N0012419Q0172_N0012419Q0172.doc

Section SF 1449 - CONTINUATION SHEET

INSTRUCTIONS FOR PREPARATION OF QUOTATIONS

Offerors shall submit a completed Request for Quote (RFQ) (Form SF1449) before the time and date in block 8 to the address in block 9 of the RFQ. A completed RFQ may be faxed to 401-841-3453 or emailed to robert.allcock@usnwc.edu to meet the deadline in block 8.

· Page 1: Complete Block 17a. Sign box 30a and complete boxes 30b and c.

· Page 4-6: Enter the dollar amount of your quote for Items No 0001, No 0002, No 0003, and No 0004.

· Page 6: The Statement of work begins.

· CLAUSE: 52.209-11 REPRESENTATION BY CORPORATIONS REGARDING DELINQUENT TAX LIABILITY OR A FELONY CONVICTION UNDER ANY FEDERAL LAW (FEB 2016) Complete the section highlighted in yellow on page 15.

· Clause 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS--COMMERCIAL ITEMS (OCT 2018) – Complete the sections highlighted in yellow on pages 19 and 28.

Contractors are required to have a DUNS Number and CAGE Code in order to facilitate electronic payment of invoices. These invoices shall be submitted through Wide Area Work Flow (WAWF), the government system for electronic payment. Information is available at the following sites – https://www.sam.gov for DUNS and CAGE Code https://wawf.eb.mil for invoicing through WAWF (now called iRAPT)

Questions arising from this solicitation shall be directed to robert.allcock@usnwc.edu. No phone calls please.

NOTICE OF INTENT TO AWARD A SOLE SOURCE CONTRACT

Under the authority of FAR 6.302-1, the Naval War College, College of Distance Education (CDE), Naval War College has a requirement to prepare, conduct and administer two graduate level seminar courses in accordance with the provided statement of work. Under the authority of 10 USC 2304(c) (1) pursuant to FAR 13.106-1(b)(1)(i), the product or services needed by the agency are available from only one responsible source or only from a limited number of responsible sources and no other type of property or services will satisfy the needs of the agency. A determination not to compete this proposed contract is based on market research and is solely within the discretion of the government.

As evidenced in the sole source justification provided by the requiring activity there is only one contractor that has the specific qualifications that meet the peculiar requirements of this contract. The qualifications for this position are unique in that they require a combination of professional education, joint and naval warfare operational experience, familiarity with the Naval War College (NWC) missions and functions, and experience and competence in teaching the NWC curriculum at the graduate level using the NWC methodology. The following Knowledge, Skills and Abilities specific to these courses are:

a. Ph.D. in Military History, International Relations, National Security Affairs, Strategic Studies, or related field - Desirable

b. MA/MS in Military History, International Relations, National Security Affairs, Strategic Studies, or related field - Required

c. Joint Professional Military Education Phase I - Highly Desirable

d. Joint, Naval, or Interagency experience at grade of O-5, or equivalent - Highly

Desirable

e. Teaching experience in the NWC curriculum and method - Required

The Contractor identified is Larry Weaver. Period of Performance: 7/28/2019 to 6/6/2020 with an option year. The NAICS code is 611710 and small business size of $15M.

A Request for Quote is expected to be released on 6/12/2019 with a response date of 6/22/2019 at 10:00 am (EST). The solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition FAC 2019-02 Effective 5 Jun 2019. The NAICS code is 611710 and small business size standard is $15,000,000.00. Although this is a sole source requirement all responsible sources may submit a capability statement, proposal or quotation, which shall be considered by the agency to robert.allcock@usnwc.edu no later than 6/22/2019 at 10:00 am (EST). No phone calls please. If no responses are received by the above referenced date/time a sole source contract will be awarded.

PROFESSOR

FFP

The contractor will act as Professor for two Strategy and War Courses in the Washington, DC area. All work shall be performed in accordance with the Statement of Work which consists of:

198 Seminar Hours 60 Hours Course Preparation

10 Hours Faculty Development

Workshop Stipend: 3 days

Period of Performance: 28 July 2019 to 06 June 2020.

FOB: Destination

MILSTRIP: N0012419RC1H137

PURCHASE REQUEST NUMBER: N0012419RC1H137

PSC CD: R499

NET AMT

WORKSHOP TRAVEL

FFP

Authorized travel to attend the College of Distance Education Workshop in Newport, RI from 29-312019 as included in Statement of Work. Travel expenses from/to the Contractor's residence, lodging and per diem in accordance with the Joint Travel Regulations (JTR) and Federal Travel Regulations (FTR) are authorized.

Period of Performance: 28 July 2019 to 06 June 2020.

FOB: Destination

MILSTRIP: N0012419RC1H137

NET AMT

FFP

The contractor will act as Professor for two Strategy and War Courses in the Washington, DC area. All work shall be performed in accordance with the Statement of Work which consists of:

198 Seminar Hours 60 Hours Course Preparation

10 Hours Faculty Development

Workshop Stipend: 3 days

Period of Performance: 26 July 2020 to 05 June 2021.

FOB: Destination

NET AMT

FFP

Authorized travel to attend the College of Distance Education Workshop in Newport, RI from 29-31 July and 1 August 2019 as included in Statement of Work. Travel expenses from/to the Contractor's residence, lodging and per diem in accordance with the Joint Travel Regulations (JTR) and Federal Travel Regulations (FTR) are authorized.

Period of Performance: 07 June 2020 to 05 June 2021.

FOB: Destination

NET AMT

Statement of Work:

Period of Performance: 28 July 2019 – 6 June 2020

1. Description of Requirement;

a. Basic Requirement: The College of Distance Education (CDE), Naval War College has a requirement to conduct nonresident evening courses in the Washington, DC area from 28 July 2019 – 6 June 2020

b. Optional Requirement: The College of Distance Education (CDE), Naval War College may have a requirement to conduct nonresident evening courses in the Washington, DC area from 7 June 2020 – 5 June 2021

2. Locations, Hours and Days of Nonresident Course:

a. Strategy and War (S&W)

1. Place and time:

Contract performance period includes seminar sessions and student contact hours as follows:

Requirements

Total hours

Location

# of Sessions*: 66 198 hours

Washington, DC

Course Prep

60 hours

Contractor’s Location

Faculty Development** 10 hours

Contractor’s Location

*The sessions will be held on Tuesday/Thursday/ 1730 (GAO/Pentagon).

**Faculty development may consist of e-mails, reading, on-line sessions, and other communications with the assigned NWC resident professor.

3. Course Time Requirements:

a. S&W courses consist of 33 individual classes of 3 hours in length running from the week of 2 September 2019 until the week of 24 May 2020 in accordance with the course syllabus.

4. Government Furnished Material:

a. In support of this contract, the NWC CDE Naval War College will arrange for and provide classrooms with all required multimedia hardware at locations specified in paragraph 2. above. If the classroom does not have projection capability, the government will provide the Adjunct Professor with a projector, and if necessary, a laptop computer to facilitate projecting presentations in the classroom. The NWC CDE will provide each Adjunct Professor a course syllabus and all textbooks, readings, and study materials required by that syllabus.

5. Adjunct Professor Performance Requirements:

a. The Adjunct Professor will prepare, conduct and administer two graduate level seminar courses in accordance with the provided syllabus as part of the NWC CDE Fleet Seminar Program in the (see course list/location) area. This requirement includes: 60 hours course prep; developing appropriate lesson plans; participating in Faculty Development as required; preparing and delivering lectures; conducting seminar sessions; administrating and grading student written assessments and examinations; submitting students’ mid-term and final grades; preparing and submitting an end-of-course memorandum to include recommended administrative changes, and any suggested changes to course structure and content.

b. The Objectives and Outcomes:

1. S&W: Prepare students to successfully operate in and interact between military and political elements of national security at the strategic and operational levels. Emphasis is placed on the complexity and ambiguity of the decision-making process in the past, the present, and the future.

c. Specific administrative/performance requirements in conjunction with this contract:

1. Prepare for, conduct, and administer the required seminar meetings of the assigned FSP course in accordance with the Syllabus.

2. Forward to the respective Course Department Head in Newport a ten-week roster verification report not later than 8 November 2019.

3. Enter midterm grades in the Blackboard Learning Management System (Bb LMS) and provide a midterm grade report to the FSP Program Manager and Course Department Head in Newport not later than 17 January 2020.

4. Enter final grades in the Bb LMS, and submit a final grade report to the FSP Manager and Course Department Head on each student assigned to the class as follows:

a. For dis-enrolled or transferred students: Immediately upon the dis-enrollment or transfer of a student.

b. For students who complete on schedule at course end: As soon as possible, but to arrive in Newport not later than 20 May 2019 for overall FSP graduates, and not later than 3 June 2019 for other students.

c. Students who are “Incomplete” as of 1 June 2020 must submit an extension request to the Deputy Dean of CDE via the Course Department Head, and all subsequent work must be submitted to the Course Department Head in Newport for grading and processing not later than 1 August 2020.

5. Provide the end-of-course memorandum not later than June 5, 2020.

6. In the event the Adjunct Professor is unable to teach a scheduled session or attend a scheduled lecture, he or she must notify the Course Department Head at least one week in advance. Adjunct Professors who are unable to attend a required session or lecture are subject to a corresponding reduction in compensation on the final contract payment.

7. Accept periodic visits from full-time NWC faculty for the purpose of observation and evaluation.

8. Document the student mastery of learning objectives for each written paper and exam by submitting electronic copies of the highest and lowest graded work, including the Adjunct Professor’s feedback to the student, to the Course Department Head in Newport.

9. Certify that their classes are conducted in compliance with published attendance policies, to wit: the contractor will notify the FSP Manager and Course Department Head when a student misses, or indicates they will miss, their fourth class.

10. The Adjunct Professor must have a computer, Internet access and E-mail in order facilitate communication with students and CDE faculty, and to access the Bb LMS.

11. The Adjunct Professor will attend the CDE Educational Workshop (8 hours per day) in Newport, RI, 29-31 July 2019. In addition, new hires are required to attend an orientation session on 1 August 2019. Travel expenses from/to the contractor’s residence, lodging and per diem in accordance with the Government Travel Regulations, and a stipend for attendance each day are included in the contractual amount.

12. Reimbursement for weekly travel may be authorized in meeting the requirements of this contract subject to the allowance set forth in the Joint Travel Regulations and the limitations in the payment schedule of the resultant contract.

13. Adjunct Professors will conduct 10 hours of course related Faculty Development (FACDEV) per course at their location during the term of the contract. FACDEV may consist of readings, local development opportunities, on-line sessions, and other appropriate methods as approved by the Course Department Head. They must submit a FACDEV completion log to the Course Department Head no later than the completion of the contract.

6. Qualification Requirements for Adjunct Faculty:

a. Adjunct Professors must be current in course themes, content and methodology; and must have successfully taught their assigned course within the last three academic years.

b. The required Adjunct Professor qualifications are a combination of academic area of subject matter expertise education, familiarity with the Naval War College (NWC) missions and functions, and experience and competence in teaching the NWC curriculum at the graduate level using the NWC methodology. The following Knowledge, Skills and Abilities specific to these courses are:

1. Ph.D. in Military History, International Relations, National Security Affairs, Strategic Studies, or related field - Desirable

2. MA/MS in Military History, International Relations, National Security Affairs, Strategic Studies, or related field - Required

3. Joint Professional Military Education Phase I - Highly Desirable

4. Joint, Naval, or Interagency experience at grade of O-5, or equivalent - Highly Desirable

5. Teaching experience in the NWC curriculum and method - Required

7. Payment Certification

a. Invoicing. Contractor will provide invoices in accordance with the schedule in paragraph b. below. Invoices shall be submitted through WAWF-RA. These invoices will be electronically forwarded to the Contracting Officer, who will certify completion of services. If for any reason services are not satisfactory, the contract monitor will certify these reasons in writing.

b. Wide Area Workflow The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the “Web Based Training” link on the WAWF home page at https://wawf.eb.mil.

d. Points of Contact

For Technical Matters:

Donna K. Menard

Donna.menard@usnwc.edu

401-841-6573

Security Manager:

Dr. Charles Chadbourn chadbouc@usnwc.edu

(202) 433-6218

Security Representative:

TBD

Contracting Officer:

Mr. Robert Allcock

E-mail:

Robert.allcock@usnwc.edu

Contractor Unclassified Access to Federally Controlled Facilities, Sensitive Information, Information Technology (IT) Systems or Protected Health Information

(July 2013)

Homeland Security Presidential Directive (HSPD)-12, requires government agencies to develop and implement Federal security standards for Federal employees and contractors. The Deputy Secretary of Defense Directive-Type Memorandum (DTM) 08-006 – “DoD Implementation of Homeland Security Presidential Directive – 12 (HSPD-12)” dated November 26, 2008 (or its subsequent DoD instruction) directs implementation of HSPD-12. This clause is in accordance with HSPD-12 and its implementing directives.

APPLICABILITY

This clause applies to contractor employees requiring physical access to any area of a federally controlled base, facility or activity and/or requiring access to a DoN or DoD computer/network/system to perform certain unclassified sensitive duties. This clause also applies to contractor employees who access Privacy Act and Protected Health Information, provide support associated with fiduciary duties, or perform duties that have been identified by DON as National Security Position, as advised by the command security manager. It is the responsibility of the responsible security officer of the command/facility where the work is performed to ensure compliance.

Each contractor employee providing services at a Navy Command under this contract is required to obtain a Department of Defense Common Access Card (DoD CAC). Additionally, depending on the level of computer/network access, the contract employee will require a successful investigation as detailed below.

ACCESS TO FEDERAL FACILITIES

Per HSPD-12 and implementing guidance, all contractor employees working at a federally controlled base, facility or activity under this clause will require a DoD CAC. When access to a base, facility or activity is required contractor employees shall in-process with the Navy Command’s Security Manager upon arrival to the Navy Command and shall out-process prior to their departure at the completion of the individual’s performance under the contract.

ACCESS TO DOD IT SYSTEMS

In accordance with SECNAV M-5510.30, contractor employees who require access to DoN or DoD networks are categorized as IT-I, IT-II, or IT-III. The IT-II level, defined in detail in SECNAV M-5510.30, includes positions which require access to information protected under the Privacy Act, to include Protected Health Information (PHI). All contractor employees under this contract who require access to Privacy Act protected information are therefore categorized no lower than IT-II. IT Levels are determined by the requiring activity’s Command Information Assurance Manager. Contractor employees requiring privileged or IT-I level access, (when specified by the terms of the contract) require a Single Scope Background Investigation (SSBI) which is a higher level investigation than the National Agency Check with Law and Credit (NACLC) described below. Due to the privileged system access, a SSBI suitable for High Risk public trusts positions is required. Individuals who have access to system control, monitoring, or administration functions (e.g. system administrator, database administrator) require training and certification to Information Assurance Technical Level 1, and must be trained and certified on the Operating System or Computing Environment they are required to maintain.

Access to sensitive IT systems is contingent upon a favorably adjudicated background investigation. When access to IT systems is required for performance of the contractor employee’s duties, such employees shall in-process with the Navy Command’s Security Manager and Information Assurance Manager upon arrival to the Navy command and shall out-process prior to their departure at the completion of the individual’s performance under the contract. Completion and approval of a System Authorization Access Request Navy (SAAR-N) form is required for all individuals accessing Navy Information Technology resources. The decision to authorize access to a government IT system/network is inherently governmental. The contractor supervisor is not authorized to sign the SAAR-N; therefore, the government employee with knowledge of the system/network access required or the COR shall sign the SAAR-N as the “supervisor”.

The SAAR-N shall be forwarded to the Navy Command’s Security Manager at least 30 days prior to the individual’s start date. Failure to provide the required documentation at least 30 days prior to the individual’s start date may result in delaying the individual’s start date.

When required to maintain access to required IT systems or networks, the contractor shall ensure that all employees requiring access complete annual Information Assurance (IA) training, and maintain a current requisite background investigation. The Contractor’s Security Representative shall contact the Command Security Manager for guidance when reinvestigations are required.

INTERIM ACCESS

The Navy Command's Security Manager may authorize issuance of a DoD CAC and interim access to a DoN or DoD unclassified computer/network upon a favorable review of the investigative questionnaire and advance favorable fingerprint results. When the results of the investigation are received and a favorable determination is not made, the contractor employee working on the contract under interim access will be denied access to the computer network and this denial will not relieve the contractor of his/her responsibility to perform.

DENIAL OR TERMINATION OF ACCESS

The potential consequences of any requirement under this clause including denial or termination of physical or system access in no way relieves the contractor from the requirement to execute performance under the contract within the timeframes specified in the contract. Contractors shall plan ahead in processing their employees and subcontractor employees. The contractor shall insert this clause in all subcontracts when the subcontractor is permitted to have unclassified access to a federally controlled facility, federally-controlled information system/network and/or to government information, meaning information not authorized for public release.

CONTRACTOR’S SECURITY REPRESENTATIVE

The contractor shall designate an employee to serve as the Contractor’s Security Representative. Within three work days after contract award, the contractor shall provide to the requiring activity’s Security Manager and the Contracting Officer, in writing, the name, title, address and phone number for the Contractor’s Security Representative. The Contractor’s Security Representative shall be the primary point of contact on any security matter. The Contractor’s Security Representative shall not be replaced or removed without prior notice to the Contracting Officer and Command Security Manager.

Contracting Officer: Robert Allcock III Command Security Manager: Contact the assigned liaison officer or the Technical Point of Contact to obtain the POC information for the local security manager.

BACKGROUND INVESTIGATION REQUIREMENTS AND SECURITY APPROVAL PROCESS FOR CONTRACTORS ASSIGNED TO NATIONAL SECURITY POSITIONS OR PERFORMING SENSITIVE DUTIES

Navy security policy requires that all positions be given a sensitivity value based on level of risk factors to ensure appropriate protective measures are applied. Navy recognizes contractor employees under this contract as Non-Critical Sensitive [ADP/IT-II] when the contract scope of work require physical access to a federally controlled base, facility or activity and/or requiring access to a DoD computer/network, to perform unclassified sensitive duties. This designation is also applied to contractor employees who access Privacy Act and Protected Health Information (PHI), provide support associated with fiduciary duties, or perform duties that have been identified by DON as National Security Positions. At a minimum, each contractor employee must be a US citizen and have a favorably completed NACLC to obtain a favorable determination for assignment to a non-critical sensitive or IT-II position. The NACLC consists of a standard NAC and a FBI fingerprint check plus law enforcement checks and credit check. Each contractor employee filling a non-critical sensitive or IT-II position is required to complete:

· SF-86 Questionnaire for National Security Positions (or equivalent OPM investigative product)

· Two FD-258 Applicant Fingerprint Cards (or an electronic fingerprint submission)

· Original Signed Release Statements

Failure to provide the required documentation at least 30 days prior to the individual’s start date shall result in delaying the individual’s start date. Background investigations shall be reinitiated as required to ensure investigations remain current (not older than 10 years) throughout the contract performance period. The Contractor’s Security Representative shall contact the Command Security Manager for guidance when reinvestigations are required.

Regardless of their duties or IT access requirements ALL contractor employees shall in-process with the Navy Command’s Security Manager upon arrival to the Navy command and shall out-process prior to their departure at the completion of the individual’s performance under the contract. Employees requiring IT access shall also check-in and check-out with the Navy Command’s Information Assurance Manager. Completion and approval of a System Authorization Access Request Navy (SAAR-N) form is required for all individuals accessing Navy Information Technology resources. The SAAR-N shall be forwarded to the Navy Command’s Security Manager at least 30 days prior to the individual’s start date. Failure to provide the required documentation at least 30 days prior to the individual’s start date shall result in delaying the individual’s start date.

The contractor shall ensure that each contract employee requiring access to IT systems or networks complete annual Information Assurance (IA) training, and maintain a current requisite background investigation. Contractor employees shall accurately complete the required investigative forms prior to submission to the Navy Command Security Manager. The Navy Command’s Security Manager will review the submitted documentation for completeness prior to submitting it to the Office of Personnel Management (OPM). Suitability/security issues identified by the Navy may render the contractor employee ineligible for the assignment. An unfavorable determination made by the Navy is final (subject to SF-86 appeal procedures) and such a determination does not relieve the contractor from meeting any contractual obligation under the contract. The Navy Command’s Security Manager will forward the required forms to OPM for processing. Once the investigation is complete, the results will be forwarded by OPM to the DON Central Adjudication Facility (CAF) for a determination.

If the contractor employee already possesses a current favorably adjudicated investigation, the contractor shall submit a Visit Authorization Request (VAR) via the Joint Personnel Adjudication System (JPAS) or a hard copy VAR directly from the contractor’s Security Representative. Although the contractor will take JPAS “Owning” role over the contractor employee, the Navy Command will take JPAS "Servicing" role over the contractor employee during the hiring process and for the duration of assignment under that contract. The contractor shall include the IT Position Category per SECNAV M-5510.30 for each employee designated on a VAR. The VAR requires annual renewal for the duration of the employee’s performance under the contract.

BACKGROUND INVESTIGATION REQUIREMENTS AND SECURITY APPROVAL PROCESS FOR CONTRACTORS ASSIGNED TO OR PERFORMING NON-SENSITIVE DUTIES

Contractor employee whose work is unclassified and non-sensitive (e.g., performing certain duties such as lawn maintenance, vendor services, etc.) and who require physical access to publicly accessible areas to perform those duties shall meet the following minimum requirements:

· Must be either a US citizen or a US permanent resident with a minimum of 3 years legal residency in the United States (as required by The Deputy Secretary of Defense DTM 08-006 or its subsequent DoD instruction) and

· Must have a favorably completed National Agency Check with Written Inquiries (NACI) including a FBI fingerprint check prior to installation access.

To be considered for a favorable trustworthiness determination, the Contractor’s Security Representative must submit for all employees each of the following:

· SF-85 Questionnaire for Non-Sensitive Positions

· Two FD-258 Applicant Fingerprint Cards (or an electronic fingerprint submission)

· Original Signed Release Statements

The contractor shall ensure each individual employee has a current favorably completed National Agency Check with Written Inquiries (NACI) or ensure successful FBI fingerprint results have been gained and investigation has been processed with OPM

Failure to provide the required documentation at least 30 days prior to the individual’s start date may result in delaying the individual’s start date.

* Consult with your Command Security Manager and Information Assurance Manager for local policy when IT-III (non-sensitive) access is required for non-US citizens outside the United States.

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

DELIVERY INFORMATION

06-JUN-2020

FOB: Destination

06-JUN-2020

05-JUN-2021

05-JUN-2021

CLAUSES INCORPORATED BY REFERENCE

CLAUSES INCORPORATED BY FULL TEXT

52.209-11 Representation by Corporations Regarding Delinquent Tax Liability or a

Felony Conviction under any Federal Law (FEB 2016)

(a) As required by sections 744 and 745 of Division E of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235), and similar provisions, if contained in subsequent appropriations acts, the Government will not enter into a contract with any corporation that--

(1) Has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability, where the awarding agency is aware of the unpaid tax liability, unless an agency has considered suspension or debarment of the corporation and made a determination that suspension or debarment is not necessary to protect the interests of the Government; or

(2) Was convicted of a felony criminal violation under any Federal law within the preceding 24 months, where the awarding agency is aware of the conviction, unless an agency has considered suspension or debarment of the corporation and made a determination that this action is not necessary to protect the interests of the Government.

(b) The Offeror represents that--

(1) It is [ ] is not [ ] a corporation that has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability; and

(2) It is [ ] is not [ ] a corporation that was convicted of a felony criminal violation under a Federal law within the preceding 24 months.

(End of provision)

52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS--COMMERCIAL ITEMS (OCT 2018)

The Offeror shall complete only paragraph (b) of this provision if the Offeror has completed the annual representations and certification electronically in the System for Award Management (SAM) accessed through https://www.sam.gov. If the Offeror has not completed the annual representations and certifications electronically, the Offeror shall complete only paragraphs (c) through (u)) of this provision.

(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.

"Forced or indentured child labor" means all work or service-

(1) Exacted from any person under the age of 18 under the menace of any penalty for its nonperformance and for which the worker does not offer himself voluntarily; or

(2) Performed by any person under the age of 18 pursuant to a contract the enforcement of which can be accomplished by process or penalties.

“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 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--

(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.

“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.

“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.

"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 the stock of which 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 its stock is owned by one or more women; or

(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 in SAM.

(2) The offeror has completed the annual representations and certifications electronically in SAM accessed through http://www.sam.gov. After reviewing SAM 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), at the time this offer is submitted and are incorporated in this offer by reference (see FAR 4.1201), except for paragraphs __.

[Offeror to identify the applicable paragraphs at (c) through (u) 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) Certifications and 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 either to the Equal Opportunity clause of this solicitation, the 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 Subparts 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…