Legal_Research_Services_RFQ.pdf

Request For Quotation (RFQ)

RFQ# ID14180042

In support of:

Office of General Counsel (OGC)

Computer Assisted Legal Research Services (CALR)

Issued by:

General Services Administration Office of Internal Acquisition

1800 F ST NW

Washington, DC 20405

Computer Assisted Legal Research Services (CALR Service)

STATEMENT OF WORK

1. Background

This procurement is being conducted in accordance with FAR PART 12 and 13. More specifically, this requirement is being conducted under the procedures of FAR Subpart 13.5 - Simplified Procedures for Certain Commercial Items. It solicits respondents under NAICS 519130 - Internet Publishing and Broadcasting and Web search portals.

The Office of General Counsel (OGC) for the U.S. General Services Administration (GSA) requires an enterprise license agreement with a computer assisted legal research service (CALR Service), providing access to statutes, case law materials, public records, and other legal resources.

OGC requires an online platform, which attorneys can access virtually via internet. The CALR Service will be provided to 140 users throughout the nation. The CALR Service must provide the full range of services authorized by this purchase order on a national basis, such that any authorized GSA user may access the CALR Service at any location in the United States with an internet connection. The CALR Service must be available 365 days per year, 24 hours per day, 7 days a week.

2. Task (CLIN) Requirements

The contract line item numbers (CLINs) associated with this purchase order are outlined below:

● OGC Legal Research Services (CLINs 0001- 4001): These Firm-Fixed Price (FFP) mandatory CLINs are for Legal Research Services throughout the life of the purchase order.

● Optional Supplemental Legal Research Services (CLINs 0002 - 4006): These FFP CLINs are for optional Legal Research Services to be utilized for potential future needs. These optional CLINs can be exercised throughout the life of the purchase order by the initiation of a purchase request document, statement of work and formalized via a modification. These optional CLINs are an extension of the mandatory CLINs and are similar in scope. Optional tasks must run coterminous with the base (or option if exercised during an option period) period of performance.

2.1 OGC Legal Research Services (CLINs 0001 - 4001)

2.1.1 Functionality Requirements/Database Selection

The Contractor shall provide a CALR Service that provides the requested databases described below under this section. If a responding contractor’s CALR Service cannot provide one of the databases or sources listed, it should identify its technical equivalent.

I. Cases, Decisions, and Court Rules A. Current and historic court reports, opinions, and decisions (including unpublished).

1. Federal

a) All federal case law, reported and unreported, from all federal courts, from inception of the legal authority to the present;

b) Decisions, Opinions and Materials from the Following Federal Agencies, Boards, Tribunals, and their predecessor entities, including, at a minimum:

(1) Merit Systems Protection Board (MSPB);

(2) National Labor Relations Board (NLRB);

(3) All Boards of Contract Appeals;

(4) Federal Labor Relations Authority (FLRA);

(5) Equal Employment Opportunity Commission (EEOC) public sector decisions;

(6) Comptroller General/Government Accountability Office

(GAO).

2. State

a) All published state case law from the 50 states of the United States, the District of Columbia, and the United States territories (e.g., Guam, the Northern Mariana Islands, Puerto Rico, and the United States Virgin Islands). For each state, the CALR Service must identify the specific courts included, and the dates of case coverage;

b) Decisions, Opinions and Materials from State Agencies, Boards, Tribunals, and their predecessor entities.

B. Federal and state rules of civil procedure, criminal procedure, administrative procedure, and evidence;

C. Federal and state court rules.

II. Federal Statutory and Regulatory Materials, including but not limited to those listed below, and including current and historical versions

A. Federal

a) U.S. Code, including annotated versions and tracking of renumbered statute sections;

b) Public laws and Statutes at Large;

c) Full text of new federal statutes along with bill numbers;

d) Annotated Code of Federal Regulations (CFR);

e) Current and historical versions of the Federal Register (must include the earliest dates available in databases).

B. State

a) State Statutory and Regulatory Materials from for all United States territories, including the U.S. Virgin Islands, Puerto Rico, and Guam, including: administrative, statutory and municipal codes and regulations.

III. Legislative History

A. Legislation research capability providing prior, current, and proposed future versions of statutes and regulations, including:

1. Federal Public laws (To include the statutes at large as well as the most recently enacted federal public laws);

2. Bill and regulation tracking;

3. Entire legislative history (must include the earliest dates available in databases), including materials like bill drafts, reports, journals, and interpretive cases;

4. Congressional Committee and Conference reports; Congressional Record and Congressional Quarterly (include the earliest dates available in databases).

IV. Executive Materials

A. Federal

1. Executive orders and other Presidential documents;

2. U.S. Attorney General opinions and Office of Legal Counsel opinions;

B. State

1. State Attorney General opinions.

V. Federal Administrative and Agency Materials

a) Agency-promulgated decisions, opinions, directives, guidance, and manuals;

b) Documents released by the Contract Adjustments Boards (CABs) for various federal administrative agencies;

c) Small Business Administration Office of Hearings and Appeals Decisions, guidance, and other related documents.

VI. Arbitration Materials

a) Labor arbitration decisions;

b) Labor arbitrator profiles.

VII. Secondary Material

a) Legal treatises in all major subject areas of the law, including but not limited to, those listed below:

i) Federal Appropriations law;

ii) GAO Redbook;

iii) Attorney-client relations, attorney’s fees, and legal ethics;

iv) Federal government contracts;

v) Federal alternative dispute resolution and mediation;

vi) Federal legislation;

vii) Federal litigation;

viii) Federal civil procedure and trial advocacy;

ix) Federal employment law;

x) Labor and employment law;

xi) Statutory construction;

xii) Federal privacy law and Freedom of Information Act;

xiii) Intellectual Property;

xiv) Procurement integrity and standards of conduct resources;

xv) Real property;

xvi) Construction law;

xvii) Environmental law;

xviii) Tort Litigation Practice;

xix) Constitutional law;

xx) Contract law;

xxi) Civil Rights Practice;

xxii) Evidence.

b) Legal encyclopedias;

c) At least one (1) legal dictionary;

d) American Law Reports;

e) Full-text law reviews and indices to law reviews, including all major law reviews;

f) Law journals and/or newsletters focusing on major subject areas of the law, including but not limited to, those listed below:

i) Federal government contracting;

ii) Federal personnel law;

iii) Energy law (covering topics in the electric, natural gas, water and telecommunications industries).

VIII. Public Records

a) General public utilities information (such as, but not limited to, utility case records, regulations, and full-text decisions and orders from state public utility commissions);

b) Multi-state Real Property Transaction Record;

c) Death records;

d) Corporate filings and affiliations;

e) Public records from courthouses and government offices, and general background information on individuals and businesses;

f) Assets and Tax Assessor Records;

g) Real Property, Motor Vehicle, Aircraft, Boat Records;

h) Stock Ownership Records;

i) Bankruptcy Filings, lawsuit Filings, Liens and Civil Judgments, and Uniform

Commercial Code (UCC) Records.

2.1.2 Research, Save, and Download Capabilities

The CALR Service must be browser-based and must be available via Internet. Users must have the capability to download and store resulting documents to a server or local drive, email, and print such documents from the screen.

2.1.3 Search Capabilities

a) General

Users must be able to limit searches of the content specified in Section 2.1.1 (Functionality Requirements/Database Selection) to a specific date, judge, attorney, jurisdiction, practice areas or tribunals, such as government contracts decisions or decisions of the Court of Appeals for the Federal Circuit, Court of Federal Claims, and Civilian Board of Contract Appeals. Users must then be able to filter results with additional search terms. The CALR service must also offer customizable or practice area home pages allowing easier and quicker access to relevant information.

Users must have the capability to search for sources using Boolean logic and natural language searches. Further, users must be able to search multiple databases at once. The CALR Service must present the content described below using headnotes, a numbering or indexing system, search components, links, case law summaries, and synopses.

b) Automatic Searches and Alerts

The CALR Service must provide the ability for users to enter a query against selected databases, which will run automatically at specified intervals, including, at a minimum, once a day. For this functionality, the user will be notified via email of any new search results since the query was last run.

c) Retrieving Documents by Citation

Decisions, including those of administrative tribunals and the Comptroller General, must be immediately accessible through inputting common citation forms into the search bar. Many of the legal databases specified in Section 2.1.1 (Functionality Requirements/Database Selection) contain documents with one or more standard forms of citation (e.g., 480 U.S. 102, Revenue Ruling 88-1, 5 United States Code 1). Where the document exists in one of the CALR Service’s information repositories, the system must allow the user to directly access a document for browsing and/or retrieval by specifying the document in one of the following ways:

(a) According to the citation form therefore in the current edition of The Bluebook: A Uniform System of Citation (the “Bluebook”); or

(b) In the case of a document for which no citation form is prescribed in The Bluebook, according to another standard form of citation; or

(c) According to any additional or different citation form required or recognized by the relevant court or jurisdiction (e.g., the Indigo Book, Maroonbook, and ALWD Citation Manual).

d) Citation Service

The CALR Service must include a citation service showing the history of a case, positive and negative treatment, as well as subsequent citations and/or analysis from all jurisdictions. This must be directly accessible from the screen where the case is located and presented in an easy-to-read graphical view allowing users to instantly check the procedural history of the case.

The CALR Service must provide an automated notification service when a case is overturned or if there is a new case on a specific topic.

2.1.4 Transition, Training, and Support

a) Transition Plan: Approach and Associated Training

Contractors must provide a written plan for transitioning GSA users from the existing CALR platform and services to the new CALR platform in order to start service on May 1, 2018. The Contractor’s CALR Service plan must include a comprehensive method for providing log-in information and conducting training to GSA users. The Contractor’s CALR Service plan must also include and describe transition assistance for users who are unable to attend training event(s).

b) Training

The Contractor must provide a training program equivalent to that ordinarily offered to commercial customers to instruct GSA users on all CALR services provided under this purchase order. The Contractor must make this training available at various times to all GSA users within two (2) weeks after date of award. The specific dates and times must be mutually agreed upon by the COR and the Contractor. This training must include, but not be limited to, content and use of databases, use of search and retrieval software, use of specialized system access software (including printing and downloading functions) and effective legal research strategies.

The Contractor must provide training on any new systems or major systems changes.

The Contractor must regularly provide a roadmap of product developments and major system changes when applicable.

Open training on all functions and features of the product must be available for one-on-one as well as group settings. Training in specific practice areas and databases must be readily available.

i) New Users/Refresher Training

Training for new GSA CALR users must be accomplished as mutually agreed upon by the COR and the Contractor. The specific dates and times must be mutually agreed upon by the COR and the Contractor.

Refresher training must be offered at least two (2) times per year and must include, but not be limited to, new access methods and procedures, new/additional database information and enhancements to search and retrieval functions. The specific dates and times must be mutually agreed upon by the COR and the CALR Service.

c) Support Services

The CALR Service must include telephonic help-desk services, offering problem resolution and live research assistance, 24 hours per day, 7 days per week, 365 days per year.

i) Client Representative

The CALR Service must provide a client representative familiar with OGC’s practice areas.

ii) User ID Management

The CALR Service must provide a mechanism for maintaining user IDs. Requests to add and delete users will be made by the COR in writing (paper, email, or fax) or via a website with limited access. The CALR Service must issue individual IDs and provide online access within one (1) business day of receipt of request.

iii) Documentation and Usage Reports

The Contractor must provide documentation in an electronic format of all CALR services provided under this purchase order (e.g., manuals, reference guides, and database descriptions) and subsequent updates of the documentation.

The Contractor must provide monthly and annual usage reports identifying total usage as well as usage per user over the respective period.

Requests for more specific usage reports (including the accessed databases and searches per user) must be accommodated within 10 business days.

The CALR Service must provide access to a database that lists all users by user name, user id, and GSA organization.

iv) Quality Control

The CALR Service must maintain the accuracy and currency of all database files. All database corrections and updates must be made available to GSA users at the same time they are made available to the CALR Service’s commercial users.

2.2 Optional Supplemental Research Services (CLINs 0002 - 4006)

GSA may exercise an optional supplemental research services CLIN, exercisable at the discretion of the Government, as needed, to accommodate additional GSA OGC staff members.

These optional CLINs can be exercised throughout the life of the purchase order by the initiation of a purchase request document, statement of work and formalized via a modification. These optional CLINs are an extension of the mandatory CLINs and are similar in scope. Optional tasks must run coterminous with the base (or option if exercised during an option period) period of performance.

3. Operational Requirements

3.1. Deliverables/Milestone Schedule

All deliverables/milestones shall be in accordance with the schedule below.

Start Service May 1, 2018

Training May 1, 2018 - May 15, 2018

Refresher Training Offered Two Times Per Year

Monthly Usage Report 1st of the month

Annual Usage Report January 15 (or the next business day)

Requests for more specific usage reports (including the accessed databases and searches per user).

Within 10 business days of the written request.

3.2 Format, Review, and Acceptance

Deliverables (monthly, annual and miscellaneous usage reports) shall be submitted electronically to the Government unless otherwise requested. The Contractor shall include a cover letter with each submission, on the contractor’s letterhead, describing the contents. Prior to the submission of deliverables, GSA and the Contractor will agree on format and nature of the content for the deliverable, to improve deliverable quality prior to effort being expended. Industry Standards and best practices will also be used as a guideline for developing deliverables where applicable.

The Government will review deliverables to ensure they adhere to the standards stated in the Statement of Work. Deliverables must be provided to the Contracting Officer’s Representative (COR) listed in the Purchase Order Administration section.

4. Purchase Order Requirements

4.1 Period and Place of Performance

The period of performance will be as follows:

Base period: May 1, 2018 - April 30, 2019 Option Year 1: May 1, 2019 - April 30, 2020 Option Year 2: May 1, 2020 - April 30, 2021 Option Year 3: May 1, 2021 - April 30, 2022 Option Year 4: May 1, 2022 - April 30, 2023

4.2 Invoicing

The Contractor shall submit invoices in accordance with the instructions specified below.

All invoicing shall be done electronically. Password and electronic invoice access shall be obtained through the GSA web site https://vcss.ocfo.gsa.gov/. Invoices shall be itemized as per the specific CLINs utilized during that billing period. Failure to comply with the procedures outlined above shall result in your payment being delayed. A copy of the invoice shall be https://vcss.ocfo.gsa.gov/ https://vcss.ocfo.gsa.gov/ submitted to the COR along with a (courtesy copy to the Contracting Officer), at the same time the invoice is submitted for payment.

Invoice Content

1. GSA Purchase Order Number

2. Task Order GP Number

3. Remittance Address

4. Period of Performance for Billing Period

5. Point of Contact and Phone Number

6. Invoice Amount

4.3 Travel

Travel is not anticipated for this requirement.

4.4 Contract Type

The contract type for this purchase order will be firm-fixed price.

4.5 Section 508 Compliance

The Contractor(s) shall provide accessibility based on FAR Subpart 39.2 Electronic and Information Technology and Section 508 of the Rehabilitation Act of 1973 (29 U.S.C.794d). All electronic and information technology (EIT) procured through this purchase order must meet the applicable accessibility standards at 36 CFR 1194, unless an agency exception to this requirement exists. The 36 CFR 1194 implements Section 508 of the Rehabilitation Act of 1973, as amended. All deliverables will be Section 508 compliant, and will be reviewed for compliance by the Government which reserves the right to reject the deliverable(s) until remediation of deficiencies has been successfully completed by the Contractor. Complete technical descriptions are provided on the following website: http://www.section508.gov.

Where appropriate, the Contractor(s) shall indicate whether each product or service is compliant or non-compliant with the accessibility standards at 36 CFR 1194. Further, the quote must indicate where full details of the compliance can be found (e.g., vendor’s website or other exact location).

4.6 Purchase Order Administration

The Contracting Officer is the only person authorized to approve any changes in the scope of work for this requirement. The authority remains solely with the Contracting Officer. In the http://www.section508.gov/ http://www.section508.gov/ event the contractor effects any changes at the direction of any person other than the Contracting Officer, the changes shall be considered to have been made without authority and no adjustment will be made in the purchase order price to cover any increase of expenses incurred as a result thereof.

The Contracting Officer’s Representative (COR) shall assist in monitoring the contractor’s performance. The contractor’s performance shall be evaluated by the COR unless otherwise required. The COR shall contact the Contracting Officer for any changes needed on the requirement.

Contracting Officer’s Representative (COR):

Dale B. Walker Program Analyst/OGC Central Office Records Management Coordinator Office of the General Counsel General Services Administration

1800 F ST NW

Room 2316A

WASHINGTON DC 20405-0001

(202) 208-1224 (Office)

(202) 747-4053 (Cell)

(202) 656-7584 (Google) dale.walker@gsa.gov

Contracting Officer (CO):

Tierra S. Davis Contracting Officer Acquisition Operations Division Office of Internal Acquisition General Services Administration 1800 F St, NW Washington, DC 20405 P: 202-260-4701 C: 202-699-0714 tierra.davis@gsa.gov

4.7 Attachments

A. Functionality Requirements/Database Selection B. Pricing Schedule

5. Clauses

The Federal Acquisition Regulation (FAR) and General Services Administration Manual (GSAM) clauses below are incorporated in this purchase order by reference.

mailto:dale.walker@gsa.gov mailto:tierra.davis@gsa.gov

FAR # Clause

52.212-4 Contact Terms and Conditions - Commercial Items (Jan 2017)

52.212-5 Contract Terms and Conditions Required To Implement Statutes or Executive Orders—Commercial Items (Nov 2017)

52.232-33 Payment by Electronic Funds Transfer-System for Award Management

52.217-8 Option to Extend Services (Nov 1999)

52.204-7 System for Award Management (Oct 2016)

52.217-7 Option for Increased Quantity - Separately Priced Line Item (Mar 1989)

GSA IT Security Policies Incorporated by reference:

The following GSA policies must be followed as applicable. These policies can be found at http://www.gsa.gov/directives or https://insite.gsa.gov/directives.

Policy # Title

CIO P 2100.1 GSA Information Technology (IT) Security Policy

CIO 2104.1A GSA Information Technology IT General Rules of Behavior

CIO 2108.1 Software License Management

CIO 2105.1C GSA Section 508: Managing Electronic and Information Technology for Individuals with Disabilities

Clauses incorporated by full text:

FAR 52.217-9 Option To Extend the Term of the Contract (Mar 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 10 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

http://www.gsa.gov/directives http://www.gsa.gov/directives https://insite.gsa.gov/directives https://insite.gsa.gov/directives

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 5 years.

FAR 52.252-2 Clauses Incorporated By Reference (Feb 1998) This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at these addresses: (a)

Federal Acquisition Regulation: https://www.acquisition.gov/far/

6. Provisions

6.1 FAR 52.212- 1 Instructions to Offerors - Commercial Items (Addendum)

6.1.1 Questions Submission:

Submit questions concerning this requirement, in writing, via e-mail to tierra.davis@gsa.gov, no later than 2:00 PM EST, Wednesday, January 31, 2018. No questions will be accepted via telephone. Questions submitted after the cutoff date will not be considered. Answers to questions will be provided within 2 business days to all contractors via FedBizOpps (FBO).

6.1.2 Quote Submission:

Quotes shall be submitted no later than 2:00 PM EST, Wednesday, February 7, 2018. Quotes shall include page numbers and a table of contents. The cover page shall also include the name, phone number and e-mail address of the individual to be contacted regarding any questions concerning the RFQ. Quotes shall be submitted electronically to: Tierra Davis -tierra.davis@gsa.gov.

The contractor shall submit two separate volumes with their quotation: 1) Technical and 2) Pricing. The technical quotation shall not include any information related to pricing for this requirement.

6.1.3 Technical Quotation:

Factor 1: Technical Capability

Contractors shall identify their technical capability of fulfilling the Government’s needs as outlined in Section 2.1 of the Statement of Work.

https://www.acquisition.gov/far/ https://www.acquisition.gov/far/

Sub-factor A: Functionality/Database Selection

Contractors shall complete the Database Selection Spreadsheet (Attachment A) to acknowledge their CALR Service functionality aspects. Contractors shall notate “yes” or “no” in the corresponding box which shall indicate whether or not their CALR Service provides this function. If a responding contractor’s CALR Service cannot provide one of the databases or sources listed, it should identify its technical equivalent.

Sub-factor B: Transition, Training and Support:

Contractors shall provide a written plan for transitioning GSA users from the existing CALR service to the new CALR service in order to start service on May 1, 2018. The Contractor’s CALR Service plan must include a comprehensive method for providing log-in information and conducting training to GSA users. The Contractor’s CALR Service plan must also include and describe transition assistance for users who are unable to attend training event(s).

The Contractor shall provide a narrative describing their training program to instruct GSA users on all CALR services. The training program must be equivalent to that ordinarily offered to commercial customers. The Contractor must make this training available at various times to all GSA users within two (2) weeks after date of award. The specific dates and times must be mutually agreed upon by the COR and the Contractor. This training must include, but not be limited to, content and use of databases, use of search and retrieval software, use of specialized system access software (including printing and downloading functions) and effective legal research strategies.

The Contractor shall provide a narrative outlining their CALR Support Service. The CALR Service must include telephonic help-desk services, offering problem resolution and live research assistance, 24 hours per day, 7 days per week, 365 days per year.

Price Quotation:

Contractors shall provide a firm-fixed price to provide the CALR Service outlined in the Statement of Work. Prices shall be submitted in a format similar to that outlined in Attachment B

- Pricing Schedule. Prices must consist of a monthly rate for a period of 12 months for each mandatory CLIN. Optional CLINs must consist of a monthly rate for the period indicated in the Pricing Schedule. The Contractor shall clearly identify any and all applicable assumptions upon which the price quote is based. Prices must be valid for a minimum of 30 days after submission.

6.2 FAR 52.212-2 Evaluation (Addendum)

Technical Quotation:

Factor 1: Technical Capability

Sub-factor A: Functionality/Database Selection

The Government will evaluate the manner and extent to which the Contractor’s solution meets the functionality requirements as defined in the Statement of Work and Attachment A.

Contractors will be evaluated on an “acceptable” or “unacceptable” basis. To be determined technically acceptable, The Contractor’s CALR Service must provide all aspects of Section 2.1 in the Statement of Work.

Sub-factor B: Transition, Training and Support:

The Government will evaluate the Contractor’s quote to ensure the Contractor provides an adequate plan for transitioning (and training) CALR Service users from the existing platform to a new platform in the event of an award to an incoming contractor. This includes a comprehensive method for providing log-in information and conducting training to GSA users. The Contractor’s CALR Service plan must also include and describe transition assistance for users who are unable to attend training.

The Government will also evaluate the Contractor’s ability to provide support services to include: telephonic help-desk services, offering problem resolution and live research assistance, 24 hours per day, 7 days per week, 365 days per year.

Contractors will be evaluated on an “acceptable” or “unacceptable” basis. To be determined technically acceptable, Contractor’s must provide a transition and training plan that allows a smooth transition from one service to another as described in the Statement of Work, in addition to the support services described.

Price Quotation:

The Government will evaluate the Contractor’s quote to determine the overall proposed price is fair and reasonable. For award purposes, the Government will evaluate the overall total price (inclusive of all mandatory and optional CLINs for the base and option years).

Basis For Award

The basis for award will be Lowest-Priced Technically Acceptable, with the award being made to the contractor that presents the Lowest-Priced Technically Acceptable quote. To be considered

Technically Acceptable, Contractors must receive an overall rating of “Acceptable” for the Technical Capability factor.

6.3 FAR 52.212-3 Offeror Representations and Certifications—Commercial Items (Nov 2017)

The Offeror shall complete only paragraph (b) of this provision if the Offeror has completed the annual representations and certification electronically via the System for Award Management (SAM) website located at https://www.sam.gov/portal. If the Offeror has not completed the annual representations and certifications electronically, the Offeror shall complete only paragraphs (c) through (u) of this provision (and submit with their quotation).

(a) Definitions. As used in this provision— “Economically disadvantaged women-owned small business (EDWOSB) concern” means a small business concern that is at least 51 percent directly and unconditionally owned by, and the management and daily business operations of which are controlled by, one or more women who are citizens of the United States and who are economically disadvantaged in accordance with 13 CFR part 127. It automatically qualifies as a women-owned small business eligible under the WOSB Program.

“Highest-level owner” means the entity that owns or controls an immediate owner of the offeror, or that owns or controls one or more entities that control an immediate owner of the offeror. No entity owns or exercises control of the highest level owner.

“Immediate owner” means an entity, other than the offeror, that has direct control of the offeror.

Indicators of control include, but are not limited to, one or more of the following: ownership or interlocking management, identity of interests among family members, shared facilities and equipment, and the common use of employees.

“Inverted domestic corporation”, means a foreign incorporated entity that meets the definition of an inverted domestic corporation under 6 U.S.C. 395(b), applied in accordance with the rules and definitions of 6 U.S.C. 395(c).

“Manufactured end product” means any end product in product and service codes (PSCs) 1000-9999, except—

(1) PSC 5510, Lumber and Related Basic Wood Materials;

(2) Product or Service Group (PSG) 87, Agricultural Supplies;

(3) PSG 88, Live Animals;

(4) PSG 89, Subsistence;

(5) PSC 9410, Crude Grades of Plant Materials;

(6) PSC 9430, Miscellaneous Crude Animal Products, Inedible;

(7) PSC 9440, Miscellaneous Crude Agricultural and Forestry Products;

(8) PSC 9610, Ores;

(9) PSC 9620, Minerals, Natural and Synthetic; and

(10) PSC 9630, Additive Metal Materials.

“Place of manufacture” means the place where an end product is assembled out of components, or otherwise made or processed from raw materials into the finished product that is to be provided to the https://www.sam.gov/portal https://www.sam.gov/portal http://uscode.house.gov/ http://uscode.house.gov/ http://uscode.house.gov/ http://uscode.house.gov/

Government. If a product is disassembled and reassembled, the place of reassembly is not the place of manufacture.

“Predecessor” means an entity that is replaced by a successor and includes any predecessors of the predecessor.

“Restricted business operations” means business operations in Sudan that include power production activities, mineral extraction activities, oil-related activities, or the production of military equipment, as those terms are defined in the Sudan Accountability and Divestment Act of 2007 (Pub. L. 110-174).

Restricted business operations do not include business operations that the person (as that term is defined in Section 2 of the Sudan Accountability and Divestment Act of 2007) conducting the business can demonstrate—

(1) Are conducted under contract directly and exclusively with the regional government of southern Sudan;

(2) Are conducted pursuant to specific authorization from the Office of Foreign Assets Control in the Department of the Treasury, or are expressly exempted under Federal law from the requirement to be conducted under such authorization;

(3) Consist of providing goods or services to marginalized populations of Sudan;

(4) Consist of providing goods or services to an internationally recognized peacekeeping force or humanitarian organization;

(5) Consist of providing goods or services that are used only to promote health or education; or

(6) Have been voluntarily suspended.

“Sensitive technology”—

(1) Means hardware, software, telecommunications equipment, or any other technology that is to be used specifically—

(i) To restrict the free flow of unbiased information in Iran; or

(ii) To disrupt, monitor, or otherwise restrict speech of the people of Iran; and

(2) Does not include information or informational materials the export of which the President does not have the authority to regulate or prohibit pursuant to section 203(b)(3) of the International Emergency Economic Powers Act (50 U.S.C. 1702(b)(3)).

“Service-disabled veteran-owned small business concern”—

(1) Means a small business concern—

(i) Not less than 51 percent of which is owned by one or more service-disabled veterans or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more service-disabled veterans; and

(ii) The management and daily business operations of which are controlled by one or more service-disabled veterans or, in the case of a service-disabled veteran with permanent and severe disability, the spouse or permanent caregiver of such veteran.

(2) Service-disabled veteran means a veteran, as defined in 38 U.S.C. 101(2), with a disability that is service-connected, as defined in 38 U.S.C. 101(16).

“Small business concern” means a concern, including its affiliates, that is independently owned and operated, not dominant in the field of operation in which it is bidding on Government contracts, and qualified as a small business under the criteria in 13 CFR Part 121 and size standards in this solicitation.

“Small disadvantaged business concern”, consistent with 13 CFR 124.1002, means a small business concern under the size standard applicable to the acquisition, that— http://uscode.house.gov/ http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t37t40+200+2++%2838%29%20%20AND%20%28%2838%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t37t40+200+2++%2838%29%20%20AND%20%28%2838%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t37t40+200+2++%2838%29%20%20AND%20%28%2838%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t37t40+200+2++%2838%29%20%20AND%20%28%2838%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20

(1) Is at least 51 percent unconditionally and directly owned (as defined at 13 CFR 124.105) by—

(i) One or more socially disadvantaged (as defined at 13 CFR 124.103) and economically disadvantaged (as defined at 13 CFR 124.104) individuals who are citizens of the United States; and

(ii) Each individual claiming economic disadvantage has a net worth not exceeding $750,000 after taking into account the applicable exclusions set forth at 13 CFR 124.104(c)(2); and

(2) The management and daily business operations of which are controlled (as defined at 13.CFR 124.106) by individuals, who meet the criteria in paragraphs (1)(i) and (ii) of this definition.

“Subsidiary” means an entity in which more than 50 percent of the entity is owned—

(1) Directly by a parent corporation; or

(2) Through another subsidiary of a parent corporation.

“Veteran-owned small business concern” means a small business concern—

(1) Not less than 51 percent of which is owned by one or more veterans (as defined at 38 U.S.C. 101(2)) or, in the case of any publicly owned business, not less than 51 percent of the stock of which is owned by one or more veterans; and

(2) The management and daily business operations of which are controlled by one or more veterans.

“Successor” means an entity that has replaced a predecessor by acquiring the assets and carrying out the affairs of the predecessor under a new name (often through acquisition or merger). The term “successor” does not include new offices/divisions of the same company or a company that only changes its name.

The extent of the responsibility of the successor for the liabilities of the predecessor may vary, depending on State law and specific circumstances.

“Women-owned business concern” means a concern which is at least 51 percent owned by one or more women; or in the case of any publicly owned business, at least 51 percent of its stock is owned by one or more women; and whose management and daily business operations are controlled by one or more women.

“Women-owned small business concern” means a small business concern—

(1) That is at least 51 percent owned by one or more women; or, in the case of any publicly owned business, at least 51 percent of the stock of which is owned by one or more women; and

(2) Whose management and daily business operations are controlled by one or more women.

“Women-owned small business (WOSB) concern eligible under the WOSB Program” (in accordance with 13 CFR part 127), means a small business concern that is at least 51 percent directly and unconditionally owned by, and the management and daily business operations of which are controlled by, one or more women who are citizens of the United States.

(b)(1) Annual Representations and Certifications. Any changes provided by the offeror in paragraph (b)(2) of this provision do not automatically change the representations and certifications posted on the SAM website.

(2) The offeror has completed the annual representations and certifications electronically via the SAM website accessed through http://www.acquisition.gov. After reviewing the SAM database information, the offeror verifies by submission of this offer that the representations and certifications currently posted electronically at FAR 52.212-3, Offeror Representations and Certifications—Commercial Items, have been entered or updated in the last 12 months, are current, accurate, complete, and applicable to this solicitation (including the business size standard applicable to the NAICS code referenced for this solicitation), as of the date of this offer and are incorporated in this offer by reference (see FAR 4.1201), except for paragraphs ______________.

http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t37t40+200+2++%2838%29%20%20AND%20%28%2838%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://uscode.house.gov/uscode-cgi/fastweb.exe?getdoc+uscview+t37t40+200+2++%2838%29%20%20AND%20%28%2838%29%20ADJ%20USC%29%3ACITE%20%20%20%20%20%20%20%20%20 http://www.acquisition.gov/ http://www.acquisition.gov/ https://www.acquisition.gov/sites/default/files/current/far/html/52_212_213.html#wp1179194 https://www.acquisition.gov/sites/default/files/current/far/html/52_212_213.html#wp1179194 https://www.acquisition.gov/sites/default/files/current/far/html/Subpart%204_12.html#wp1073667 https://www.acquisition.gov/sites/default/files/current/far/html/Subpart%204_12.html#wp1073667

[Offeror to identify the applicable paragraphs at (c) through (t) of this provision that the offeror has completed for the purposes of this solicitation only, if any.

These amended representation(s) and/or certification(s) are also incorporated in this offer and are current, accurate, and complete as of the date of this offer.

Any changes provided by the offeror are applicable to this solicitation only, and do not result in an update to the representations and certifications posted electronically on SAM.]

(c) Offerors must complete the following representations when the resulting contract will be performed in the United States or its outlying areas. Check all that apply.

(1) Small business concern. The offeror represents as part of its offer that it □ is, □ is not a small business concern.

(2) Veteran-owned small business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents as part of its offer that it □ is, □ is not a veteran-owned small business concern.

(3) Service-disabled veteran-owned small business concern. [Complete only if the offeror represented itself as a veteran-owned small business concern in paragraph (c)(2) of this provision.] The offeror represents as part of its offer that it □ is, □ is not a service-disabled veteran-owned small business concern.

(4) Small disadvantaged business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents, that it □ is, □ is not a small disadvantaged business concern as defined in 13 CFR 124.1002.

(5) Women-owned small business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents that it □ is, □ is not a women-owned small business concern.

(6) WOSB concern eligible under the WOSB Program. [Complete only if the offeror represented itself as a women-owned small business concern in paragraph (c)(5) of this provision.] The offeror represents that—

(i) It □ is,□ is not a WOSB concern eligible under the WOSB Program, has provided all the required documents to the WOSB Repository, and no change in circumstances or adverse decisions have been issued that affects its eligibility; and

(ii) It □ is, □ is not a joint venture that complies with the requirements of 13 CFR part 127, and the representation in paragraph (c)(6)(i) of this provision is accurate for each WOSB concern eligible under the WOSB Program participating in the joint venture. [The offeror shall enter the name or names of the WOSB concern eligible under the WOSB Program and other small businesses that are participating in the joint venture: __________.] Each WOSB concern eligible under the WOSB Program participating in the joint venture shall submit a separate signed copy of the WOSB representation.

(7) Economically disadvantaged women-owned small business (EDWOSB) concern. [Complete only if the offeror represented itself as a WOSB concern eligible under the WOSB Program in (c)(6) of this provision.] The offeror represents that—

(i) It □ is, □ is not an EDWOSB concern, has provided all the required documents to the WOSB Repository, and no change in circumstances or adverse decisions have been issued that affects its eligibility; and

(ii) It □ is, □ is not a joint venture that complies with the requirements of 13 CFR part 127, and the representation in paragraph (c)(7)(i) of this provision is accurate for each EDWOSB concern participating in the joint venture. [The offeror shall enter the name or names of the EDWOSB concern and other small businesses that are participating in the joint venture: __________.] Each EDWOSB concern participating in the joint venture shall submit a separate signed copy of the EDWOSB representation.

Note: Complete paragraphs (c)(8) and (c)(9) only if this solicitation is expected to exceed the simplified acquisition threshold.

(8) Women-owned business concern (other than small business concern). [Complete only if the offeror is a women-owned business concern and did not represent itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents that it □ is a women-owned business concern.

(9) Tie bid priority for labor surplus area concerns. If this is an invitation for bid, small business offerors may identify the labor surplus areas in which costs to be incurred on account of manufacturing or production (by offeror or first-tier subcontractors) amount to more than 50 percent of the contract price:____________________________________

(10) HUBZone small business concern. [Complete only if the offeror represented itself as a small business concern in paragraph (c)(1) of this provision.] The offeror represents, as part of its offer, that—

(i) It □ is, □ is not a HUBZone small business concern listed, on the date of this representation, on the List of Qualified HUBZone Small Business Concerns maintained by the Small Business Administration, and no material changes in ownership and control, principal office, or HUBZone employee percentage have occurred since it was certified in accordance with 13 CFR Part 126; and

(ii) It □ is, □ is not a HUBZone joint venture that complies with the requirements of 13 CFR Part 126, and the representation in paragraph (c)(10)(i) of this provision is accurate for each HUBZone small business concern participating in the HUBZone joint venture. [The offeror shall enter the names of each of the HUBZone small business concerns participating in the HUBZone joint venture: __________.] Each HUBZone small business concern participating in the HUBZone joint venture shall submit a separate signed copy of the HUBZone representation.

(d) Representations required to implement provisions of Executive Order 11246—

(1) Previous contracts and compliance. The offeror represents that—

(i) It □ has, □ has not participated in a previous contract or subcontract subject to the Equal Opportunity clause of this solicitation; and

(ii) It □ has, □ has not filed all required compliance reports.

(2) Affirmative Action Compliance. The offeror represents that—

(i) It □ has developed and has on file, □ has not developed and does not have on file, at each establishment, affirmative action programs required by rules and regulations of the Secretary of Labor (41 cfr parts 60-1 and 60-2), or

(ii) It □ has not previously had contracts subject to the written affirmative action programs requirement of the rules and regulations of the Secretary of Labor.

(e) Certification Regarding Payments to Influence Federal Transactions (31 U.S.C. 1352). (Applies only if the contract is expected to exceed $150,000.) By submission of its offer, the offeror certifies to the best of its knowledge and belief that no Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress or an employee of a Member of Congress on his or her behalf in connection with the award of any resultant contract. If any registrants under the Lobbying Disclosure Act of 1995 have made a lobbying contact on behalf of the offeror with respect to this contract, the offeror shall complete and submit, with its offer, OMB Standard Form LLL, Disclosure of Lobbying Activities, to provide the name of the registrants. The offeror need not report regularly employed officers or employees of the offeror to whom payments of reasonable compensation were made.

(f) Buy American Certificate. (Applies only if the clause at Federal Acquisition Regulation (FAR) 52.225-1, Buy American—Supplies, is included in this solicitation.)

(1) The offeror certifies that each end product, except those listed in paragraph (f)(2) of this provision, is a domestic end product and that for other than COTS items, the offeror has considered components of unknown origin to have been mined, produced, or manufactured outside the United States. The offeror shall list as foreign end products those end products manufactured in the United States that do not qualify as domestic end products, i.e., an end product that is not a COTS item and does not meet the component test in paragraph (2) of the definition of “domestic end product.” The terms “commercially available off-the-shelf (COTS) item” “component,” “domestic end product,” “end product,” “foreign end product,” and “United States” are defined in the clause of this solicitation entitled “Buy American—Supplies.”

(2) Foreign End Products:

Line Item No. Country of Origin

[List as necessary]

(3) The Government will evaluate offers in accordance with the policies and procedures of FAR Part 25.

(g)(1) Buy American—Free Trade Agreements—Israeli Trade Act Certificate. (Applies only if the clause at FAR 52.225-3, Buy American—Free Trade Agreements—Israeli Trade Act, is included in this solicitation.)

(i) The offeror certifies that each end product, except those listed in paragraph (g)(1)(ii) or (g)(1)(iii) of this provision, is a domestic end product and that for other than COTS items, the offeror has considered components of unknown origin to have been mined, produced, or manufactured outside the United States.

The terms “Bahrainian, Moroccan, Omani, Panamanian, or Peruvian end product,” “commercially available off-the-shelf (COTS) item,” “component,” “domestic end product,” “end product,” “foreign end product,” “Free Trade Agreement country,” “Free Trade Agreement country end product,” “Israeli end product,” and “United States” are defined in the clause of this solicitation entitled “Buy American—Free Trade Agreements–Israeli Trade Act.”

(ii) The offeror certifies that the following supplies are Free Trade Agreement country end products (other than Bahrainian, Moroccan, Omani, Panamanian, or Peruvian end products) or Israeli end products as defined in the clause of this solicitation entitled “Buy…