Provisions and Clauses.pdf

QUOTER TERMS AND CONDITIONS (to be filled out by the QUOTER):

1. Period of Performance OR Delivery Date After Receipt of Order:

2. Shipping Point (F.O.B. OR Destination):

3. Payment Discount Terms:

4. Select One: Open Market; GSA FSS Contract Number; Other Government Agency

(OGA) Contract Number, Government-wide Agency (GWAC) Contract Number; or

National Institute of Health (NIH) Blanket Purchase Agreement (BPA) Number:

5. UEI (SAM) No:

6. Name of Company:

7. Street Address, City, State, Zip code:

8. Name of Person Authorized to Provide Quote:

9. Telephone Number and Email Address of Person Authorized to Provide Quote:

ADDITIONAL TERMS AND CONDITIONS, PROVISIONS, AND REPRESENTATIONS

The solicitation document and incorporated provisions and clauses are those in effect through

Federal Acquisition Regulation (FAR) Federal Acquisition Circular (FAC) Number/Effective

Date:2024-05 / 05-22-2024. The FAR Clauses are incorporated by reference and are provided in full text at https://www.acquisition.gov/.

1. The provisions of FAR Clause 52.212-1 Instructions to Offerors—Commercial Items is applicable to this solicitation.

2. The provisions of FAR Clause 52.212.2 Evaluation—Commercial Items is applicable to this solicitation. The quotation received will be evaluated for its technical merits and for price reasonableness. A quotation will only be considered technically acceptable if it clearly demonstrates compliance with this solicitation.

3. The provisions of FAR Clause 52.212-3, Offeror Representations and Certifications—

Commercial Items is applicable to this solicitation.

4. The provisions of FAR Clause 52.212-4, Contract Terms and Conditions—Commercial

Items.

5. The clause at FAR 52.212-5, Contract Terms and Conditions Required to Implement

Statutes or Executive Orders-Commercial Items, applies to this acquisition and is incorporated by reference.

The following provisions of FAR clause at 52.212-5, Contract Terms and Conditions Required to Implement Statutes or Executive Orders—Commercial Items are applicable to this solicitation:

52.203-17, Contractor Employee Whistleblower Rights 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards 52.204-27, Prohibition on ByteDance Covered Application 52.219-28, Post-Award Small Business Program Rerepresentation 52.222-3 Convict Labor 52.222-19 Child Labor-Cooperation With Authorities and Remedies 52.222-21 Prohibition of Segregated Facilities 52.222-26 Equal Opportunity 52.222-36 Equal Opportunity for Workers With Disabilities https://www.acquisition.gov/

52.222-50 Combating Trafficking in Persons 52.223-18 Encouraging Contractor Policies to Ban Text Messaging While Driving 52.225-13, Restrictions on certain foreign purchases 52.232-33 Payment by Electronic Funds Transfer-- System for Award Management

The following provisions apply to this acquisition, are incorporated as a separate attachment, and MUST be completed and submitted with any response to this RFQ:

• FAR 52.204-20 Predecessor of Offeror

• FAR 52.204-24, Representation Regarding Certain Telecommunications and Video

Surveillance Services or Equipment

• FAR 52.209-5 Certification Regarding Responsibility Matters

• FAR 52.209-11, Representation by Corporations Regarding Delinquent Tax

Liability or a Felony Conviction under any Federal Law

The following clauses apply to this acquisition and are incorporated by reference:

• FAR 52.203-19, Prohibition on Requiring Certain Internal Confidentiality

Agreements or Statements

• FAR 52.204-13, System for Award Management Maintenance

• FAR 52.204-18, Commercial and Government Entity Code Maintenance

• FAR 52-204-19, Incorporation by Reference of Representations and Certifications

• FAR 52.225-1, Buy American-Supplies

• FAR 52.225-3 Buy American-Free Trade Agreements-Israeli Trade Act

• FAR 52.232-39, Unenforceability of Unauthorized Obligations

• FAR 52.232-40, Providing Accelerated Payments to Small Business

Subcontractors [DOC Deviation April 2020]

6. ADDITIONAL APPLICABLE PROVISIONS AND CLAUSES:

The provision at CAR 1352.233-70 AGENCY PROTESTS (APR 2010) applies to this acquisition and incorporated in full text:

An agency protest may be filed with either (1) the Contracting Officer, or (2) at a level above the

Contracting Officer, with the agency Protest Decision Authority. See 64 Fed. Reg. 16,651 (April

6, 1999).

Agency protests filed with the Contracting Officer shall be sent to the following address and email address:

NIST/ACQUISITION MANAGEMENT DIVISION

ATTN: Hing Pan Wong, CONTRACTING OFFICER

100 Bureau Drive, MS 1640

Gaithersburg, MD 20899 hingpan.wong@nist.gov mailto:hingpan.wong@nist.gov

Agency protests filed with the Protest Decision Authority shall be sent to the following address:

NIST/ACQUISITION MANAGEMENT DIVISION

ATTN: HEAD OF THE CONTRACTING OFFICE (HCO)

100 Bureau Drive, MS 1640

Gaithersburg, MD 20899

A complete copy of all agency protest, including all attachments, shall be served upon the

Contract Law Division of the Office of the General Counsel within one day of filing a protest with either the Contracting Officer or the Protest Decision Authority.

Service upon the Contract law Division shall be made as follows:

U.S. Department of Commerce

Office of the General Counsel

Chief, Contract Law Division

Room 5893

Herbert C. Hoover Building

14th Street and Constitution Avenue, N.W.

Washington, D.C. 20230

FAX: (202) 482-5858

(End of Provision)

The provision at CAR 1352.233-71 GAO AND COURT OF FEDERAL CLAIMS PROTESTS

(APR 2010) is applicable to this solicitation and incorporated in full text.

(a) A protest may be filed with either the Government Accountability Office (GAO) or the Court of Federal Claims unless an agency protest has been filed.

(b) A complete copy of all GAO or Court of Federal Claims protests, including all attachments, shall be served upon (i) the Contracting Officer, and (ii) the Contract Law Division of the Office of the General Counsel, within one day of filing a protest with either GAO or the Court of Federal

Claims.

(c) Service upon the Contract Law Division shall be made as follows:

U.S. Department of Commerce

Office of the General Counsel

Chief, Contract Law Division

Room 5893

Herbert C. Hoover Building

14th Street and Constitution Avenue, N.W.

Washington, D.C. 20230.

FAX: (202) 482-5858

(End of Provision)

1352.201-70 – Contracting Officers Authority

The Contracting Officer is the only person authorized to make or approve any changes in any of the requirements of this contract, and, notwithstanding any provisions contained elsewhere in this contract, the said authority remains solely in the Contracting Officer. In the event the contractor makes any changes at the direction of any person other than the Contracting Officer, the change will be considered to have been made without authority and no adjustment will be made in the contract terms and conditions, including price.

1352.209-73 Compliance with the Laws The contractor shall comply with all applicable laws, rules and regulations which deal with or relate to performance in accord with the terms of the contract.

1352.209-74 Organizational Conflict of Interest

(a) Purpose. The purpose of this clause is to ensure that the contractor and its subcontractors:

(1) Are not biased because of their financial, contractual, organizational, or other interests which relate to the work under this contract, and

(2) Do not obtain any unfair competitive advantage over other parties by virtue of their performance of this contract.

(b) Scope. The restrictions described herein shall apply to performance or participation by the contractor, its parents, affiliates, divisions and subsidiaries, and successors in interest (hereinafter collectively referred to as “contractor”) in the activities covered by this clause as a prime contractor, subcontractor, co-sponsor, joint venturer, consultant, or in any similar capacity. For the purpose of this clause, affiliation occurs when a business concern is controlled by or has the power to control another or when a third party has the power to control both.

(c) Warrant and Disclosure. The warrant and disclosure requirements of this paragraph apply with full force to both the contractor and all subcontractors. The contractor warrants that, to the best of the contractor’s knowledge and belief, there are no relevant facts or circumstances which would give rise to an organizational conflict of interest, as defined in FAR Subpart 9.5, and that the contractor has disclosed all relevant information regarding any actual or potential conflict. The contractor agrees it shall make an immediate and full disclosure, in writing, to the Contracting Officer of any potential or actual organizational conflict of interest or the existence of any facts that may cause a reasonably prudent person to question the contractor’s impartiality because of the appearance or existence of bias or an unfair competitive advantage. Such disclosure shall include a description of the actions the contractor has taken or proposes to take in order to avoid, neutralize, or mitigate any resulting conflict of interest.

(d) Remedies. The Contracting Officer may terminate this contract for convenience, in whole or in part, if the Contracting Officer deems such termination necessary to avoid, neutralize or mitigate an actual or apparent organizational conflict of interest. If the contractor fails to disclose facts pertaining to the existence of a potential or actual organizational conflict of interest or misrepresents relevant information to the Contracting Officer, the Government may terminate the contract for default, suspend or debar the contractor from Government contracting, or pursue such other remedies as may be permitted by law or this contract.

(e) Subcontracts. The contractor shall include a clause substantially similar to this clause, including paragraphs (f) and (g), in any subcontract or consultant agreement at any tier expected to exceed the simplified acquisition threshold. The terms “contract,” “contractor,” and “Contracting Officer” shall be appropriately modified to preserve the Government’s rights.

(f) Prime Contractor Responsibilities. The contractor shall obtain from its subcontractors or consultants the disclosure required in FAR Part 9.507-1, and shall determine in writing whether the interests disclosed present an actual, or significant potential for, an organizational conflict of interest. The contractor shall identify and avoid, neutralize, or mitigate any subcontractor organizational conflict prior to award of the contract to the satisfaction of the Contracting Officer. If the subcontractor’s organizational conflict cannot be avoided, neutralized, or mitigated, the contractor must obtain the written approval of the Contracting Officer prior to entering into the subcontract. If the contractor becomes aware of a subcontractor’s potential or actual organizational conflict of interest after contract award, the contractor agrees that the Contractor may be required to eliminate the subcontractor from its team, at the contractor’s own risk.

(g) Waiver. The parties recognize that this clause has potential effects which will survive the performance of this contract and that it is impossible to foresee each circumstance to which it might be applied in the future. Accordingly, the contractor may at any time seek a waiver from the Head of the Contracting Activity by submitting such waiver request to the Contracting Officer, including a full written description of the requested waiver and the reasons in support thereof.

NIST LOCAL-53 Contract Performance During Changes in NIST Operating Status

All contractors performing work on active contracts at the U.S. Department of Commerce(DOC), National Institute of Standards and Technology (NIST) campuses and/or working in NIST workspaces should go to the www.nist.gov website and under the “About NIST” tab click on “Visit”. This site includes information about campus access and security information; identification requirements; parking information and more.

Contractor personnel are required to check the appropriate campus operating status and personnel requirements at https://www.nist.gov/campus-status daily prior to arriving on site. All personnel must adhere to the requirements set forth in the operating status.

Unless otherwise stated in the contract terms and conditions, normal days of business operation are Monday through Friday, excluding Federal Holidays. However, throughout the contract period of performance, there may be circumstances beyond the control of NIST that will impact normal days of business operation such as inclement weather, power outages, etc. In circumstances such as these, the Contractor must call the appropriate NIST campus status line to verify the operating status:

Gaithersburg Campus Operating Status Line:

(301) 975-8000

(800) 437-4385 x8000 (toll free)

Boulder Campus Operating Status Line:

(303) 497-4000

(303) 497-3000 option 2

In the event of a lapse in appropriation, access to Government facilities and resources, including equipment and systems will be limited to excepted personnel for both Federal employees and contractor personnel. If performance of the contract is onsite and/or requires Government interaction, unless the contractor has been, or is notified that it is required to work under an excepted status, the contractor must stop work. The work stoppage shall remain in effect until the lapse is resolved and notification is provided via the NIST website at www.nist.gov (banner on front page) and/or the NIST operating status line(s). Additionally, contractors are encouraged to monitor public broadcasts or the Office of Personnel Management’s website at www.opm.gov for the Federal Government operating status.

NIST will provide notification to all contractors that are determined to have excepted status. All excepted contractors are required to continue performance and communicate with the appointed Contracting Officer’s Representative (COR) for further guidance, or NIST Contracting Officer if a COR is not appointed.

Contractors with active supply or service contracts that are fully funded at the time of contract award and do not require access to Government facilities, resources, or active administration by Government personnel in a manner that would not cause the Government to incur additional obligations during the lapse in appropriation may continue performance.

Please note that in all circumstances that impact operations on the NIST campuses, contractors are expected to follow all direction and guidance provided by NIST authorities.

(End of Clause)

NIST LOCAL 54 – BILLING INSTRUCTIONS

NIST requires that Invoice/Voucher submissions are sent electronically via email to

INVOICE@NIST.GOV.

Each Invoice or Voucher submitted shall include the following:

(1) Contract number;

(2) Contractor name and address;

(3) Unique entity identifier (see www.sam.gov for the designated entity for establishing unique entity identifiers);

(4) Date of invoice;

(5) Invoice number;

(6) Amount of invoice and cumulative amount invoiced to-date;

(7) Contract Line Item Number (CLIN);

(8) Description, quantity, unit of measure, unit price, and extended price of supplies/services delivered;

(9) Prompt payment discount terms, if offered; and

(10) Any other information or documentation required by the contract.

(End of Clause)

SUMMARY STATEMENT:

Responses to this notice must include sufficient information to establish the interested parties’ bona-fide capabilities of providing the product or service. The response shall include a

QUOTATION with Fixed Pricing that includes as applicable: unit price, list price, total mailto:INVOICE@NIST.GOV price, any shipping and handling costs, delivery days after contract award, delivery terms, prompt payment discount terms, F.O.B. Point (Destination or Origin), product or catalog number(s); product description; and any other information or factors that may be considered in the award decision. Such factors may include past performance, special features required for effective program performance, trade-in considerations, probable life of the item selected as compared with that of a comparable item, warranty considerations, maintenance availability, and environmental and energy efficiency considerations. All quoters must have an active registration in SAM.gov.