N6230620Q0038_20AUG2020.pdf

N6230620Q0038

ATTACHMENT A – TERMS AND CONDITIONS

COMBINED SYNOPSIS/SOLICITATION

Solicitation Number: N6230620Q0038

Profiling Floats

This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in FAR Subpart 12.6, as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; quotations are being requested and a written solicitation will not be issued. FAR Part 13.5, Simplified Acquisition Procedures, is applicable to this procurement.

The solicitation number, as referenced above, is issued as a Request for Quotation (RFQ). This solicitation documents and incorporates provisions and clauses in effect through FAC 2020-08 effective date 08-13-2020 and DFARS Publication Notice 20200605.

The North American Industry Classification Standard code is 334519 and the small business size standard is 500 employees.

NOTE: All due date/times are Central Time.

It is the responsibility of the contractor to be familiar with the applicable clauses and provisions. The clauses may be accessed in full text at these addresses:

https://www.acquisition.gov/far/ http://www.acq.osd.mil/dpap/dars/dfarspgi/current/index.html.

The Naval Oceanographic Office (NAVOCEANO) intends to issue a single firm-fixed price purchase order from this solicitation.

Optional CLINs 1001 and 1002 MAY be exercised at time of award. Currently there are no funds available for Optional CLINs 1001 and 1002. The Government has a reasonable expectation that partial or full funding will become available.

Delivery dates MAY be staggered at award depending on Government need by dates.

The following is a tentative delivery schedule for CLINs 0001 and 0002:

# of Units Delivery Date 20 20 December 2020 20 30 January 2021 20 15 March 2021 25 01 May 2021

The Government is requesting a discount based on the quantities in this RFQ.

Please indicate above referenced solicitation number in the subject line of emails and all correspondence.

COMBINED SYNOPSIS/SOLICITATION SUPPLEMENTAL INFORMATION:

1. SOLICITATION QUESTIONS:

1.1 Questions must be submitted in writing. Questions shall be submitted via electronic mail (e-mail) to both parren.tatum@navy.mil and lisa.k.brown1@navy.mil. Questions will be accepted up to 12:00 PM (Noon) Aug 25, 2020. All questions and answers will be published via amendment to the solicitation.

2. AMENDMENTS TO SOLICITATION:

2.1 Acknowledged receipt of ALL amendments to this solicitation on the quoter transmittal letter. If any of the amendments to this solicitation furnish amended sections, the amended sections must be used in submitting your quote.

3. VALID QUOTE PERIOD:

3.1 All quotes shall be valid for a minimum of 30 days and shall include a statement confirming the number of days the quote is valid.

4. SUBMITTING QUOTES:

4.1 Quotes must arrive at the designated location by the exact time and date as specified in this solicitation. Any submissions after the closing date and time may not be considered.

4.2 Quotes will only be received by this office via email to both lisa.k.brown1@navy.mil and parren.tatum@navy.mil. Transmission of offers by fax to this office is NOT ACCEPTABLE and will result in quotes being rejected.

4.3 Please carefully review the entire RFQ package including the Statement of Work, all other solicitation attachments, and the instructions included herein and respond with a written quote.

4.4 If a large business submits an offer, a subcontracting plan will be required to be submitted with the RFQ and, the subcontracting plan will be evaluated at the time quotes are evaluated.

4.5 Quote due date and time is Sep 9, 2020 12:00 PM (Noon) Central Time.

5. WRITTEN CONTENTS

5.1 Quote Cover Letter shall include:

Names, titles, email addresses and telephone numbers of persons authorized to negotiate on the firm's behalf with the Government in connection with this solicitation;

Name, title, and signature of the person authorized to sign the quote;

Acknowledgements of all amendments;

DUNS and CAGE#. Each quoter shall include the contractual organizational DUNS and CAGE# on documentation;

A statement specifying agreement with all terms, conditions, and provisions included in the solicitation and agreement to furnish any and all items upon which prices are quoted at the quoted item prices.

Respond to the questions in provision FAR 52.204-24 found below in full text in this RFQ.

5.2 Quotes shall include firm fixed unit pricing for all CLINs, including Optional CLINs. Contractor must complete the attached Excel spreadsheet for quoted pricing. See Attachment A, Price Schedule.

5.3 Provide a completed copy of the provision at 52.212-3, Offeror Representations and Certifications -

- Commercial Items. A copy of completed certifications via the SAM website is acceptable.

6. COPIES OF SOLICITATION DOCUMENTS AND AMENDMENTS

6.1 Copies of the solicitation and amendments are available by INTERNET ACCESS ONLY. All RFQ documents and any amendments to the RFQ are made available via the beta.sam website.

6.2 It shall be the contractor’s responsibility to check the website for any amendments. The quoter shall submit in the quote all requested information specified in this solicitation.

7. BEST VALUE EVALUATION

7.1 FAR 52.212-2 - Addenda, applies to this procurement. See Addenda section after Clause section.

7.2 The Government intends to award a single firm-fixed price purchase order resulting from this RFQ to the quoter whose quote is the most advantageous to Government considering price and past performance, which conforms to the RFQ, providing the greatest overall benefit.

8. ATTACHMENTS:

Attachment A – Terms and Conditions Attachment B – Price Schedule

Attachment C – Question Request

Statement of Work Autonomous In-situ Subsurface Profiling Systems

11 August 2020

C.1 INTRODUCTION

It has been determined the Naval Oceanographic Office (NAVOCEANO) has a requirement for the purchase of air-rigged and air/surface-deployable profiling floats with parachutes in support of meteorological and oceanographic operations globally.

C.2. SCOPE OF WORK

The Government requires the procurement of air-rigged and air/surface-deployable profiling floats with parachutes using an alkaline power source to perform operational oceanographic data collection. The profiling float and float data must meet international Argo Center program requirements.

C.2.1 SALIENT CHARACTERISTICS

The autonomous profiling float with parachute, must be air-rigged, i.e., equipped with features required for the attachment and release of a parachute for air deployment, as needed; and, air/surface deployable, i.e., capable of being successfully deployed from an aircraft via parachute; with instruments capable of operating in the open sea and providing underwater profile measurements of salinity, temperature, and pressure. The main housing of the profiling float must enclose the batteries, circuit boards, satellite transmitters, and all other pertinent electronics. The primary function of the subsurface profiling float is to provide a platform that has the capability to drift at a depth where the profiling float is neutrally buoyant and also cycles vertically from an operator-specified depth to the surface and, then, returns to an operator-specified depth. The profiling float, upon contact with the water, must be capable of freeing itself from the deployment package.

C.2.1.1 Standard Float Core Configuration

A. The alkaline Iridium profiling float must be capable of being stored in a climate-controlled warehouse or aboard U. S. Navy vessels for at least 1-year;

B. The profiling float must be solely configured with an alkaline battery power sources;

C. The profiling float must be air-deployable and ship-deployable and, must contain all associated packaging and rigging;

D. The profiling float and float data must meet international Argo Center program requirements and, the profiling float must be air-rigged and surface deployable;

E. The contractor must program the profiling float to user specifications with regard to operating temperature, salinity, and pressure environment;

F. The float data must be routed directly to the Government after deployment. After the profiling float platform has been activated by the user, the manufacturer must neither collect, nor process, nor archive any float data;

G. Air-launched configurations must be deployable using military cargo aircraft, weather reconnaissance aircraft, and/or Maritime Patrol and Reconnaissance Aircraft;

H. The profiling float must be capable of operating unattended for at least 200 profiles to a depth of 2,000 meters at pre-programmed or operator-specified intervals;

I. The profiling float must be capable of collecting data according to a user-approved sampling interval, i.e., spot-samples, or in a continuous, high-resolution mode;

J. The profiling float must be capable of being commanded, via the Iridium satellite

Short Burst Data (SBD), based bi-directional communication protocol, to remain at surface and to transmit position until instructed to resume its normal operating cycle;

K. The profiling float must be capable of collecting data from shallow water depths of

100 meters or less at pre-programmed or operator-specified intervals and, also be able to collect profile data from a specified depth with zero park time;

L. The profiling float must be capable of collecting data from multiple profiling cycles to at least1,200 meters depth in less than 24 hours;

M. The profiling float must be capable of obtaining the first profile independent of the user-specified park and profile cycle interval;

N. The profiling float must be capable of initiating profile data collection from the park depth, or, after drifting at the park depth, descend to a deeper depth to initiate profile data collection;

O. Upon demand, Conductivity Temperature Depth (CTD) module must be used, as recognized and accepted by the international Argo Program standards;

P. The profiling float must be capable of automatic pressure activation;

Q. The float CTD sensor must be capable of sampling data at a rate of at least once every

2-seconds.

R. The profiling float must support in-water operations from sea state 0 through sea state

6, asper the International Sea and Swell scale.

C.2.1.2 Communications

A. The autonomous shallow water profiling float must report through the Department of Defense (DoD), Defense Information Systems Network (DISN), Enhanced Mobile Satellite Services(EMSS), using the Iridium satellite SBD based system, utilizing bi-directional communication protocol for data dissemination and platform position determination. The float must use a global positioning system (GPS) receiver for position determination. The contractor’s modem International Mobile Equipment Identity (IMEI) must be DoD-approved and, not a commercial IMEI and, must transmit data via the DoD EMSS Gateway. The same modem and IMEI number must be provided by the contractor to NAVOCEANO for provisioning and activation by NAVOCEANO, as necessary;

B. The Iridium satellite SBD profiling float must be capable of reporting detailed engineering data, including all necessary parameters to control and troubleshoot the float, especially in shallow water operations, along with the profile data in short burst format to U.S. Navy servers;

C. The Iridium satellite SBD profiling float must be capable of receiving a file over air containing commands that will change the settings of the operating parameters of the float;

D. The Iridium satellite SBD remote control commands must include the ability to, at a minimum, and, while operational at sea:

1. Modify the park/drift depth;

2. Modify the amount of time spent at the specified park/drift depth;

3. Modify the ascent rate;

4. Modify the park/drift pressure sampling rate;

5. Receive a file over air containing commands that will change the settings of the float operating parameters.;

6. Be capable of being re-programmed after delivery to communicate profile data and engineering information from the surface more than once within 24 hours to accommodate shallow-water operations; and, instruct the float to ascend to the surface at a specific time of day.

E. The shallow-water Iridium satellite SBD profiling floats must be capable of being re-programmed after delivery to communicate profile data and engineering information from the surface more than once within 24 hours to accommodate shallow-water operations.

C.2.1.3 Pre-deployment

A. Ballasting options for the profiling floats must include at least 1 of the following features as specified within each individual purchase order:

1. Totally self-ballasting;

2. Pre-ballasted for a specified area of the ocean before delivery and/or;

a. Equipped with ballasting rings/weights and additional necessary supplies capable of allowing weight adjustments upon delivery;

b. Potential ocean deployment areas include, but are not necessarily limited to, the South China Sea, the Mediterranean Sea, the Red Sea, the Sulu Sea, the Arctic and, low density inland seas. Different depth sampling intervals may be specified by the user for different areas of the ocean. The float must be capable of surviving the Arctic winter.

B. The profiling float must be capable of running self-diagnostic tests initiated by the user;

C. The profiling float must be capable of being re-programmed to change operating parameters at the user's facility. The profiling float must also include the capability to connect directly to a Government laptop in an approved manner.

D. After award and exercise of the optional CLIN, the Government must provide the contractor details of:

1. Depth settings and sampling frequencies;

2. Data formats and,

3. Ballasting specifications.

E. The contractor must provide software and software program code updates to

NAVOCEANO no later than delivery of the profiling floats for decoding the transmitted data stream as Government Off-the-Shelf (GOTS) software, applying calibration coefficients, and producing an output file containing: temperature (degrees Celsius), pressure (dbar), depth (m), conductivity(S/m), salinity (PSU), and positional information.

F. The contractor must provide necessary software and software program code updates to NAVOCEANO.

G. All source code must be included as GOTS software. This software must be compatible with the Red Hat Enterprise 7 (or later) Linux operating system for a personal computer (PC) and, the software must be delivered to run on a DoD system as a single, specific, non-privileged user. Root privileges must not be required to execute or build the software and, the software must use relative paths. The software must be directly supplied to NAVOCEANO and be DISA Security Technical Implementation Guides (STIG) compliant (reference https://iase.disa.mil/stigs/Pages/index.aspx).

H. The contractor must provide a digital copy of the technical specifications, including ballasting and calibration details and user guides. Digital documentation describing float pre-deployment, deployment, testing, and operational software must also be provided.

C.3. DELIVERY

A. The delivery dates for the resultant purchase order may be staggered at award based on the Government’s need by dates. A tentative delivery schedule for CLINs 0001 and 0002 is as follows:

# of Units Delivery Date 20 20 December 2020 20 30 January 2021 20 15 March 2021 25 01 May 2021

Delivery dates will be revised if the Optional CLINs 1001 and 1002 are invoked at award.

B. Upon delivery, the contractor must provide the necessary accessory(ies) required to connect the profiling float to a Government laptop for communication. The contractor must also provide the accessory(ies) required to prepare the profiling float for deployment, as indicated in these salient characteristics;

C. Iridium IMEI provisioning shall be supplied by NAVOCEANO within 60 days of award.

D. All profiling floats must be shipped freight-on-board (FOB) destination.

E. The contractor must not release any U. S. Government procurement or procurement-related information, e.g., number of platforms procured, type of platforms procured, to the public and/or to private entities without the Government’s consent.

C.4. PACKAGING

A. Each shipping container must always be clearly marked on the outside to indicate any unevenness or weight imbalances, when applicable, to avoid injury to personnel, and to avoid damage to packaging or the actual float due to stacking imbalances.

B. Each profiling float must be marked on the hull area with only the profiling float serial number which must be provided by the contractor.

C. Each profiling float must be packaged in its own individual shipping container, unless otherwise stated.

D. The presence of a parachute(s) must be clearly indicated on the exterior of each shipping container to quickly assess and confirm delivery specifications for invoice approval.

E. The presence of tools, documentation and/or accessories must be indicated on the shipping container to help minimize inspection efforts.

F. All documentation, including shipping records and, containers must be marked with the resultant purchase order number.

G. Each deployment container located inside the shipping container as well as the shipping container itself must be visibly labeled with an impact monitor to indicate when the profiling float has been exposed to a potentially damaging force during transit or storage.

H. All markings on instrument, deployment container, and shipping container must be clearly visible and all labels must be securely affixed.

I. Each shipping container, each deployment container and all packing materials must comply with all domestic shipping rules, regulations, and restrictions. The shipping container must be strong enough to protect its contents from the hazards of shipping and storage.

J. The shipping container must be as light in weight as shipping hazards and the inherent strength properties of the materials permit.

K. The actual shipping container framework must provide the primary basic strength and support to absorb most of the stress imposed by the container contents.

L. Each shipping container must be able to easily accommodate a standard pallet jack/pallet truck.

M. Within each shipping container, each individual profiling float must be packaged in a separate deployment container.

N. The shipping container must be completely enclosed on the top, bottom and all sides and constructed in such a manner as to reasonably protect the contents from inclement weather and adverse environmental conditions.

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0001 85 Each Standard Profiling Floats

FFP

Profiling floats shall be delivered in accordance with the Statement of Work.

Delivery may be staggered at time of award based on the Government's need by dates.

NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD unique identification or a DoD recognized unique identification equivalent.

FOB: Destination

MILSTRIP: N6230620PR071NV

PSC CD: 6685

NET AMT

0002 87 Each Parachutes

FFP

Parachutes shall be delivered in accordance with the attached Statement of Work.

Delivery may be staggered at time of award based on the Government's need by dates.

NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD unique identification or a DoD recognized unique identification equivalent.

FOB: Destination

1001 98 Each OPTION Optional CLIN - Standard Profiling Float

FFP

Profiling floats shall be delivered in accordance with the Statement of Work.

Delivery may be staggered at time of award based on the Government's need by dates.

NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD unique identification or a DoD recognized unique identification equivalent.

FOB: Destination

1002 102 Each OPTION Parachutes

FFP

Parachutes shall be delivered in accordance with the Statement of Work.

Delivery may be staggered at time of award based on the Government's need by dates.

NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD unique identification or a DoD recognized unique identification equivalent.

FOB: Destination

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 Destination Government Destination Government 0002 Destination Government Destination Government 1001 Destination Government Destination Government 1002 Destination Government Destination Government

DELIVERY INFORMATION

CLIN DELIVERY DATE QUANTITY SHIP TO ADDRESS DODAAC /

CAGE

0001 20-DEC-2020 20 NAVAL OCEANOGRAPHIC OFFICE

NAVO SHIPPING

MSAAP BUILDING 9134

CODE N112

STENNIS SPACE CENTER MS 39529-5001

228-689-8366 FOB: Destination

N62306

0001 30-JAN-2021 20 (SAME AS PREVIOUS LOCATION)

0001 15-MAR-2021 20 (SAME AS PREVIOUS LOCATION)

0001 01-MAY-2021 25 (SAME AS PREVIOUS LOCATION)

0002 20-DEC-2020 20 (SAME AS PREVIOUS LOCATION)

0002 30-JAN-2021 20 (SAME AS PREVIOUS LOCATION)

0002 15-MAR-2021 20 (SAME AS PREVIOUS LOCATION)

0002 01-MAY-2021 27 (SAME AS PREVIOUS LOCATION)

1001 N/A N/A N/A N/A

1002 N/A N/A N/A N/A

CLAUSES INCORPORATED BY REFERENCE

52.204-7 System for Award Management OCT 2018 52.204-13 System for Award Management Maintenance OCT 2018 52.204-18 Commercial and Government Entity Code Maintenance AUG 2020 52.204-19 Incorporation by Reference of Representations and

Certifications.

DEC 2014

52.204-21 Basic Safeguarding of Covered Contractor Information Systems

JUN 2016

52.204-22 Alternative Line Item Proposal JAN 2017 52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment.

AUG 2020

52.207-4 Economic Purchase Quantity-Supplies AUG 1987 52.211-8 Time of Delivery JUN 1997 52.212-1 Instructions to Offerors--Commercial Items JUN 2020 52.212-2 Evaluation - Commercial Items OCT 2014 52.212-3 Offeror Representations and Certifications--Commercial

Items

JUN 2020

52.217-5 Evaluation Of Options JUL 1990 52.223-6 Drug-Free Workplace MAY 2001 52.225-18 Place of Manufacture AUG 2018 52.232-1 Payments APR 1984 52.232-8 Discounts For Prompt Payment FEB 2002 52.232-11 Extras APR 1984 52.232-39 Unenforceability of Unauthorized Obligations JUN 2013 52.232-40 Providing Accelerated Payments to Small Business

Subcontractors

DEC 2013

52.233-1 Disputes MAY 2014 52.242-13 Bankruptcy JUL 1995 52.242-15 Stop-Work Order AUG 1989 52.242-17 Government Delay Of Work APR 1984 52.246-2 Inspection Of Supplies--Fixed Price AUG 1996 52.246-16 Responsibility For Supplies APR 1984 52.247-34 F.O.B. Destination NOV 1991 52.252-3 Alterations in Solicitation APR 1984 52.252-4 Alterations in Contract APR 1984 52.252-5 Authorized Deviations In Provisions APR 1984 52.252-6 Authorized Deviations In Clauses APR 1984 252.203-7000 Requirements Relating to Compensation of Former DoD

Officials

SEP 2011

252.203-7002 Requirement to Inform Employees of Whistleblower Rights SEP 2013 252.204-7002 Payment For Contract Line or Subline Items Not Separately

Priced

APR 2020

252.204-7003 Control Of Government Personnel Work Product APR 1992 252.204-7008 Compliance With Safeguarding Covered Defense Information

Controls

OCT 2016

252.204-7012 Safeguarding Covered Defense Information and Cyber Incident Reporting

DEC 2019

252.204-7017 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services -- Representation

DEC 2019

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

DEC 2019

252.225-7001 Buy American And Balance Of Payments Program-- Basic DEC 2017 252.225-7021 Trade Agreements--Basic SEP 2019 252.232-7003 Electronic Submission of Payment Requests and Receiving

Reports

DEC 2018

CLAUSES INCORPORATED BY FULL TEXT

52.204-24 REPRESENTATION REGARDING CERTAIN TELECOMMUNICATIONS AND VIDEO

SURVEILLANCE SERVICES OR EQUIPMENT (AUG 2020)

The Offeror shall not complete the representation at paragraph (d)(1) of this provision if the Offeror has represented that it "does not provide covered telecommunications equipment or services as a part of its offered products or services to the Government in the performance of any contract, subcontract, or other contractual instrument" in the provision at 52.204-26, Covered Telecommunications Equipment or Services--Representation, or in paragraph (v) of the provision at 52.212-3, Offeror Representations and Certifications-Commercial Items.

(a) Definitions. As used in this provision-

Backhaul, covered telecommunications equipment or services, critical technology, interconnection arrangements, reasonable inquiry, roaming, and substantial or essential component have the meanings provided in the clause 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment.

(b) Prohibition.

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

115-232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. Nothing in the prohibition shall be construed to--

(i) Prohibit the head of an executive agency from procuring with an entity to provide a service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or

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

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

115-232) prohibits the head of an executive agency on or after August 13, 2020, from entering into a contract or extending or renewing a contract with an entity that uses any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract. Nothing in the prohibition shall be construed to--

(i) Prohibit the head of an executive agency from procuring with an entity to provide a service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or

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

(c) Procedures. The Offeror shall review the list of excluded parties in the System for Award Management (SAM) (https://www.sam.gov) for entities excluded from receiving federal awards for "covered telecommunications equipment or services."

(d) Representations. The Offeror represents that--

(1) It [ ] will, [ ] will not provide covered telecommunications equipment or services to the Government in the performance of any contract, subcontract or other contractual instrument resulting from this solicitation. The Offeror shall provide the additional disclosure information required at paragraph (e)(1) of this section if the Offeror responds "will" in paragraph (d)(1) of this section; and

(2) After conducting a reasonable inquiry, for purposes of this representation, the Offeror represents that--

It [ ] does, [ ] does not use covered telecommunications equipment or services, or use any equipment, system, or service that uses covered telecommunications equipment or services. The Offeror shall provide the additional disclosure information required at paragraph (e)(2) of this section if the Offeror responds "does" in paragraph (d)(2) of this section.

(e) Disclosures.

(1) Disclosure for the representation in paragraph (d)(1) of this provision. If the Offeror has responded "will" in the representation in paragraph (d)(1) of this provision, the Offeror shall provide the following information as part of the offer:

(i) For covered equipment--

(A) The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier, CAGE code, and whether the entity was the original equipment manufacturer (OEM) or a distributor, if known);

(B) A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); and

(C) Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(1) of this provision.

(ii) For covered services--

(A) If the service is related to item maintenance: A description of all covered telecommunications services offered (include on the item being maintained: Brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); or

(B) If not associated with maintenance, the Product Service Code (PSC) of the service being provided; and explanation of the proposed use of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(1) of this provision.

(2) Disclosure for the representation in paragraph (d)(2) of this provision. If the Offeror has responded "does" in the representation in paragraph (d)(2) of this provision, the Offeror shall provide the following information as part of the offer:

(i) For covered equipment--

(A) The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier, CAGE code, and whether the entity was the OEM or a distributor, if known);

(B) A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); and

(C) Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(2) of this provision.

(ii) For covered services--

(A) If the service is related to item maintenance: A description of all covered telecommunications services offered (include on the item being maintained: Brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); or

(B) If not associated with maintenance, the PSC of the service being provided; and explanation of the proposed use of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(2) of this provision.

(End of provision)

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'', as amended (41 U.S.C. 601-613).

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

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

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement or 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 as fixed by the Secretary until the amount is paid.

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

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

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

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

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

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

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

(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; and (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 User 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.

(End of Clause)

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR

EXECUTIVE ORDERS--COMMERCIAL ITEMS (AUG 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.)

X (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (JUN 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).

X (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).

X (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.

X (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]

____ (14)(i) 52.219-6, Notice of Total Small Business Set-Aside (MAR 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 (MAR 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)).

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

____ (ii) Alternate I (NOV 2016) of…