ADDENDUMIS CHECKED

CODE 18a. PAYMENT WILL BE MADE BY

CODE

FACILITYCODE

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER

OFFEROR

OPO/FPS/EACCG/R11/B

Philadelphia PA 19106

701 Market Street, Suite 3200 Ofc of Procurement Operations - FPS U.S. Dept. of Homeland Security NPPD/FPS/East CCG/Region 11/Group B

CODE 16. ADMINISTERED BYCODE

X

X

561612

SIZE STANDARD:

% FOR:SET ASIDE:UNRESTRICTED OR

OPO/FPS/EACCG/R11/B

RFPIFB

10. THIS ACQUISITION ISCODE

RFQ

14. METHOD OF SOLICITATION

13b. RATING

NAICS:

SMALL BUSINESS

06/08/2012 1700 ET

05/21/2012

215-521-2291Kristin Blackmore (No collect calls)

INFORMATION CALL:

FOR SOLICITATION 8. OFFER DUE DATE/LOCAL TIMEb. TELEPHONE NUMBER a. NAME

4. ORDER NUMBER3. AWARD/ 6. SOLICITATION

HSHQEC-12-R-00010

5. SOLICITATION NUMBER

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEM 1. REQUISITION NUMBER PAGE OF

1 9 OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

Attn: Kristin Blackmore

TELEPHONE NO.

17a. CONTRACTOR/

Multiple Destinations

15. DELIVER TO

Philadelphia PA 19106 701 Market Street, Suite 3200 Office of Procurement Operations Federal Protective Service U.S. Dept. of Homeland Security

9. ISSUED BY

7.

2. CONTRACT NO.

EFFECTIVE DATE

$18.5

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW

ISSUE DATE

DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

11.

SEE SCHEDULE

12. DISCOUNT TERMS

THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13a.

SERVICE-DISABLED VETERAN-

OWNED SMALL BUSINESS

HUBZONE SMALL

BUSINESS

EMERGING SMALL

BUSINESS

8(A)

NPPD/FPS/East CCG/Region 11/Group B

SOLE SOURCE

24.

AMOUNT

23.

UNIT PRICE

22.

UNIT

21.

QUANTITY

20.

SCHEDULE OF SUPPLIES/SERVICES

19.

ITEM NO.

This requirement is for Protective Security Officer (PSO) services at four locations in Washington, DC.

The Government intends to award a firm-fixed price Indefinite Delivery / Indefinite Quantity (ID/IQ) contract from this solicitation utilizing FAR Part 12 procedures.

List of Documents:

-Standard Form 1449 (9 pages total)

(Use Reverse and/or Attach Additional Sheets as Necessary)

HEREIN, IS ACCEPTED AS TO ITEMS:

X

XX

DATED

Joshua Clemens

. YOUR OFFER ON SOLICITATION (BLOCK 5),

INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DELIVER

ARE

ARE

31c. DATE SIGNED

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (Type or print)

ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL

SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED HEREIN.

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA

26. TOTAL AWARD AMOUNT (For Govt. Use Only)

OFFER

STANDARD FORM 1449 (REV. 3/2005)

Prescribed by GSA - FAR (48 CFR) 53.212

ARE NOT ATTACHED.

ARE NOT ATTACHED.

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

30b. NAME AND TITLE OF SIGNER (Type or print)

30a. SIGNATURE OF OFFEROR/CONTRACTOR

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

25. ACCOUNTING AND APPROPRIATION DATA

29. AWARD OF CONTRACT REF.

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE

32c. DATE 32b. SIGNATURE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS

NOTED:

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED

40. PAID BY39. S/R VOUCHER NUMBER38. S/R ACCOUNT NUMBER

37. CHECK NUMBER

FINALPARTIAL

36. PAYMENT

FINALPARTIAL

35. AMOUNT VERIFIED

CORRECT FOR

34. VOUCHER NUMBER33. SHIP NUMBER

COMPLETE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

42d. TOTAL CONTAINERS42c. DATE REC'D (YY/MM/DD)

42b. RECEIVED AT (Location)

42a. RECEIVED BY (Print)

41c. DATE41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT

STANDARD FORM 1449 (REV. 3/2005) BACK

24.

AMOUNT

23.

UNIT PRICE

22.

UNIT

21.

QUANTITY

20.

SCHEDULE OF SUPPLIES/SERVICES

19.

ITEM NO.

-Section C, D, & E (70 pages total)

-Attachment 1: Statement of Work (62 pages total)

-Attachment 2: Exhibits (106 pages total)

-Attachment 3: Past Project Form (2 pages total)

-Attachment 4: Past Performance Questionnaire (4 pages total)

-Attachment 5: Department of Labor Wage

Determinations (105 pages total)

-Attachment 6: Price Element Breakdown (2 pages total)

-Attachment 7: Award Approval Request (3 pages total)

-Attachment 8: Field Level Supervision Exhibit

(2 pages total)

-Attachment 9: Proposal Submission Checklist (2 pages total)

-Attachment 10: PSO Seniority List (1 page total)

Attached Wage Determinations:

CBA-2009-2768, Revision Number 2 between Paragon

Systems, Inc. and the International Union

Security Police Fire Professionals of America

(covering DC0331)

CBA-2009-3102 between Knight Protective Services, Inc. and United Union of Security Guards

(covering DC0175)

Continued ...

32f. TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

9 2 of

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

NAME OF OFFEROR OR CONTRACTOR

3 9

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

HSHQEC-12-R-00010

CBA-2012-5000 between Master Security Company LLC and Union Rights for Security Officers (covering

DC0215)

Wage Determination Number 2005-2103, Revision Number 11 (covering DC0208)

Minimum and Maximum Quantities:

As referred to in paragraph (b) of the "Indefinite Quantities" clause of this contract, the total contract minimum quantity is a total of $100,000.00 worth of orders at the contract monthly price(s). This minimum guarantee will be de-obligated from the resultant contract once a task order or task orders is/are issued with a value of $100,000.00 or greater through which the minimum guarantee will then be satisfied. The contractor can only invoice for the minimum guarantee as applied at the resultant contract level if task orders are never issued against the resultant contract and only at the end of the contract's period of performance (i.e. March 31, 2018). If task orders are issued, but do not amount to a value of $100,000.00, the contractor can invoice for the minimum guarantee minus the total value of the task orders issued under the resultant contract at the end of the resultant contract's period of performance (i.e. March 31, 2018).

Per FAR 52.216-18, orders under this resultant contract may be issued via electronic commerce methods.

Proposals shall be delivered to the address in Block 9.

Proposals shall be valid for a period of 120 days.

Emergency Security Services (ESS) which are included in Section 3.2.1.1 (page 11) and 12.4.3 (page 50) of the SOW are not applicable to this procurement.

Questions related to the this solicitation shall be directed to Kristin Blackmore via e-mail at Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

Sponsored by GSA

FAR (48 CFR) 53.110

4 9

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

HSHQEC-12-R-00010

Kristin.Blackmore@dhs.gov. Please wait until the issuance of Amendment 0001 before submitting any questions as the Government will provide additional information via this amendment.

DO/DPAS Rating: NONE

0001 Protective Security Officer (PSO) Services (to 6 MO include non-recurring transition costs) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0215

DC0215

355 E Street SW Washington DC Period of Performance: 10/01/2012 to 03/31/2013

0002 Protective Security Officer (PSO) Services (to 6 MO include non-recurring transition costs) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0208

GSA

373 E Street, SW Washington DC 20024-3221 Period of Performance: 10/01/2012 to 03/31/2013

0003 Protective Security Officer (PSO) Services (to 6 MO include non-recurring transition costs) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0175 395 E Street SW 395 E Street SW Washington DC Period of Performance: 10/01/2012 to 03/31/2013

0004 Protective Security Officer (PSO) Services (to 6 MO include non-recurring transition costs) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0331

500 E STREET SW

500 E STREET SW

Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

5 9

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

HSHQEC-12-R-00010

WASHINGTON DC

Period of Performance: 10/01/2012 to 03/31/2013

0005 Protective Security Officer (PSO) Services 54 MO Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0215

DC0215

355 E Street SW Washington DC Period of Performance: 04/01/2013 to 09/30/2017

0006 Protective Security Officer (PSO) Services 54 MO Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0208

GSA

373 E Street, SW Washington DC 20024-3221 Period of Performance: 04/01/2013 to 09/30/2017

0007 Protective Security Officer (PSO) Services 54 MO Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0175 395 E Street SW 395 E Street SW Washington DC Period of Performance: 04/01/2013 to 09/30/2017

0008 Protective Security Officer (PSO) Services 54 MO Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0331

500 E STREET SW

500 E STREET SW

WASHINGTON DC

Period of Performance: 04/01/2013 to 09/30/2017

0009 Temporary Additional Services (TAS) (DHS 300 HR Suitability) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

6 9

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

HSHQEC-12-R-00010

Delivery Location Code: DC0215

DC0215

355 E Street SW Washington DC Period of Performance: 10/01/2012 to 09/30/2017

0010 Temporary Additional Services (TAS) (DHS 300 HR Suitability) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0208

GSA

373 E Street, SW Washington DC 20024-3221 Period of Performance: 10/01/2012 to 09/30/2017

0011 Temporary Additional Services (TAS) (DHS 300 HR Suitability) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0175 395 E Street SW 395 E Street SW Washington DC Period of Performance: 10/01/2012 to 09/30/2017

0012 Temporary Additional Services (TAS) (DHS 2000 HR Suitability) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0331

500 E STREET SW

500 E STREET SW

WASHINGTON DC

Period of Performance: 10/01/2012 to 09/30/2017

0701 Protective Security Officer (PSO) Services 6 MO FAR 52.217-8 extension (Option Line Item) 12/31/2016 (Option Line Item) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

7 9

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

HSHQEC-12-R-00010

Delivery Location Code: DC0215

DC0215

355 E Street SW Washington DC Period of Performance: 10/01/2017 to 03/31/2018

0702 Protective Security Officer (PSO) Services 6 MO FAR 52.217-8 extension (Option Line Item) 12/31/2016 (Option Line Item) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0208

GSA

373 E Street, SW Washington DC 20024-3221 Period of Performance: 10/01/2017 to 03/31/2018

0703 Protective Security Officer (PSO) Services 6 MO FAR 52.217-8 extension (Option Line Item) (Option Line Item) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0175 395 E Street SW 395 E Street SW Washington DC Period of Performance: 10/01/2017 to 03/31/2018

0704 Protective Security Officer (PSO) Services 6 MO FAR 52.217-8 extension (Option Line Item) (Option Line Item) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0331

500 E STREET SW

500 E STREET SW

WASHINGTON DC

Period of Performance: 10/01/2017 to 03/31/2018

Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

8 9

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

HSHQEC-12-R-00010

0705 Temporary Additional Services (TAS) (DHS 30 HR Suitability) FAR 52.217-8 extension (Option Line Item) (Option Line Item) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0215

DC0215

355 E Street SW Washington DC Period of Performance: 10/01/2017 to 03/31/2018

0706 Temporary Additional Services (TAS) (DHS 30 HR Suitability) FAR 52.217-8 extension (Option Line Item) (Option Line Item) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0208

GSA

373 E Street, SW Washington DC 20024-3221 Period of Performance: 10/01/2017 to 03/31/2018

0707 Temporary Additional Services (TAS) (DHS 30 HR Suitability) FAR 52.217-8 extension (Option Line Item) (Option Line Item) Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0175 395 E Street SW 395 E Street SW Washington DC Period of Performance: 10/01/2017 to 03/31/2018

0708 Temporary Additional Services (TAS) (DHS 200 HR Suitability) FAR 52.217-8 extension (Option Line Item) (Option Line Item) Continued ...

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

9 9

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE OF

(A) (B) (C) (D) (E) (F)

HSHQEC-12-R-00010

Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD

Delivery Location Code: DC0331

500 E STREET SW

500 E STREET SW

WASHINGTON DC

Period of Performance: 10/01/2017 to 03/31/2018

8000 Other Direct Costs in Support of COOP 1 LO Implementation (This is a Not to Exceed CLIN of $25,000.00 that be included in your submission) Fixed Indirect Rate: ______ (contractor fill in) Accounting Practice for applying the proposed indirect rate: __________ (contractor fill-in) Period of Performance 10/01/2012 - 03/31/2018 Product/Service Code: S206 Product/Service Description: HOUSEKEEPING- GUARD Period of Performance: 10/01/2012 to 03/31/2018

NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)

SECTION C – CONTRACT CLAUSES

SUB-SECTION C-1

FAR 52.212-4 Contract Terms and Conditions—Commercial Items (FEB 2012)

(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.

http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t29t32+1665+30++%2831%29%20%20AND%20%28%2831%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t41t42+2+13++%2841%29%20%20AND%20%28%2841%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t41t42+2+13++%2841%29%20%20AND%20%28%2841%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 https://www.acquisition.gov/far/current/html/52_233_240.html#wp1113304 https://www.acquisition.gov/far/current/html/52_200_206.html#wp1137572

(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.

https://www.acquisition.gov/far/current/html/52_232.html#wp1153351 https://www.acquisition.gov/far/current/html/52_232.html#wp1153375 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t29t32+1665+30++%2831%29%20%20AND%20%28%2831%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t29t32+1665+30++%2831%29%20%20AND%20%28%2831%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

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

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

https://www.acquisition.gov/far/current/html/52_212_213.html#wp1179527 https://www.acquisition.gov/far/current/html/Subpart 33_2.html#wp1079912 https://www.acquisition.gov/far/current/html/Subpart 32_6.html#wp1031290

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

https://www.acquisition.gov/far/current/html/Subpart 32_6.html#wp1031326

(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.

http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t29t32+1665+30++%2831%29%20%20AND%20%28%2831%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t17t20+160+141++%2818%29%20%25 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t37t40+1574+51++%2840%29%20%20AND%20%28%2840%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t41t42+2+13++%2841%29%20%20AND%20%28%2841%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t41t42+2+13++%2841%29%20%20AND%20%28%2841%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t09t12+37+408++%2810%29%20%252 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t49t50+2+224++%2849%29%20%20AND%20%28%2849%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t41t42+2+13++%2841%29%20%20AND%20%28%2841%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 https://www.acquisition.gov/far/current/html/52_212_213.html#wp1179527 https://www.acquisition.gov/far/current/html/FormsStandard68.html#wp1189284

(2)(i) If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in FAR Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to (A) change the name in the CCR database;

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

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

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

(3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the CCR record to reflect an assignee for the purpose of assignment of claims (see Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database.

Information provided to the Contractor’s CCR record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the “Suspension of payment” paragraph of the EFT clause of this contract.

(4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via CCR accessed through https://www.acquisition.gov or by calling 1-888-227-2423 or 269-961-5757.

(End of clause)

*Note that the Alternate I version of Clause 52.212-4 is applicable to the line items for Temporary Additional Services – CLINS 0009-0012 and 0705-0708.

Addendum to FAR 52.212-4 Contract Terms and Conditions—Commercial Items (FEB 2012), paragraph (d) Disputes.

Notwithstanding the claim period stated in FAR 52.233-1, Disputes, and pursuant to FAR 33.206, Initiation of a Claim, the contractor agrees to submit any claim related to this contract [or “order”] within 12 months after accrual of the claim.

https://www.acquisition.gov/far/current/html/Subpart 42_12.html#wp1084217 https://www.acquisition.gov/far/current/html/Subpart 42_12.html#wp1084217 https://www.acquisition.gov/far/current/html/Subpart 32_8.html#wp1029202 https://www.acquisition.gov/

SUB-SECTION C-2: ADDENDUM TO FAR 52.212-4 CONTRACT

TERMS AND CONDITIONS —COMMERCIAL ITEMS (FEB 2012)

01. DESCRIPTION OF SERVICES

The Contractor shall furnish professional security services, defined in the statement of work and contract exhibits, as Protective Security Officer (PSO) and related services, at federally owned, leased or occupied facilities protected by the Federal Protective Service at various locations primarily located in but not limited to Washington, DC. In furnishing these services, the Contractor shall provide all necessary management, supervision, personnel, materials, supplies and equipment except as otherwise indicated, and shall plan, schedule, coordinate and ensure effective performance of, and conformance to, all aspects of the statement of work contained herein.

02. CONTRACT TYPE

Services shall be furnished via a Firm-Fixed Price Contract with fixed monthly rates, with the exception of the line items for Temporary Additional Services (TAS) which will be labor hour with hourly rates. Resultant task orders under this contract will be Firm-Fixed Price with the exception of TAS task orders.

03. MAXIMUM QUANTITIES

The contract maximum is the total awarded price, inclusive of all optional ordering periods (to include the 6 month option available under FAR 52.217-8). The contract maximum is considered to be the “total estimated” price.

The Schedule of Supplies/Services and Prices (i.e. the Schedule) sets forth the maximum quantity of months that the Government may order per each stated ordering period. The monthly prices set forth in the Schedule are predicated on the post exhibit. The Government reserves the right to order up to the maximum quantities set forth in the Schedule. If a need for the addition of new posts/buildings/location and/or expansion of duty hours at existing posts arises, these changes will be negotiated in accordance with FAR 52.212-4.

Each task order issued under this contract will be issued for the actual known service requirements at that time, will be accompanied by a Post Coverage Exhibit and will set forth a total estimated price in the task order Schedule. Contractors will be paid only for services ordered and performed at the established monthly rates as contained in the task orders. The cumulative total of all orders issued under the contract shall not exceed the contract maximum price and/or maximum quantities unless and until the Contracting Officer notifies the contractor in writing that the contract maximum price has been increased and specifies in the notice a revised maximum price that shall constitute the maximum price for performance under this contract.

04. PRICES

A. Department of Labor (DOL) Wage Determination (WD) and/ or Collective Bargaining Agreements (CBAs)

1. The minimum wage rates and fringe benefits applicable to the contract are outlined in the Department of Labor (DOL) prevailing wage determination and/or Collective Bargaining Agreements (CBAs) incorporated into the contract.

2. The applicable job classification under a DOL prevailing wage determination is Guard II.

In the case of a CBA wage determination, the applicable job classification may be specified under a different title. In either case, the applicable job classification reflects the minimum wage rates and fringe benefits that the Contractor must pay to all employees working under the contract.

3. The attached Collective Bargaining Agreements (CBAs) are herewith incorporated into the contract and only those provisions recognized as allowable wages or fringe benefits under the terms of the Service Contract Act, as incorporated into the contract under FAR Clause 52.222-43, will be subject to adjustment when applicable. Incorporation of the CBAs do not authorize price adjustment of all economic terms established in the CBAs and is limited only to allowable wages and fringe benefits under the Service Contract Act.

B. Contingency Pricing

1. Contractors shall not include contingency allowances to cover increased costs for which adjustments are provided under Federal Acquisition Regulation (FAR) Clause 52.222-43 – Fair Labor Standards Act and Service Contract Act – Price Adjustments (Multiple Year and Option Contracts)(Sept. 2009).

2. In addition to increases to wages and fringe benefits prescribed by a revised wage determination, including bona fide fringe benefits specifically called out in a collective bargaining agreement, FPS may consider increases to other direct costs brought about by the contractor’s cost of compliance with the terms of a revised wage determination (e.g. state gross receipts tax). Any price adjustment request associated with such other direct cost(s) must be supported by documentation demonstrating that a contingency covering an increase to the subject cost(s) was not included in the contractor’s price proposal accepted by the Government at time of award.

3. For cost/price factors that are subject to variation, but are not subject to adjustment under the provisions above, contractors may factor in contingency allowances.

Note: Increases to Supervisor wages and benefits are not subject to contract price adjustment in the subsequent ordering periods under FAR 52.222-43(d), unless the Supervisory position is expressly covered under a Collective Bargaining Agreement or DOL Wage Determination. For Supervisory positions that are not subject to contract adjustment under FAR 52.222-43(d), the contractor is permitted to include a reasonable escalation in subsequent option periods based on the labor market in the geographical area that the effort will be performed.

C. Definitions

1. Basic Services – Basic services are the permanent ongoing services specifically included in the task order(s) at time of award or added through modification up to any established maximums identified in the contract. The Government shall order these services using the Basic Services Rates specified in the Schedule of Supplies/Services and Prices.

2. Temporary Additional Services - During the term of the contract, the Government may have requirements for temporary additional services (TAS) beyond the basic services requirements. TAS are the short term, non-recurring needs for service such as an increase in hours to an existing or subsequently added post to include the weekend where a public demonstration is taking place over the weekend, addition of posts to provide for increased security for special events or high profile visitors to the building, extension of existing post hours in a building to cover seasonal fluctuations (such as at an IRS building during tax season), etc.

Should a continuing need for additional service arise, a contract modification will be issued by the government to provide for those services as permanent post locations.

In the event anyone other than the Contracting Office or FPS COTR contacts the Contractor to request TAS under this contract, the Contractor shall not proceed with the request but shall notify the FPS COTR and Contracting Officer immediately. Contractors who perform services without proper authorization from the Contracting Officer or FPS COTR shall not be reimbursed for such services.

3. Continuity of Operations Plan (COOP) Implementation – The Contractor shall submit a COOP to the Government as a post-award deliverable. The COOP shall identify provisions made for the acquisition of necessary personnel, resources and supplies, if necessary, for continuation of PSO operations in the event of an emergency such as a pandemic (e.g. H1N1 flu virus) until normal operations can be resumed. It is noted that an event requiring implementation of the COOP may result in a reduction in requirements due to partial or full closure of Government facilities and/or realignment of requirements based on the importance of continued operations at certain Government facilities due to the mission of their tenants or security level. Actual hours worked by PSOs standing posts during such an emergency will be invoiced under the Basic Services CLIN. All other direct costs (ODCs) associated with implementation of the COOP, including but not limited to: overtime, travel and per diem, PPE replenishment, changes to IT/communication systems or devices, and training and certification of additional personnel etc.

shall be reimbursed under the Optional COOP Implementation CLIN contained in the Schedule of Supplies/Services and Prices. Since COOP implementation costs cannot be pre-determined at this time, the Government has provided estimates and established Not To Exceed Amounts in the Schedule of Supplies/Services and Prices.

Pursuant to the clause entitled, Continuity of Critical Contractor Deliverables [Services] in the Event of an Emergency (October 2009)(tailored), the Government may unilaterally exercise these

CLINs in the event of an emergency event. The CLINs will be funded upon exercise and the contractor may invoice for costs associated with COOP Implementation up to the Not-to-Exceed Amount specified in the Schedule of Supplies/Services and Prices. All reimbursable costs/ODCs must be authorized by the Contracting Officer. Written authorization must be gained prior to incurring costs under this CLIN. Contractors shall provide a cost element breakdown and applicable indirect rates with their request. Reimbursable costs/ODCs must be in conformance with the contractor’s approved Continuity of Operations Plan (COOP). Invoices submitted for payment against this CLIN shall be rejected if CO authorization was not previously obtained. The contractor shall invoice 30 days in arrears on a monthly basis during the length of the event.

Other direct costs associated with COOP Implementation shall not exceed the maximum amounts specified in the Schedule of Supply/Services and Prices without authorization from the contracting officer.

05. PACKING AND MARKING

A. Payment of Postage and Fees. All postage and fees related to submitting information, including forms, reports, etc., to the Contracting Officer or the Contracting Officer's Technical Representative shall be paid by the Contractor.

B. Marking. All information submitted to the Contracting Officer or the Contracting Officer's Technical Representative shall clearly indicate the contract and task order number for which the information is being submitted.

06. INSPECTION AND ACCEPTANCE - CONTRACTOR'S RESPONSIBILITY

The Contractor shall provide for all day-to-day supervision, inspection and monitoring of all work performed to ensure compliance with the contract requirements. The results of inspections conducted shall be documented in an inspection report for submission to the Government. The Contractor shall follow through to assure that all Government and Contractor identified defects or omissions in the contract requirements are corrected.

07. CONTRACT TRANSITION AND PHASE-IN

Statement of Work, Section 2 includes a general statement that the Government will consider no less than a minimum of 90 days and no more than 180 days maximum for start-up, from contract award to start date. The firm requirement for this particular procurement is a contract transition of no less than a minimum of 60 days and no more than 90 days maximum for start-up, from contract award to performance start date.

08. DELIVERIES OR PERFORMANCE - TERM OF CONTRACT

The full term of the contract will be up to 66 months (inclusive of FAR 52.217-8). The start and end dates for the ordering periods will be defined within the resultant contract. Applicable periods of performance will be established in resultant task orders.

09. OPTION TO EXTEND SERVICES BEYOND THE TERM OF THE CONTRACT

If it is determined by the Government that award of a successor contract cannot be made to start immediately after the ordering period, the Government shall have the unilateral option of extending the services of this contract for an additional six (6) months beyond the last optional ordering period in accordance with FAR 52.217-8. The price associated with the potential need to exercise the option under FAR 52.217-8 shall be evaluated. Using the Pricing Schedule, the Contractor shall submit monthly prices and extended prices (i.e. Monthly Price x Estimated Quantity) for the line items entitled, “6 Month Extension Period Pursuant to FAR 52.217-8” under Basic Services and TAS. The Government will determine whether the price of the ordering period and the option represented by FAR 52.217-8, in combination with the other evaluation factors specified in the solicitation, represents the best value to the Government.

10. CONTRACT ADMINISTRATION DATA

10A. SUBMISSION OF INVOICES – Invoices shall be submitted for payment within 30 days after completion of the prior month’s services. Invoices shall not contain any employee Personally Identifiable Information (PII). Invoices shall be submitted via one of the following three methods:

1. By mail:

NPPD-FPS-Region 11

DHS, NPPD

Burlington Finance Center P.O. Box 1279 Williston, VT 05495-1279 Attn: FPS Region 11 Invoice

2. By facsimile (fax): # 802-288-7658. The invoice submission shall include a cover sheet with the contractor’s point of contact information and # of pages.

3. By e-mail: NPPDinvoice.consolidation@dhs.gov

The invoice number and FPS Region 11 shall be annotated in the subject line of the e-mail. Only

(1) invoice shall be submitted per e-mail message.

The invoice attached to the e-mail shall be in Portable Document Format (PDF)

Invoices submitted by other than these three methods will not be processed and will be returned.

Contractors shall provide an informational copy of each invoice to the Contracting Officer at Josh.Clemens@dhs.gov and the Contracting Officer’s Technical Representative (TBD).

mailto:NPPDinvoice.consolidation@dhs.gov mailto:Josh.Clemens@dhs.gov

In addition to the information required for a proper invoice as identified in FAR 52.212-4 (g)(1), Contract Terms and Conditions – Commercial Items, (FEB 2012), the contractor shall annotate “FPS Region 11” on the face of each invoice. Contractors shall submit only one invoice per contract per month unless otherwise authorized by the Contracting Officer. Failure to comply with these submission requirements will result in rejection of the invoice.

10B. PAYMENTS

1. Payment will be made on a calendar month basis in arrears upon submission of an invoice.

Payment will be due on the 30th calendar day after receipt of a proper invoice or date of receipt of services, whichever is later.

2. It is the objective of the Government to obtain complete and satisfactory performance…