Provisions and Clauses.pdf

Provisions Included by Reference

FAR 52.204-7 System for Award Management OCT 2018 FAR 52.204-16 Commercial and Government

Entity Code Reporting

AUG 2020

FAR 52.212-1 Instructions to Offerors— Commercial Products and Commercial Services

NOV 2021

FAR 52.204-22 Alternative Line Item Proposal JAN 2017

Provisions Included by Full Text

FAR 52.252-1 Solicitation Provisions Incorporated by Reference

FEB 1998

This solicita�on incorporates one or more solicita�on provisions by reference, with the same force and effect as if they were given in full text. Upon request, the Contrac�ng Officer will make their full text available. The offeror is cau�oned that the listed provisions may include blocks that must be completed by the offeror and submited with its quota�on or offer. In lieu of submi�ng the full text of those provisions, the offeror may iden�fy the provision by paragraph iden�fier and provide the appropriate informa�on with its quota�on or offer. Also, the full text of a solicita�on provision may be accessed electronically at this/these address(es): htps://www.acquisi�on.gov/browse/index/far

(End of Provision)

FAR 52.212-2 Evaluation—Commercial Products and Commercial Services

NOV 2021

(a) The Government will award a contract resulting from this solicitation to the responsible offeror whose offer conforming to the solicitation will be most advantageous to the Government, price and other factors considered. The following factors shall be used to evaluate offers:

Technical capability

Price

(b) A writen no�ce of award or acceptance of an offer, mailed or otherwise furnished to the successful offeror within the �me for acceptance specified in the offer, shall result in a binding contract without further ac�on by either party. Before the offer’s specified expira�on �me, the Government may accept an offer (or part of an offer), whether or not there are nego�a�ons a�er its receipt, unless a writen no�ce of withdrawal is received before award.

(End of provision) https://www.acquisition.gov/browse/index/far

FAR 52.212-3 Offeror Representations and Certifications – Commercial Products and Commercial Services

(Dec 2022)

The Offeror shall complete only paragraph (b) of this provision if the Offeror has completed the annual representa�ons and cer�fica�on electronically in the System for Award Management (SAM) accessed through htps://www.sam.gov. If the Offeror has not completed the annual representa�ons and cer�fica�ons electronically, the Offeror shall complete only paragraphs (c) through (v) of this provision.

(a) Defini�ons. As used in this provision—

"Covered telecommunica�ons equipment or services" has the meaning provided in the clause 52.204- 25, Prohibi�on on Contrac�ng for Certain Telecommunica�ons and Video Surveillance Services or Equipment.

Economically disadvantaged women-owned small business (EDWOSB) concern means a small business concern that is at least 51 percent directly and uncondi�onally owned by, and the management and daily business opera�ons of which are controlled by, one or more women who are ci�zens of the United States and who are economically disadvantaged in accordance with 13 CFR part 127, and the concern is cer�fied by SBA or an approved third-party cer�fier in accordance with 13 CFR 127.300. It automa�cally 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 penal�es.

Highest-level owner means the en�ty that owns or controls an immediate owner of the offeror, or that owns or controls one or more en��es that control an immediate owner of the offeror. No en�ty owns or exercises control of the highest level owner.

Immediate owner means an en�ty, 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, iden�ty of interests among family members, shared facili�es and equipment, and the common use of employees.

Inverted domestic corporation, means a foreign incorporated en�ty that meets the defini�on of an inverted domes�c corpora�on under 6 U.S.C. 395(b), applied in accordance with the rules and defini�ons 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 Synthe�c; and

(10) PSC 9630, Addi�ve 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 en�ty that is replaced by a successor and includes any predecessors of the predecessor.

Reasonable inquiry has the meaning provided in the clause 52.204-25, Prohibi�on on Contrac�ng for Certain Telecommunica�ons and Video Surveillance Services or Equipment.

Restricted business operations means business opera�ons in Sudan that include power produc�on ac�vi�es, mineral extrac�on ac�vi�es, oil-related ac�vi�es, or the produc�on of military equipment, as those terms are defined in the Sudan Accountability and Divestment Act of 2007 (Pub. L. 110-174).

Restricted business opera�ons do not include business opera�ons that the person (as that term is defined in Sec�on 2 of the Sudan Accountability and Divestment Act of 2007) conduc�ng 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 authoriza�on 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 authoriza�on;

(3) Consist of providing goods or services to marginalized popula�ons of Sudan;

(4) Consist of providing goods or services to an interna�onally recognized peacekeeping force or humanitarian organiza�on;

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

(6) Have been voluntarily suspended. "Sensi�ve technology"—

Sensitive technology-

(1) Means hardware, so�ware, telecommunica�ons equipment, or any other technology that is to be used specifically—

(i) To restrict the free flow of unbiased informa�on in Iran; or

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

(2) Does not include informa�on or informa�onal materials the export of which the President does not have the authority to regulate or prohibit pursuant to sec�on 203(b)(3)of the Interna�onal 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 opera�ons of which are controlled by one or more service-disabled veteransor, 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—

(1) Means a concern, including its affiliates, that is independently owned and operated, not dominant in its field of opera�on, and qualified as a small business under the criteria in 13 CFR part 121 and size standards in this solicita�on.

(2) Affiliates, as used in this defini�on, means business concerns, one of whom directly or indirectly controls or has the power to control the others, or a third party or par�es control or have the power to control the others. In determining whether affilia�on exists, considera�on is given to all appropriate factors including common ownership, common management, and contractual rela�onships. SBA determines affilia�on based on the factors set forth at 13 CFR 121.103.

Small disadvantaged business concern, consistent with13 CFR 124.1002, means a small business concern under the size standard applicable to the acquisi�on, that—

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

(i) One or more socially disadvantaged (as defined at13 CFR 124.103) and economically disadvantaged (as defined at 13 CFR 124.104) individuals who are ci�zens of the United States; and

(ii) Each individual claiming economic disadvantage has a net worth not exceeding $750,000 a�er taking into account the applicable exclusions set forth at 13 CFR124.104(c)(2); and

(2) The management and daily business opera�ons 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 defini�on.

Subsidiary means an en�ty in which more than 50 percent of the en�ty is owned—

(1) Directly by a parent corpora�on; or

(2) Through another subsidiary of a parent corpora�on.

Successor means an en�ty that has replaced a predecessor by acquiring the assets and carrying out the affairs of the predecessor under a new name (o�en through acquisi�on 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 liabili�es 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 opera�ons of which are controlled by one or more veterans.

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 least51 percent of the stock of which is owned by one or more women; and

(2) Whose management and daily business opera�ons 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 uncondi�onally owned by, and the management and daily business opera�ons of which are controlled by, one or more women who are ci�zens of the United States, and the concern is cer�fied by SBA or an approved third-party cer�fier in accordance with 13 CFR 127.300.

(b)

(1) Annual Representa�ons and Cer�fica�ons. Any changes provided by the Offeror in paragraph (b)(2) of this provision do not automa�cally change the representa�ons and cer�fica�ons in SAM.

(2) The offeror has completed the annual representa�ons and cer�fica�ons electronically in SAM accessed through htp://www.sam.gov. A�er reviewing SAM informa�on, the Offeror verifies by submission of this offer that the representa�ons and cer�fica�ons currently posted electronically at FAR 52.212-3, Offeror Representa�ons and Cer�fica�ons-Commercial Products and Commercial Services, have been entered or updated in the last 12 months, are current, accurate, complete, and applicable to this solicita�on (including the business size standard(s) applicable to the NAICS code(s) referenced for this solicita�on), at the �me this offer is submited and are incorporated in this offer by reference (see FAR 4.1201), except for paragraphs ______________.

[Offeror to iden�fy the applicable paragraphs at (c) through (v) of this provision that the offeror has completed for the purposes of this solicita�on only, if any.

These amended representa�on(s) and/or cer�fica�on(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 solicita�on only, and do not result in an update to the representa�ons and cer�fica�ons posted electronically on SAM.]

(c) Offerors must complete the following representa�ons when the resul�ng contract is for supplies to be delivered or services to be performed in the United States or its outlying areas, or when the contrac�ng officer has applied part 19 in accordance with 19.000(b)(1)(ii). Check all that apply.

(1) Small business concern. The offeror represents as part of its offer that

(i) It □ is, □ is not a small business concern; or

(ii) It □ is, □ is not a small business joint venture that complies with the requirements of 13 CFR 121.103(h) and 13 CFR 125.8(a) and (b). [The offeror shall enter the name and unique entity identifier of each party to the joint venture:______.]

(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 CFR124.1002.

(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 joint venture eligible under the WOSB Program. The offeror represents that it □ is, □ is not a joint venture that complies with the requirements of 13 CFR 127.506(a) through (c). [The offeror shall enter the name and unique entity identifier of each party to the joint venture:_______.]

(7) Economically disadvantaged women-owned small business (EDWOSB) joint venture. The offeror represents that it □ is, □ is not a joint venture that complies with the requirements of 13 CFR 127.506(a) through (c). [The offeror shall enter the name and unique entity identifier of each party to the joint venture:_______.]

(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 invita�on for bid, small business offerors may iden�fy the labor surplus areas in which costs to be incurred on account of manufacturing or produc�on (by offeror or first-�er 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 representa�on, as having been cer�fied by SBA as a HUBZone small business concern in the Dynamic Small Business Search and SAM, and will atempt to maintain an employment rate of HUBZone residents of 35 percent of its employees during performance of a HUBZone contract (see 13 CFR 126.200(e)(1)); and

(ii) It □ is, □ is not a HUBZone joint venture that complies with the requirements of 13 CFR 126.616(a) through (c). [The offeror shall enter the name and unique entity identifier of each party to the joint venture:_____.] Each HUBZone small business concern par�cipa�ng in the HUBZone joint venture shall provide representa�on of its HUBZone status.

(d) Representa�ons required to implement provisions of Execu�ve Order11246-

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

(i) It □ has, □ has not par�cipated in a previous contract or subcontract subject to the Equal Opportunity clause of this solicita�on; and

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

(2) Affirma�ve Ac�on 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, affirma�ve ac�on programs required by rules and regula�ons of the Secretary of Labor (41 CFR parts 60-1 and 60-2), or

(ii) It □ has not previously had contracts subject to the writen affirma�ve ac�on programs requirement of the rules and regula�ons of the Secretary of Labor.

(e) Cer�fica�on Regarding Payments to Influence Federal Transac�ons (31 htp://uscode.house.gov/ U.S.C. 1352). (Applies only if the contract is expected to exceed $150,000.) By submission of its offer, the offeror cer�fies 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 atemp�ng 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 connec�on 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 Ac�vi�es, 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 compensa�on were made.

(f) Buy American Cer�ficate. (Applies only if the clause at Federal Acquisi�on Regula�on (FAR) 52.225-1, Buy American-Supplies, is included in this solicita�on.)

(1)

(i) The Offeror cer�fies that each end product, except those listed in paragraph (f)(2) of this provision, is a domes�c end product.

(ii) The Offeror shall list as foreign end products those end products manufactured in the United States that do not qualify as domes�c end products.

(iii) The terms "domes�c end product," "end product," "foreign end product," and "United States" are defined in the clause of this solicita�on en�tled "Buy American-Supplies."

(2) Foreign End Products:

Line Item No. Country of Origin

(List as necessary)

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

(g)

(1) Buy American-Free Trade Agreements-Israeli Trade Act Cer�ficate. (Applies only if the clause at FAR 52.225-3, Buy American-Free Trade Agreements-Israeli Trade Act, is included in this solicita�on.)

(i)

(A) The Offeror cer�fies that each end product, except those listed in paragraph (g)(1)(ii) or (iii) of this provision, is a domes�c end product.

(B) The terms "Bahrainian, Moroccan, Omani, Panamanian, or Peruvian end product," "domes�c end product," "end product," "foreign end product," "Free Trade Agreement country," "Free Trade Agreement country end product," "Israeli end product," and "United States" are defined in the clause of this solicita�on en�tled "Buy American-Free Trade Agreements-Israeli Trade Act."

(ii) The Offeror cer�fies that the following supplies are Free Trade Agreement country end products (other than Bahrainian, Moroccan, Omani, Panamanian, or Peruvian end products) or Israeli end products as defined in the clause of this solicita�on en�tled "Buy American-Free Trade Agreements- Israeli Trade Act."

Free Trade Agreement Country End Products (Other than Bahrainian, Moroccan, Omani, Panamanian, or Peruvian End Products) or Israeli End Products:

(iii) The Offeror shall list those supplies that are foreign end products (other than those listed in paragraph (g)(1)(ii) of this provision) as defined in the clause of this solicita�on en�tled "Buy American- Free Trade Agreements-Israeli Trade Act." The Offeror shall list as other foreign end products those end products manufactured in the United States that do not qualify as domes�c end products.

Other Foreign End Products:

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

(2) Buy American-Free Trade Agreements-Israeli Trade Act Cer�ficate, Alternate II. If Alternate II to the clause at FAR 52.225-3 is included in this solicita�on, subs�tute the following paragraph (g)(1)(ii) for paragraph (g)(1)(ii) of the basic provision:

(g)(1)(ii) The offeror cer�fies that the following supplies are Israeli end products as defined in the clause of this solicita�on en�tled "Buy American-Free Trade Agreements-Israeli Trade Act":

Israeli End Products:

(3) Buy American-Free Trade Agreements-Israeli Trade Act Cer�ficate, Alternate III. If Alternate III to the clause at 52.225-3 is included in this solicita�on, subs�tute the following paragraph (g)(1)(ii) for paragraph (g)(1)(ii) of the basic provision:

(g)(1)(ii) The offeror cer�fies that the following supplies are Free Trade Agreement country end products (other than Bahrainian, Korean, Moroccan, Omani, Panamanian, or Peruvian end products) or Israeli end products as defined in the clause of this solicita�on en�tled "Buy American-Free Trade Agreements- Israeli Trade Act":

Free Trade Agreement Country End Products (Other than Bahrainian, Korean, Moroccan, Omani, Panamanian, or Peruvian End Products) or Israeli End Products:

(4) Trade Agreements Cer�ficate. (Applies only if the clause at FAR 52.225-5, Trade Agreements, is included in this solicita�on.)

(i) The offeror cer�fies that each end product, except those listed in paragraph (g)(5)(ii) of this provision, is a U.S.-made or designated country end product, as defined in the clause of this solicita�on en�tled "Trade Agreements."

(ii) The offeror shall list as other end products those end products that are not U.S.-made or designated country end products.

Other End Products:

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

For line items covered by the WTO GPA, the Government will evaluate offers of U.S.-made or designated country end products without regard to the restric�ons of the Buy American statute. The Government will consider for award only offers of U.S.-made or designated country end products unless the Contrac�ng Officer determines that there are no offers for such products or that the offers for such products are insufficient to fulfill the requirements of the solicita�on.

(h) Cer�fica�on Regarding Responsibility Maters (Execu�ve Order 12689). (Applies only if the contract value is expected to exceed the simplified acquisi�on threshold.) The offeror cer�fies, to the best of its knowledge and belief, that the offeror and/or any of its principals–

(1) □ Are, □ are not presently debarred, suspended, proposed for debarment, or declared ineligible for the award of contracts by any Federal agency;

(2) □ Have, □ have not, within a three-year period preceding this offer, been convicted of or had a civil judgment rendered against them for: commission of fraud or a criminal offense in connec�on with obtaining, atemp�ng to obtain, or performing a Federal, state or local government contract or subcontract; viola�on of Federal or state an�trust statutes rela�ng to the submission of offers; or commission of embezzlement, the�, forgery, bribery, falsifica�on or destruc�on of records, making false statements, tax evasion, viola�ng Federal criminal tax laws, or receiving stolen property;

(3) □ Are, □ are not presently indicted for, or otherwise criminally or civilly charged by a Government en�ty with, commission of any of these offenses enumerated in paragraph (h)(2) of this clause; and

(4) □ Have, □ have not, within a three-year period preceding this offer, been no�fied of any delinquent Federal taxes in an amount that exceeds the threshold at 9.104-5(a)(2) for which the liability remains unsa�sfied.

(i) Taxes are considered delinquent if both of the following criteria apply:

(A) The tax liability is finally determined. The liability is finally determined if it has been assessed. A liability is not finally determined if there is a pending administra�ve or judicial challenge. In the case of a judicial challenge to the liability, the liability is not finally determined un�l all judicial appeal rights have been exhausted.

(B) The taxpayer is delinquent in making payment. A taxpayer is delinquent if the taxpayer has failed to pay the tax liability when full payment was due and required. A taxpayer is not delinquent in cases where enforced collec�on ac�on is precluded.

(ii) Examples.

(A) The taxpayer has received a statutory no�ce of deficiency, under I.R.C. §6212, which en�tles the taxpayer to seek Tax Court review of a proposed tax deficiency. This is not a delinquent tax because it is not a final tax liability. Should the taxpayer seek Tax Court review, this will not be a final tax liability un�l the taxpayer has exercised all judicial appeal rights.

(B) The IRS has filed a no�ce of Federal tax lien with respect to an assessed tax liability, and the taxpayer has been issued a no�ce under I.R.C. §6320 en�tling the taxpayer to request a hearing with the IRS Office of Appeals contes�ng the lien filing, and to further appeal to the Tax Court if the IRS determines to sustain the lien filing. In the course of the hearing, the taxpayer is en�tled to contest the underlying tax liability because the taxpayer has had no prior opportunity to contest the liability. This is not a delinquent tax because it is not a final tax liability. Should the taxpayer seek tax court review, this will not be a final tax liability un�l the taxpayer has exercised all judicial appeal rights.

(C) The taxpayer has entered into an installment agreement pursuant to I.R.C. §6159. The taxpayer is making �mely payments and is in full compliance with the agreement terms. The taxpayer is not delinquent because the taxpayer is not currently required to make full payment.

(D) The taxpayer has filed for bankruptcy protec�on. The taxpayer is not delinquent because enforced collec�on ac�on is stayed under 11 U.S.C. §362 (the Bankruptcy Code).

(i) Cer�fica�on Regarding Knowledge of Child Labor for Listed End Products (Execu�ve Order 13126).

[The Contrac�ng Officer must list in paragraph (i)(1) any end products being acquired under this solicita�on that are included in the List of Products Requiring Contractor Cer�fica�on as to Forced or Indentured Child Labor, unless excluded at 22.1503(b).]

(1) Listed end products.

Listed End Product Listed Countries of Origin

(2) Cer�fica�on. [If the Contrac�ng Officer has iden�fied end products and countries of origin in paragraph (i)(1) of this provision, then the offeror must cer�fy to either (i)(2)(i) or (i)(2)(ii) by checking the appropriate block.]

(i) The offeror will not supply any end product listed in paragraph (i)(1) of this provision that was mined, produced, or manufactured in the corresponding country as listed for that product.

(ii) The offeror may supply an end product listed in paragraph (i)(1) of this provision that was mined, produced, or manufactured in the corresponding country as listed for that product. The offeror cer�fies that it has made a good faith effort to determine whether forced or indentured child labor was used to mine, produce, or manufacture any such end product furnished under this contract. On the basis of those efforts, the offeror cer�fies that it is not aware of any such use of child labor.

(j) Place of manufacture. (Does not apply unless the solicita�on is predominantly for the acquisi�on of manufactured end products.) For sta�s�cal purposes only, the offeror shall indicate whether the place of manufacture of the end products it expects to provide in response to this solicita�on is predominantly-

(1) □ In the United States (Check this box if the total an�cipated price of offered end products manufactured in the United States exceeds the total an�cipated price of offered end products manufactured outside the United States); or

(2) □ Outside the United States.

(k) Cer�ficates regarding exemp�ons from the applica�on of the Service Contract Labor Standards (Cer�fica�on by the offeror as to its compliance with respect to the contract also cons�tutes its cer�fica�on as to compliance by its subcontractor if it subcontracts out the exempt services.) [The contrac�ng officer is to check a box to indicate if paragraph (k)(1) or (k)(2) applies.]

(1) Maintenance, calibra�on, or repair of certain equipment as described in FAR 22.1003-4(c)(1). The offeror □ does □ does not cer�fy that–

(i) The items of equipment to be serviced under this contract are used regularly for other than Governmental purposes and are sold or traded by the offeror (or subcontractor in the case of an exempt subcontract) in substan�al quan��es to the general public in the course of normal business opera�ons;

(ii) The services will be furnished at prices which are, or are based on, established catalog or market prices (see FAR 22.1003-4(c)(2)(ii)) for the maintenance, calibra�on, or repair of such equipment; and

(iii) The compensa�on (wage and fringe benefits) plan for all service employees performing work under the contract will be the same as that used for these employees and equivalent employees servicing the same equipment of commercial customers.

(2) Certain services as described in FAR 22.1003-4(d)(1). The offeror □ does □ does not cer�fy that-

(i) The services under the contract are offered and sold regularly to non-Governmental customers, and are provided by the offeror (or subcontractor in the case of an exempt subcontract) to the general public in substan�al quan��es in the course of normal business opera�ons;

(ii) The contract services will be furnished at prices that are, or are based on, established catalog or market prices (see FAR 22.1003-4(d)(2)(iii));

(iii) Each service employee who will perform the services under the contract will spend only a small por�on of his or her �me (a monthly average of less than 20 percent of the available hours on an annualized basis, or less than 20 percent of available hours during the contract period if the contract period is less than a month) servicing the Government contract; and

(iv) The compensa�on (wage and fringe benefits) plan for all service employees performing work under the contract is the same as that used for these employees and equivalent employees servicing commercial customers.

(3) If paragraph (k)(1) or (k)(2) of this clause applies–

(i) If the offeror does not cer�fy to the condi�ons in paragraph (k)(1) or (k)(2) and the Contrac�ng Officer did not atach a Service Contract Labor Standards wage determina�on to the solicita�on, the offeror shall no�fy the Contrac�ng Officer as soon as possible; and

(ii) The Contrac�ng Officer may not make an award to the offeror if the offeror fails to execute the cer�fica�on in paragraph (k)(1) or (k)(2) of this clause or to contact the Contrac�ng Officer as required in paragraph (k)(3)(i) of this clause.

(l) Taxpayer Iden�fica�on Number (TIN) ( 26 U.S.C. 6109, 31 U.S.C. 7701). (Not applicable if the offeror is required to provide this informa�on to the SAM to be eligible for award.)

(1) All offerors must submit the informa�on required in paragraphs (l)(3) through (l)(5) of this provision to comply with debt collec�on requirements of 31 U.S.C. 7701(c) and 3325(d), repor�ng requirements of 26 U.S.C. 6041, 6041A, and 6050M, and implemen�ng regula�ons issued by the Internal Revenue Service

(IRS).

(2) The TIN may be used by the Government to collect and report on any delinquent amounts arising out of the offeror’s rela�onship with the Government ( 31 U.S.C. 7701(c)(3)). If the resul�ng contract is subject to the payment repor�ng requirements described in FAR 4.904, the TIN provided hereunder may be matched with IRS records to verify the accuracy of the offeror’s TIN.

(3) Taxpayer Iden�fica�on Number (TIN).

TIN: ________________________________.

TIN has been applied for.

TIN is not required because:

Offeror is a nonresident alien, foreign corpora�on, or foreign partnership that does not have income effec�vely connected with the conduct of a trade or business in the United States and does not have an office or place of business or a fiscal paying agent in the United States;

Offeror is an agency or instrumentality of a foreign government;

Offeror is an agency or instrumentality of the Federal Government.

(4) Type of organiza�on.

Sole proprietorship;

Partnership;

Corporate en�ty (not tax-exempt);

Corporate en�ty (tax-exempt);

Government en�ty (Federal, State, or local);

Foreign government;

Interna�onal organiza�on per 26 CFR1.6049-4;

Other ________________________________.

(5) Common parent.

Offeror is not owned or controlled by a common parent;

Name and TIN of common parent:

Name ________________________________.

TIN _________________________________.

(m) Restricted business opera�ons in Sudan. By submission of its offer, the offeror cer�fies that the offeror does not conduct any restricted business opera�ons in Sudan.

(n) Prohibi�on on Contrac�ng with Inverted Domes�c Corpora�ons.

(1) Government agencies are not permited to use appropriated (or otherwise made available) funds for contracts with either an inverted domes�c corpora�on, or a subsidiary of an inverted domes�c corpora�on, unless the excep�on at 9.108-2(b) applies or the requirement is waived in accordance with the procedures at 9.108-4.

(2) Representa�on. The Offeror represents that–

(i) It □ is, □ is not an inverted domes�c corpora�on; and

(ii) It □ is, □ is not a subsidiary of an inverted domes�c corpora�on.

(o) Prohibi�on on contrac�ng with en��es engaging in certain ac�vi�es or transac�ons rela�ng to Iran.

(1) The offeror shall e-mail ques�ons concerning sensi�ve technology to the Department of State at CISADA106@state.gov.

(2) Representa�on and Cer�fica�ons. Unless a waiver is granted or an excep�on applies as provided in paragraph (o)(3) of this provision, by submission of its offer, the offeror-

(i) Represents, to the best of its knowledge and belief, that the offeror does not export any sensi�ve technology to the government of Iran or any en��es or individuals owned or controlled by, or ac�ng on behalf or at the direc�on of, the government of Iran;

(ii) Cer�fies that the offeror, or any person owned or controlled by the offeror, does not engage in any ac�vi�es for which sanc�ons may be imposed under sec�on 5 of the Iran Sanc�ons Act; and

(iii) Cer�fies that the offeror, and any person owned or controlled by the offeror, does not knowingly engage in any transac�on that exceeds the threshold at FAR 25.703-2(a)(2) with Iran’s Revolu�onary Guard Corps or any of its officials, agents, or affiliates, the property and interests in property of which are blocked pursuant to the Interna�onal Emergency Economic Powers Act (et seq.) (see OFAC’s Specially Designated Na�onals and Blocked Persons List at htps://www.treasury.gov/resource-center/sanc�ons/SDN-List/Pages/default.aspx).

(3) The representa�on and cer�fica�on requirements of paragraph (o)(2) of this provision do not apply if-

(i) This solicita�on includes a trade agreements cer�fica�on (e.g., 52.212-3(g) or a comparable agency provision); and

(ii) The offeror has cer�fied that all the offered products to be supplied are designated country end products.

mailto:CISADA106@state.gov

(p) Ownership or Control of Offeror. (Applies in all solicita�ons when there is a requirement to be registered in SAM or a requirement to have a unique en�ty iden�fier in the solicita�on).

(1) The Offeror represents that it □ has or □ does not have an immediate owner. If the Offeror has more than one immediate owner (such as a joint venture), then the Offeror shall respond to paragraph (2) and if applicable, paragraph (3) of this provision for each par�cipant in the joint venture.

(2) If the Offeror indicates "has" in paragraph (p)(1) of this provision, enter the following informa�on:

Immediate owner CAGE code: ____________________.

Immediate owner legal name: _____________________.

(Do not use a "doing business as" name)

Is the immediate owner owned or controlled by another en�ty: □ Yes or □ No.

(3) If the Offeror indicates "yes" in paragraph (p)(2) of this provision, indica�ng that the immediate owner is owned or controlled by another en�ty, then enter the following informa�on:

Highest-level owner CAGE code: __________________.

Highest-level owner legal name: ___________________.

(Do not use a "doing business as" name)

(q) Representa�on by Corpora�ons Regarding Delinquent Tax Liability or a Felony Convic�on under any Federal Law.

(1) As required by sec�ons 744 and 745 of Division E of the Consolidated and Further Con�nuing Appropria�ons Act, 2015 (Pub. L. 113-235), and similar provisions, if contained in subsequent appropria�ons acts, The Government will not enter into a contract with any corpora�on that–

(i) Has any unpaid Federal tax liability that has been assessed, for which all judicial and administra�ve remedies have been exhausted or have lapsed, and that is not being paid in a �mely manner pursuant to an agreement with the authority responsible for collec�ng the tax liability, where the awarding agency is aware of the unpaid tax liability, unless an agency has considered suspension or debarment of the corpora�on and made a determina�on that suspension or debarment is not necessary to protect the interests of the Government; or

(ii) Was convicted of a felony criminal viola�on under any Federal law within the preceding 24 months, where the awarding agency is aware of the convic�on, unless an agency has considered suspension or debarment of the corpora�on and made a determina�on that this ac�on is not necessary to protect the interests of the Government.

(2) The Offeror represents that–

(i) It is □ is not □ a corpora�on that has any unpaid Federal tax liability that has been assessed, for which all judicial and administra�ve remedies have been exhausted or have lapsed, and that is not being paid in a �mely manner pursuant to an agreement with the authority responsible for collec�ng the tax liability; and

(ii) It is □ is not □ a corpora�on that was convicted of a felony criminal viola�on under a Federal law within the preceding 24 months.

(r) Predecessor of Offeror. (Applies in all solicita�ons that include the provision at 52.204-16, Commercial and Government En�ty Code Repor�ng.)

(1) The Offeror represents that it □ is or □ is not a successor to a predecessor that held a Federal contract or grant within the last three years.

(2) If the Offeror has indicated "is" in paragraph (r)(1) of this provision, enter the following informa�on for all predecessors that held a Federal contract or grant within the last three years (if more than one predecessor, list in reverse chronological order):

Predecessor CAGE code: (or mark "Unknown").

Predecessor legal name: ____.

(Do not use a "doing business as" name).

(s) [Reserved].

(t) Public Disclosure of Greenhouse Gas Emissions and Reduc�on Goals. Applies in all solicita�ons that require offerors to register in SAM ( 12.301(d)(1)).

(1) This representa�on shall be completed if the Offeror received $7.5 million or more in contract awards in the prior Federal fiscal year. The representa�on is op�onal if the Offeror received less than $7.5 million in Federal contract awards in the prior Federal fiscal year.

(2) Representa�on. [Offeror to check applicable block(s) in paragraph (t)(2)(i) and (ii)].

(i) The Offeror (itself or through its immediate owner or highest-level owner) □ does, □ does not publicly disclose greenhouse gas emissions, i.e., makes available on a publicly accessible website the results of a greenhouse gas inventory, performed in accordance with an accoun�ng standard with publicly available and consistently applied criteria, such as the Greenhouse Gas Protocol Corporate Standard.

(ii) The Offeror (itself or through its immediate owner or highest-level owner) □ does, □ does not publicly disclose a quan�ta�ve greenhouse gas emissions reduc�on goal, i.e., make available on a publicly accessible website a target to reduce absolute emissions or emissions intensity by a specific quan�ty or percentage.

(iii) A publicly accessible website includes the Offeror's own website or a recognized, third-party greenhouse gas emissions repor�ng program.

(3) If the Offeror checked "does" in paragraphs (t)(2)(i) or (t)(2)(ii) of this provision, respec�vely, the Offeror shall provide the publicly accessible website(s) where greenhouse gas emissions and/or reduc�on goals are reported:_________________.

(u)

(1) In accordance with sec�on 743 of Division E, Title VII, of the Consolidated and Further Con�nuing Appropria�ons Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropria�ons acts (and as extended in con�nuing resolu�ons), Government agencies are not permited to use appropriated (or otherwise made available) funds for contracts with an en�ty that requires employees or subcontractors of such en�ty seeking to report waste, fraud, or abuse to sign internal confiden�ality agreements or statements prohibi�ng or otherwise restric�ng such employees or subcontractors from lawfully repor�ng such waste, fraud, or abuse to a designated inves�ga�ve or law enforcement representa�ve of a Federal department or agency authorized to receive such informa�on.

(2) The prohibi�on in paragraph (u)(1) of this provision does not contravene requirements applicable to Standard Form 312 (Classified Informa�on Nondisclosure Agreement), Form 4414 (Sensi�ve Compartmented Informa�on Nondisclosure Agreement), or any other form issued by a Federal department or agency governing the nondisclosure of classified informa�on.

(3) Representa�on. By submission of its offer, the Offeror represents that it will not require its employees or subcontractors to sign or comply with internal confiden�ality agreements or statements prohibi�ng or otherwise restric�ng such employees or subcontractors from lawfully repor�ng waste, fraud, or abuse related to the performance of a Government contract to a designated inves�ga�ve or law enforcement representa�ve of a Federal department or agency authorized to receive such informa�on (e.g., agency Office of the Inspector General).

(v) Covered Telecommunica�ons Equipment or Services-Representa�on. Sec�on 889(a)(1)(A) and sec�on 889 (a)(1)(B) of Public Law 115-232.

(1) The Offeror shall review the list of excluded par�es in the System for Award Management (SAM) ( htps://www.sam.gov) for en��es excluded from receiving federal awards for "covered telecommunica�ons equipment or services".

(2) The Offeror represents that–

(i) It□ does, □ does not provide covered telecommunica�ons 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.

(ii) A�er conduc�ng a reasonable inquiry for purposes of this representa�on, that it □ does, □ does not use covered telecommunica�ons equipment or services, or any equipment, system, or service that uses covered telecommunica�ons equipment or services.

(End of Provision)

AGAR 452.204-70 Inquiries Feb 1988 Inquiries and all correspondence concerning this solicita�on should be submited in wri�ng to the Contrac�ng Officer. Offerors should contact only the Contrac�ng Officer issuing the solicita�on about any aspect of this requirement prior to contract award.

AGAR 452.219-70 Size Standard and NAICS Code Information

Sep 2001

The North American Industrial Classifica�on System Code(s) and business size standard(s) describing the products and/or services to be acquired under this solicita�on are listed below:

Contract line item(s): 334516/1,000 employees

Clauses Included by Reference

FAR 52.204-13 System for Award Management Maintenance

OCT 2018

FAR 52.204-18 Commercial and Government Entity Code Maintenance

AUG 2020

FAR 52.212-4 Contract Terms and Conditions—Commercial Products and Commercial Services

DEC 2022

Clauses Included by Full Text

FAR 52.212-5

Contract Terms and Conditions Required To Implement Statutes or Executive Orders— Commercial Products and Commercial Services.

MAR 2023

(a) The Contractor shall comply with the following Federal Acquisi�on Regula�on (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Execu�ve orders applicable to acquisi�ons of commercial products and commercial services:

(1) 52.203-19, Prohibi�on on Requiring Certain Internal Confiden�ality Agreements or Statements (JAN 2017) (sec�on 743 of Division E, Title VII, of the Consolidated and Further Con�nuing Appropria�ons Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropria�ons acts (and as extended in con�nuing resolu�ons)).

(2) 52.204-23, Prohibi�on on Contrac�ng for Hardware, So�ware, and Services Developed or Provided by Kaspersky Lab and Other Covered En��es (NOV 2021) (Sec�on 1634 of Pub. L. 115-91).

https://www.acquisition.gov/far/52.203-19#FAR_52_203_19 https://www.acquisition.gov/far/52.204-23#FAR_52_204_23

(3) 52.204-25, Prohibi�on on Contrac�ng for Certain Telecommunica�ons and Video Surveillance Services or Equipment. (NOV 2021) (Sec�on 889(a)(1)(A) of Pub. L. 115-232).

(4) 52.209-10, Prohibi�on on Contrac�ng with Inverted Domes�c Corpora�ons (NOV 2015).

(5) 52.232-40, Providing Accelerated Payments to Small Business Subcontractors (MAR 2023) ( 31 U.S.C.

3903 and 10 U.S.C. 3801).

(6) 52.233-3, Protest A�er Award (AUG 1996) ( 31 U.S.C. 3553).

(7) 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 Contrac�ng Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Execu�ve orders applicable to acquisi�ons of commercial products and commercial services:

[Contracting Officer check as appropriate.]

__ (1) 52.203-6, Restric�ons on Subcontractor Sales to the Government (JUN 2020), with Alternate I (NOV 2021) ( 41 U.S.C. 4704 and 10 U.S.C. 4655).

__ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (NOV 2021) ( 41 U.S.C. 3509)).

__ (3) 52.203-15, Whistleblower Protec�ons under the American Recovery and Reinvestment Act of 2009 (JUN 2010) (Sec�on 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

_X_ (4) 52.204-10, Repor�ng Execu�ve Compensa�on 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 Repor�ng Requirements (OCT 2016) (Pub. L. 111-117, sec�on 743 of Div. C).

__ (7) 52.204-15, Service Contract Repor�ng Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111-117, sec�on 743 of Div. C).

_X_ (8) 52.209-6, Protec�ng the Government’s Interest When Subcontrac�ng with Contractors Debarred, Suspended, or Proposed for Debarment. (NOV 2021) ( 31 U.S.C. 6101 note).

__ (9) 52.209-9, Updates of Publicly Available Informa�on Regarding Responsibility Maters (OCT 2018) ( 41 U.S.C. 2313).

__ (10) [Reserved].

https://www.acquisition.gov/far/52.204-25#FAR_52_204_25 https://www.acquisition.gov/far/52.209-10#FAR_52_209_10 https://www.acquisition.gov/far/52.232-40#FAR_52_232_40 https://www.govinfo.gov/link/uscode/31/3903 https://www.govinfo.gov/link/uscode/31/3903 https://www.govinfo.gov/link/uscode/10/3801 https://www.acquisition.gov/far/52.233-3#FAR_52_233_3 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 https://www.acquisition.gov/far/52.233-4#FAR_52_233_4 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 https://www.acquisition.gov/far/52.203-6#FAR_52_203_6 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 https://www.govinfo.gov/link/uscode/10/4655 https://www.acquisition.gov/far/52.203-13#FAR_52_203_13 http://uscode.house.gov/browse.xhtml;jsessionid=114A3287C7B3359E597506A31FC855B3 https://www.acquisition.gov/far/52.203-15#FAR_52_203_15 https://www.acquisition.gov/far/52.204-10#FAR_52_204_10 http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title31-section6101&num=0&edition=prelim https://www.acquisition.gov/far/52.204-14#FAR_52_204_14 https://www.acquisition.gov/far/52.204-15#FAR_52_204_15 https://www.acquisition.gov/far/52.209-6#FAR_52_209_6 http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title31-section6101&num=0&edition=prelim https://www.acquisition.gov/far/52.209-9#FAR_52_209_9 http://uscode.house.gov/view.xhtml?req=granuleid:USC-prelim-title41-section2313&num=0&edition=prelim

__ (11) 52.219-3, No�ce of HUBZone Set-Aside or Sole-Source Award (OCT 2022) ( 15 U.S.C. 657a).

__ (12) 52.219-4, No�ce of Price Evalua�on Preference for HUBZone Small Business Concerns (OCT 2022) (if the offeror elects to waive the preference, it shall so indicate in its offer) ( 15 U.S.C. 657a).

__ (13) [Reserved]

_X_ (14) (i) 52.219-6, No�ce of Total Small Business Set-Aside (NOV 2020) ( 15 U.S.C. 644).

__ (ii) Alternate I (MAR 2020) of…