Instructions-SOW Nilgai Aerial Harvest.docx

INSTRUCTIONS TO QUOTERS

1. Submit quotes to Kim Yen Tu at kimyen.n.tu@usda.gov by 03/12/2021 at 11am Central time.

A COMPLETE QUOTE SHALL INCLUDE THE FOLLOWING INFORMATION:

a. Sign and fill in contractor’s information on SF1449 Solicitation Form (page 1) and pricing per harvest session (not per nilgai). Please be sure to include contractor’s DUNS and CAGE number. Alternative Pricing Schedules will not be considered. Pricing shall take into account all incidentals associated with harvesting, processing meat, meat donations and equipment/aircraft maintenance.

b. Complete the “Technical Capability and Experience Questionnaire” (Attachment 1) and provide any documents as requested in the Questionnaire.

c. Provide evidence if insurance coverage per clause 452.228‐71 INSURANCE COVERAGE

d. Please be sure to provide information about Key Personnel(s) as stated in clause 452.237-74 Key Personnel. (FEB 1988) on page 26. Key personnel(s) will be addressed in “Technical Capability and Experience Questionnaire” (Attachment 1).

e. Fill out 52.204-24 (d) representation highlighted portion on page 27

2. Submit all questions in writing to Kim Yen Tu at kimyen.n.tu@usda.gov. Questions should be submitted no later than two (2) days prior to the response deadline to ensure adequate time is available to respond and to amend the solicitation if necessary.

3. This solicitation is being prepared in accordance with FAR part 13 Simplified Acquisition Procedures. Quotations will be evaluated in accordance with 52.212-2 Evaluation – Commercial Items and using FAR part 13 awards based on best value.

4. Quoters must be fully registered in the System for Award Management (www.sam.gov) including current online representations and certifications at the time of quote submission.

5. The U.S. Department of Agriculture (USDA) is an agency of the Federal Government and is tax exempt (Tax ID # 41-0696271).

Statement of Work Nilgai Harvesting for the Cattle Fever Tick Eradication Program

I. Background

Cattle fever ticks are established within a permanent quarantine zone in South Texas. USDA and the Texas Animal Health Commission (TAHC) work fervently to detect, quarantine, and treat infestations found in and sometimes out of the zone. Complications occur when wildlife move ticks undetected from one area to another. Historically white tailed-deer have been seen as the main culprit. More recently Nilgai antelope (Boselaphus trogocamelus) are emerging as a larger threat in controlling cattle fever ticks. Nilgai antelope are large ungulates native to India. In India, they have been known to transmit foot and mouth disease and malignant catarrhal fever, carry numerous endo- and ectoparasites, and can be infected with babesiosis. Furthermore, they have been found (by PCR) to be infected with Babesia bovis and Babesia bigemina (the agents of bovine babesiosis) in Mexico . They serve as hosts for cattle fever ticks (Rhipicephalus microplus and R. annulatus) and move these ticks (and potentially Babesia parasites) throughout their range including over the border from Mexico.

In South Texas, nilgai have no native predators, live in favorable environmental conditions, and are valued for exotic game hunting. Their numbers have blossomed from 13 individuals introduced in the late 1920s to presently around 38,000. They are popular game animals with hunts running $2,000 to $5,000 and no closed season. They are large animals (males can weigh over 600 pounds) and have large home ranges (as large as 31,533 hectares). Female year-long home ranges are 20% larger than the males'. During "tick friendly" July and August, they experience a spike in their space use potentially helping the tick population grow and spread.

II. General Scope The government intends to establish one fixed price contract to acquire professional services for conducting 4-5 sessions of aerial harvesting and meat processing of Nilgai in order to eradicate cattle fever ticks as defined hearafter in coordination with Texas Animal Health Commission (TAHC) on specified properties managed by the Laguna Atascosa National Wildlife Refuge (LANWR) and the Boca Chica National Wildlife Refuge (BCNWR):

a. Harvest Execution: Utilize a contractor with who is:

i. Authorized and experienced to perform aerial management (i.e., hunting or harvesting) of Nilgai in Texas under the authorization of the Texas Parks and Wildlife Commission;

ii. Adheres to FAR and holds valid and current FAA certifications to conduct aerial wildlife management (hunting) and perform extended cargo (via sling load) operations for the purpose of retrieving and transporting the Nilgai carcass to the meat processing site;

iii. Available to conduct at least 5 Nilgai harvests during the months of March and from August through November 2021 in designated areas in Cameron and/or Willacy counties in order to reduce Nilgai populations and study fever tick infestation levels.

iv. Able and willing to harvest Nilgai antelope on select properties in Cameron and/or Willacy counties where harvest is requested at.

v. Has mobile meat processing trailer to provide onsite meat processing where 50% of the meat will be donated to charity.

b. Harvest objectives per session:

i. The goal, when population is available, is to harvest 50 animals per harvest and the harvester agrees to harvest male and female nilgai indiscriminately per harvest day;

ii. Harvest session will consist of a 5-15 hour flight period during the day;

iii. Harvest operations will be conducted within the Laguna Atascosa National Wildlife Refuge (LANWR) – Unit 4 and the Boca Chica National Wildlife Refuge (BCNWR);

iv. Updated harvest boundary map will be provided to the commercial harvester in advance or on the day of the harvest by the LANWR and BCNWR authorities

c. Every effort will be made to provide advance notice to the commercial harvester of any harvest cancelations or schedule changes:

i. Cancellation contingencies due to inclement weather or emergency conditions that preclude flying or access to the LANWR/BCNWR property: 48 hour notice without incurring penalty for rescheduling or being assessed pro-rated charges;

ii. Cancellation contingencies due to non-emergency reasons not related to inclement weather: 7 days’ notice without incurring penalty for rescheduling or being assessed pro-rated charges;

iii. Cancellation or early termination of harvest that precludes meeting 50 carcass mission objective due to mechanical failure of contractor-supplied equipment (i.e, helicopter, refrigerator unit, meat processing equipment, etc.) will justify a fair and equitable pro-rated invoice charge to USDA.

iv. In the event of cancellation of a proposed harvest, every effort will be made to reschedule the cancelled harvest to a later date that can be accommodated by the both the commercial harvester, the LANWR/BCNWR, USDA and TAHC.

d. Public Notification: USDA will defer any decision to make a public notification about the harvest operations to the respective ANWR and BCNWR authorities.

III. Period of Performance The period of performance is estimated to begin in March 2021 through November 2021. Specific dates for each harvest session will be determined after contract award.

IV. Place of Performance Cameron and/or Willacy County, Texas. Scheduling will be discussed, but may be as often as one harvest day per week, or one harvest day every other week. There will be about three (3) harvests at Laguna Atascosa National Wildlife Refuge (LANWR) Unit 4 Location. There will be about two (2) harvests Boca Chica National Wildlife Refuge (BCNWR) Location. Harvest dates and locations will be finalized after contract award.

V. Contract Scope/Deliverables The purpose of this contract is to help eradicate cattle fever ticks by the contractor providing the following:

a. A private helicopter pilot along with helicopter crew, gunner, and associated equipment, to individually harvest and sling load from air up to 50 nilgai from the designated areas in Cameron/Willacy counties and deliver the carcasses to the designated inspection site for examination by USDA and TAHC for signs of tick infestation and, subsequent meat processing

b. Flight operations will be conducted in strict compliance with Federal Aviation Regulations, Federal Airborne Hunting Act, and any applicable State and local laws.

Federal Aviation Regulations: http://www.faa.gov/regulations_policies/faa_regulations/ Federal Airborne Hunting Act: https://www.fws.gov/le/USStatutes/Airborne%20Hunting.pdf The contractor must possess the following:

· Part 135 operating certificate (this is for the flying/hunting)

· Part 133 operating certificate (this is for the sling load operation)

c. Contractor must be able to qualify for, obtain and produce an approved Landowner’s Authorization to Manage Wildlife or Exotic Animals by Aircraft (LOA) issued by Texas Parks and Wildlife Commission within 5 days after contract award. In order to obtain an LOA, the contractor must have Aerial Wildlife Management Permit (AWP) issued by Texas Parks and Wildlife.

d. The Pilot must have the following minimum flight times as required by OPM for Federal Pilots:

e. The pilot is responsible for the safe operation of the aircraft and the safety of its occupants. Pilots must have proper training and commercial pilot certificates and demonstrate the following:

· Positive flying safety attitudes and habits.

· Positive attitude regarding requirements and procedures for aerial hunting of predator animals.

· Emotional stability under the stress of low level aircraft operations required for aerial hunting.

· Positive personality characteristics required to work and communicate effectively with field personnel and cooperators.

· Knowledge of and/or willingness to learn predator habits and how to effectively and efficiently hunt them.

· Ability to safely identify and maintain effective airborne contact with the target animal.

f. The gunner team shall perform lethal head shots to Nilgai 99% of the time during the harvests with the use of single shot (non-lead) ammunition. Use of buckshot not authorized.

g. Helicopter/gunner team must remain aware of premises boundaries so that no Nilgai are harvested outside of the designated boundaries. The pilot/gunner team will be provided a map of the boundaries.

h. Contractor must have a valid “Grant of Voluntary Inspection” issued by the Meat Safety Assurance Unit of the Texas Department of State Health Services (TDSHS) to process harvested Nilgai meat for sale or human consumption

i. Contractor is capable of processing the Nilgai carcass at or in close proximity to the harvest area using self-sufficient mobile meat processing unit(s) inspected and approved by the TDSHS inspectors on site during the harvest operations.

j. Contractor must be able to safely process and store Nilgai meat in an outdoor environment where ambient air temperature can reach upwards of 100F VI. Aircraft Maintenance

a. The aircraft shall be fully maintained by the Contractor. If maintenance is required at locations other than the Contractor’s home base, the Contractor shall provide appropriate maintenance support, equipment and personnel necessary to repair the aircraft. Transportation of maintenance personnel and equipment shall be provided by the Contractor at no additional cost to the Government.

b. Aircraft shall be maintained in accordance with Federal Aviation Regulation and Federal Aviation Administration.

c. All maintenance deficiencies existing prior to the contract shall be corrected before the starting date of the contract. Those deficiencies occurring during the contract shall be corrected during normal scheduled maintenance at no additional cost to the government VII. Indemnity:

a. Commercial harvester agrees to maintain a liability policy with a Texas insurance carrier with coverage as stated in 452.228‐71 INSURANCE COVERAGE (NOV 1996) or as required by the state (whichever is higher). A certificate of insurance shall be furnished within 10 days after contract award.

b. Harvester must agree to indemnify and hold the Federal Government harmless from any and all claims of any kind or character asserted by any person or persons for personal injury or property damage sustained or claimed to be sustained on the premises as a result of the harvest operations or any cause within the control of the harvester.

c. The Government will not assume any responsibility for loss or damage to equipment owned or operated by the Contractor, his agents, employees or sub-contractors. The Government will not assume any responsibility for injury or death of the Contractor, his agents, employees or subcontractors, caused during the performance of this contract. The Contractor will be responsible for the intentional negligent and wrongful acts or omissions of the Contractor, his agents, employees or subcontractors and employees and agents of the sub-contractors incidental to the performance of this agreement.

VIII. Process harvested meat:

a. Contractor will provide personnel and equipment necessary to process up to 50 Nilgai carcasses per event/session at the site of the harvest with the capability of cold storage of the processed meat in an environment where the ambient air temperature that can reach 100F.

b. Govt (USDA/TAHC) will coordinate supplying a site for the contractor to set up the meat-processing trailer and a suitable area for the contractor to bury the unused animal parts and waste.

c. Due to a portion of the harvested meat being donated to a suitable non-profit organization for resale or distribution to worthy charities for human consumption, the commercial harvester shall provide upon request, a copy of their current and valid “Grant of Voluntary Inspection” issued by the Meat Safety Assurance Unit of the TDSHS to validate that the harvester is authorized by Texas to process the Nilgai carcasses. All nilgai will be harvested and meat inspected according to requirements for commercial meat sale and consumption.

d. Fifty percent of the processed Nilgai meat shall be donated by the contractor to a suitable non-profit agency. A copy of proof of delivery by the commercial harvester will be provided to USDA to validate compliance with this element within a reasonable amount of time after completion of each harvest (10 business days).

e. The commercial harvester agrees to abide by all laws and regulations as may be established relating to times and places of harvest and agrees to conduct its harvesting operations in a manner which will minimize any adverse effect on other livestock and wildlife on the property.

f. The harvester agrees to keep complete and accurate records of all nilgai harvested, including sex and carcass weights. This harvest report will be due 5-10 days after each harvest. It will be the responsibility of the COR to monitor and verify the details included in the harvest report.

g. As harvester will not receive 100% percentage of meat for payment of services, the quote for harvesting should include costs incurred by harvester and crew in lieu of 50% of meat. Bid should include expenses incurred when 50% of meat is donated, with a goal of 50 head harvested per one day session. Harvester must submit invoice as required by contract.

h. Availability of outside electrical power at the harvest site cannot be guaranteed by the contracting agency. Harvester must be capable of self sufficiency with electrical requirements for processing meat and cold storage in the absence of electrical power source at the harvest site.

IX. Government Personnel:

USDA APHIS AAMD Contracting 250 Marquette Ave Suite 410 Minneapolis, MN 55401 P: 612-336-3602 Email: Kimyen.n.tu@@usda.gov

903 San Jacinto Blvd, Ste 220 Austin, TX 78701

(O) 512-383-2441 Email: john.picanso@usda.gov

X. Workday and Holidays:

The contractor will not be scheduled to harvest on federal holidays. The following legal holidays are observed by the USDA-APHIS.

New Year's Day - 1 January Martin Luther King's Birthday - Third Monday in January President's Day - Third Monday in February Memorial Day - Last Monday in May Independence Day - 4 July Labor Day - First Monday in September Columbus Day - Second Monday in October Veteran's Day - 11 November Thanksgiving Day - Fourth Thursday in November Christmas Day - 25 December

XI. Performance Requirement The contractor will manage the total work effort required to accomplish the requirements set forth within this Statement of Work. The contractor will ensure the performance of the work is in accordance with sound and efficient businesses practices, which meet industry and Federal standards as well as the standards established by this SOW. Should the contractor determine a task will exceed the scope of this SOW; the contractor will contact the Contracting Officer (CO) or his or her designate immediately. The contractor will comply with all Federal, State/District, and local laws and regulations. The contractor will furnish trained and qualified personnel who meet or exceed minimum qualifications as required to accomplish the SOW requirements as described in the section entitled Contractor Qualification Requirements. This requirement must be fulfilled by sharing resume and specific information on qualifications that will be provided to the CO and or COR or designee.

The contractor will ensure that all laborers working under this contract have successfully passed all background checks required by the USDA.

XII. Government-Furnished Equipment and Services

1. APHIS CFTEP will provide employees for inspection of nilgai for fever ticks prior to movement/release of hides from harvested premises.

2. The commercial nilgai harvester will be provided a site to set-up a processing trailer and will be provided an on-site pit to bury animal viscera, head and lower legs. The commercial harvester will be responsible for moving the animal waste parts to pit site. The commercial harvester may dispose of animal waste from harvested animals on the property, but only at a site designated. The commercial harvester will respect the property by leaving as little foot print as possible during the harvest.

3. The team will be provided a map of the boundaries.

XIII. Invoicing Contractors must submit invoices and attach all supporting documentation as required within 5 business days of completion of services provided.

USDA uses the Invoice Processing Platform (IPP) for electronic submission and tracking of purchase orders, invoices, and payment information to its suppliers of goods and services: Enroll at https://ipp.gov. The IPP is a government-wide secure web-based invoice processing service offered free of charge to government agencies and their suppliers by the U.S. Department of Treasury’s Financial Management Service (FMS).

There will be no carcass purchase payment required by the commercial harvester. In lieu of carcass purchase payments, there will be a 50% donation, percentages based on total harvest for each harvest day (donation percentages based on % of harvest carcass weight). No shipping costs included and assumes donation can be dropped off at facility during return trip or non-profit will pick up.

XIV. Inspection and Acceptance

1) ACCEPTANCE CRITERIA

The contractor shall provide the above service in a timely manner to the government. Upon any issues or problems the government COR will contact the contractor and request a resolution to any problems. The contractor normally has five working days to provide the correction to any deficiencies based upon the APHIS comments.

2) COR RESPONSIBILITIES AND LIMITATIONS TO AUTHORITY

(a) The COR will furnish technical advice to the Contractor to provide specific details, milestones to be met within the terms of the Contract, and any other advice of a technical nature necessary to perform the work specified in the contract. The COR shall not issue any instructions that would constitute a contractual change. Only the Contracting Officer, acting within the scope of this contract and his/her authority, can make changes to contract pricing, quality, quantities and delivery terms.

(b) Other duties of the COR are listed as follows:

· Monitoring the Contractor’s performance to ensure compliance with technical requirement of the Contract/Order.

· Review and approval of required reports, deliverables.

· Verifying and certifying that the items have been inspected and meet the requirements of the contract/order.

· Immediately notifying the Contracting Officer if performance is not proceeding satisfactorily.

· Ensuring that changes in work under the contract/order are not initiated before written authorization or a modification is issued by the Contracting Officer.

· Providing the Contracting Officer a written request and justification for changes.

· Inspecting and accepting service, including visiting the Contractor facilities to check performance authorized by Contract/order inspection clause on a non-interference basis.

XV. Safety and Security Requirements

a. In accordance with the USDA regulations, a Background Investigation is required prior to starting work under this contract as well as maintaining it throughout the duration of the contract. Prior to start of work, the CONTRACTOR shall provide only fully qualified and properly cleared employees for the work to be performed under this SOW. The contractor shall, through their own internal background investigation protocol and pre-employment investigation, ensure that each employee submitted for a background investigation is reasonably expected to receive a favorable adjudication of their respective investigations and training.

b. The USDA, APHIS will pay for the government background investigations. The government shall have and exercise full and complete control over granting, denying, withholding, or termination the background investigation clearance for employees.

c. All contractor personnel that will have access to the APHIS facilities will be required to have a Background Investigation (BI) with no less than favorably adjudicated returned results. Once approved and working at the facilities, contractor personnel shall not be removed or diverted from the site without prior notification to the designated COR. The COR will work with HR Classification to determine the level of background investigation for those prime and subcontractor employees consistent with those position sensitivity designations in the Homeland Security Presidential Directive (HSPD) 12. The level of background investigation required will depend upon the work of the position. It is estimated the type of BI’s required for the various personnel will be one of the following: National Agency Check with Inquiries (NACI), Minimum Background Investigation (MBI), or Limited Background Investigation (LBI) either a Public Trust, High Risk or a Public Trust, Moderate Risk - Minimum Background Investigation. The APHIS Security staff will advise the contractor on the appropriate type of BI required under this contract.

d. The contractor shall not employ persons for work on this contract if such employee is considered by the contracting officer to be a potential threat to health, safety, general well-being or operational mission of USDA and its employees. If the contracting officer finds a prospective employee to be unsuitable for his or her assigned duties, the contractor will be advised immediately that such employee cannot continue to work or be assigned to work under the contract.

(a) Contractors shall comply with the personal identity verification (PIV) policies and procedures established by the AGAR Advisory No. 81, Revision 03 dated July 19, 2010 – Common Identification Standard for Contractors. In addition, procedures to be followed by contractors and contractor employees are specified in the Departmental Regulation and Departmental Manual (DM) 4620-002. Copies can be downloaded from the website at http://hspd12.usda.gov

(b) All applicable contractor employees requiring routine, long term (the aggregate of 6 months or more) physical access to Federally-controlled facilities or routine access to Federally-controlled information systems must go through the identify proofing, registration, and e-verify process, and have a successful background investigation conducted by OPM. The level of investigation required is dependent on the duties and may require a low-risk non-sensitive National Agency Check with (Written) Inquiries, an Office of Personnel Management (OPM) Public Trust or an OPM National Security background investigation to serve on the contract. E-Verify is an electronic system which checks employee information obtained from the Employment Eligibility Verification form (I-9 form) against records maintained by both the Department of Homeland Security (DHS) and the Social Security Administration (SSA). If the information input matches the DHS and SSA records, an ‘employment authorized’ message will be received. However, any discrepancy between the information input and the records at DHS and SSA will result in an alert being issued. The alert is called a Notice of Tentative Non-Confirmation (TNC) and further action is required. All background investigations or clearances must be done one week prior to commencing work. Where this is not practical and the prime or subcontractor requires intermittent access to federally controlled facilities or are under the aggregate 180 day limit, a temporary guest ID badge will be issued and/or such laborer may be under constant supervision and their access to areas or data may be more restricted. Laborers who will NOT have routine unaccompanied physical access to a Federally-controlled facility and/or routine unaccompanied access to a Federally-controlled information system may be excluded from coverage by AGAR Advisory 81 based on the LincPass Distribution Risk Assessment. The LincPass Distribution Risk Assessment will be conducted by a USDA Sponsor for laborer’s (Contracting Officer’s Representative, or other Government designated program/project officers) as part of the PIV II registration, identity proofing, and credential issuance procedures. Examples of probable exclusion are couriers, express mail and package or other delivery persons.

(c) The Contractor shall provide to the USDA PIV Sponsor and the Personnel Security Specialist listed below, a list of all contractor and subcontractor employees full name, job title, employer (prime or subcontractor), contract number, performance period and/or the days employee is expected to be on-site for base year and each period of performance, if applicable, and information on OPM’s background investigation or clearance conducted by the prime or subcontractor and that contractor employees pass the background check.

(d) The Contractor shall take full responsibility to ensure that prime and subcontractor employees who require routine, long-term physical access to federally controlled facilities and logical access to Federally controlled information systems except for "national security systems" as defined by 44 U.S.C. 3542(b)(2), are required to complete and submit HRO 1197, Contractor Supplement and the AD-1197, Request for USDA Identification (ID) Badge, along with copies of two identity source documents (one being a photo ID) and two completed fingerprint cards (FD-258 attached), to the following. You can obtain these forms and further guidance from the Personnel Security Specialist who oversees the investigation process for contractors:

(e) The Security Specialist will validate the level of background investigation required of the employee’s position, and initiate them into OPM’s secure on-line e-QIP portal and will provide further instructions by means of email for completing the electronic questionnaire.

e. For further information and reference on the USDA personnel security requirements please see the document entitled Agar Advisory 81 entitled “Common Identification Standard for Contractors” at http://www.dm.usda.gov/pdsd/bulletin04-02.pdf

XVI. COMMERCIAL CLAUSES AND PROVISIONS

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 this/these address(es): http://farsite.hill.af.mil

52.204-13, System for Award Management Maintenance (OCT 2018) 52.204-18 Commercial and Government Entity Code Maintenance (Jul 2016) 52.232-40 Providing Accelerated Payments to Small Business Subcontractors (Dec 2013)

Clauses Incorporated in full text 52.212-4 Contract Terms and Conditions -- Commercial Items (Oct 2018)

(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 41 U.S.C. chapter 71,Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer— System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer—Other Than System for Award Management), or applicable agency procedures.

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

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

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

(i) Payment.

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

(2) Prompt Payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR Part 1315.

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

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

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

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

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

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

(C) Affected 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 41 U.S.C. 7109, 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 at fixed by the Secretary until the amount is paid.

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

(l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor’s records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 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, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations 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) Reserved

(u) Unauthorized Obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End Use License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

Addendum – The following section(s) is replaced in its entirety:

(p) Limitation of liability. Commercial harvester agrees to maintain a liability policy with a Texas insurance carrier with coverage as stated in 452.228‐71 INSURANCE COVERAGE (NOV 1996) or as required by the state (whichever is higher).

52.212-5 Contract Terms and Conditions Required to Implement Statutes or Executive Orders -- Commercial Items (Nov 2020)

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

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (Jul 2018) (Section 1634 of Pub. L. 115-91).

(3) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Aug 2020) (Section 889(a)(1)(A) of Pub. L. 115-232).

(4) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Nov 2015).

(5) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).

(6) 52.233-4, Applicable Law for Breach of Contract Claim (Oct 2004) (Public Laws 108-77 and 108-78 ( 19 U.S.C. 3805 note)).

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

[Contracting Officer check as appropriate.]

__ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (June 2020), with Alternate I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

__ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Jun 2020) (41 U.S.C. 3509)).

__ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (Jun 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

_X_ (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Jun 2020) (Pub. L. 109-282) ( 31 U.S.C. 6101 note).

__ (5) [Reserved].

__ (6) 52.204-14, Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

__ (7) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

_X_ (8) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (Jun 2020) (31 U.S.C. 6101 note).

__ (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Oct 2018) (41 U.S.C. 2313).

__ (10) [Reserved].

__ (11) (i) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Mar 2020) (15 U.S.C. 657a).

__ (ii) Alternate I (Mar 2020) of 52.219-3.

__ (12) (i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Mar 2020) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

__ (ii) Alternate I (Mar 2020) of 52.219-4.

__ (13) [Reserved] _X_ (14) (i) 52.219-6, Notice of Total Small Business Set-Aside (Nov 2020) (15 U.S.C. 644).

__ (ii) Alternate I (Mar 2020) of 52.219-6.

__ (15) (i) 52.219-7, Notice of Partial Small Business Set-Aside (Nov 2020) (15 U.S.C. 644).

__ (ii) Alternate I (Mar 2020) of 52.219-7.

X__ (16) 52.219-8, Utilization of Small Business Concerns (Oct 2018) (15 U.S.C. 637(d)(2) and (3)).

__ (17) (i) 52.219-9, Small Business Subcontracting Plan (Jun 2020) (15 U.S.C. 637(d)(4)).

__ (ii) Alternate I (Nov 2016) of 52.219-9.

__ (iii) Alternate II (Nov 2016) of 52.219-9.

__ (iv) Alternate III (Jun 2020) of 52.219-9.

__ (v) Alternate IV (Jun 2020) of 52.219-9 __ (18) (i) 52.219-13, Notice of Set-Aside of Orders (Mar 2020) (15 U.S.C. 644(r)).

__ (ii) Alternate I (Mar 2020) of 52.219-13.

_X_ (19) 52.219-14, Limitations on Subcontracting (Mar 2020) (15 U.S.C. 637(a)(14)).

__ (20) 52.219-16, Liquidated Damages-Subcontracting Plan (Jan 1999) (15 U.S.C. 637(d)(4)(F)(i)).

__ (21) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (Mar 2020) (15 U.S.C. 657f).

_X_ (22) (i) 52.219-28, Post Award Small Business Program Rerepresentation (Nov 2020) (15 U.S.C. 632(a)(2)).

__ (ii) Alternate I (MAR 2020) of 52.219-28.

__ (23) 52.219-29, Notice of Set-Aside for, or Sole Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (Mar 2020) (15 U.S.C. 637(m)).

__ (24) 52.219-30, Notice of Set-Aside for, or Sole Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (Mar2020) (15 U.S.C. 637(m)).

__ (25) 52.219-32, Orders Issued Directly Under Small Business Reserves (Mar 2020) (15 U.S.C. 644(r)).

__ (26) 52.219-33, Nonmanufacturer Rule (Mar 2020) (15U.S.C. 637(a)(17)).

_X_ (27) 52.222-3, Convict Labor (Jun 2003) (E.O.11755).

X__ (28) 52.222-19, Child Labor-Cooperation with Authorities and Remedies (Jan2020) (E.O.13126).

_X_ (29) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

_X_ (30) (i) 52.222-26, Equal…