RFP 23R0017 Quartz Mechanical Piling.pdf

Solicitation Number: 12048923R0017

QUARTZ MECHANICAL PILING

OKANOGAN-WENATCHEE NATIONAL FOREST - NACHES RANGER DISTRICT

(i) This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in subpart 12.6, as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; proposals are being requested and a written solicitation will not be issued.

(ii) This solicitation is issued as a Request for Quotation (RFQ).

(iii) The solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular 2023-04.

(iv) This procurement is set aside for 100% small business. The NAICS code is 113310 and the Small Business Size Standard is 500 Employees.

(v) Schedule of Items/Price Schedule

This requirement may be awarded for more than one (1) Firm Fixed Price Commercial Services Contract for Quartz Mechanical Piling. Vendors will note the available quantity of each of the items that they are able to provide.

SECTION B - SCHEDULE OF ITEMS

Quartz Mechanical Piling

OKANOGAN-WENATCHEE NATIONAL FOREST - NACHES RANGER

DISTRICT

NOTE: Before preparing your quote, read instructions carefully. Insert a Unit Price and Total Price for each item. Contractor must quote on all items.

RFQ R6

Quartz Mechanical

Piling

Page

Of

NAME OF OFFEROR OR CONTRACTOR

ITEM NO.

SUB ITEM

NO.

SUPPLIES/SERVICES

QTY

UNIT

UNIT

PRICE

AMOUNT

SCHEDULE OF ITEMS

Unit Name

Unit QTY Unit Cost/Acre Unit Cost 1 1.1 Quartz1 31 Acres

2 2.1 Quartz 2 8 Acres

3 3.1 Quartz 3 106 Acres

4 4.1 Quartz 4 35 Acres

5 5.1 Quartz 5 17 Acres

6 6.1 Quartz 6 80 Acres

7 7.1 Quartz 7 7 Acres

8 8.1 Quartz 8 15 Acres

9 9.1 Quartz 9 14 Acres

10 10.1 Quartz 10 25 Acres

All Bid Items Estimate Total:

Acres

SECTION C - DESCRIPTION/ STATEMENT OF WORK/

SPECIFICATIONS

C-1 GENERAL SPECIFICATIONS

1.1 Scope of Contract

A. The purpose of this solicitation is to secure equipment and services for the mechanical piling of commercial harvest generated slash to accomplish fuels reduction on the Naches Ranger District on the Okanogan-Wenatchee National Forest. While adhering to the residual fuel loading specs, excess slash throughout each unit, identified in the Schedule of Items, will be piled in a manner for full consumption when pile burning. These specs are listed in section C-2, Technical Specifications. Any pre-existing pile created from the commercial harvest that does not meet spec shall be rebuilt.

B. The Contractor shall, considering the given objective, develop a plan of operation to accomplish these objectives and organize and direct all the equipment and personnel needed to fully accomplish the work. The Contractor shall furnish all technical expertise, labor, equipment, supervision, transportation, operating supplies, and incidentals except those items, if any, listed as Government-Furnished property. The Contractor shall also be required to develop a Quality Control Plan for the required self-inspection.

C. This includes all seasonal shutdowns due to high fire precautionary levels or winter conditions.

Offeror is urged and expected to inspect the site where services are to be performed and to satisfy themselves regarding all general and local conditions that may affect the cost of contract performance, to the extent that the information is reasonably obtainable. For site information, directions, or specification questions, contact Jonathon Campbell, 509-823-7645, Jonathon.L.Campbell@usda.gov.

1.2 Location and Description

A. Location - All work areas are located within the Naches Ranger District of the Okanogan-

Wenatchee National Forest. Work locations will be shown on vicinity maps and unit specific maps. General specifications are given on the Detailed Unit Information Sheet. Base items are in the Little Naches drainage vicinity in T18N R14E Sections 26, 27, 29, 30, 31, 32 and 33.

For access to the Quartz units, follow HWY 410 West from Naches for 28.5 miles to the Little Naches Rd (FS Rd 1900). For Units 1-7 & 10, Turn right on to FS Rd 1900, continue for 1.8 miles and turn right onto FS Rd 1901. For Units 8 & 9 continue on FS Rd 1900 for another .8 miles where you will turn left on to FS Rd 1902, crossing the Little Naches river.

B. Accessibility - Weather permitting, the work areas may be reached by a standard pickup truck, during the permitted operating season. The Government assumes no responsibility or obligation to plow snow or perform special maintenance to keep roads open. No vehicle will be permitted to operate off system roads without prior approval of the Contracting Officer. For specific unit access information see the vicinity maps and unit specific maps.

C. Boundaries - All piles are within recent commercial harvest units with boundaries already mailto:Jonathon.L.Campbell@usda.gov designated with flagging and unit boundary tags. Geo-referenced maps will be provided for all units.

1.3 Period of Performance:

Work may take place between the months of Award and October 2024.

1.4 Salvageable Material:

No salvage operations are allowed during the life of this contract.

1.5 Obligations of the Contractor:

A. The Contractor shall ensure all equipment moved onto National Forest land is free of soil, seeds, vegetative matter, or other debris that could contain or hold non-native noxious weed seeds, to prevent the introduction of noxious weed seeds onto National Forest land.

Contractor shall employ whatever cleaning methods necessary to ensure compliance with the terms of this provision, and shall notify Forest Service prior to moving each piece of equipment onto National Forest land, unless otherwise agreed in writing. Notification will include identifying the location of the equipment's most recent operations.

DEFINITION: Noxious Weeds shall be defined as all weeds under State law (17.10 RCW) identified as any plant which is highly destructive, competitive, or difficult to control by culture or chemical practices and listed by the Yakima County Noxious Weed Board current policy procedures.

B. The operator employed by the Contractor shall have sufficient skill and experience to properly perform the work to specifications. Any operator or other worker who, in the opinion of the Government, does not perform their work to specifications or does not perform in a skillful manner shall be removed by the Contractor upon written request from the CO.

C. The Contractor shall be responsible for any damage to existing structural improvements such as water developments, fences, monumented corners, bearing trees, road surfaces and/or drainage structures as a result of contract activities. The Contractor shall restore any damage, immediately, back to its existing condition prior to the damage with oversight from the Governement to ensure the restoration of damage does not additionally impact the damaged area.

D. The Contractor shall be responsible for excessive damage to natural resources, such as physical damage to residual trees, excessive mineral soil exposure and compaction, excessive berms from short turning radius, etc. The Contractor shall be required to repair restorable damage.

E. The Contractor shall be responible for the determination of the area of their accomplishment. The Governement will provide payment for only the total accomplished acres since the preceding pay invoice.

F. At all times that work is being performed under this contract, a copy of the contract must be on site and must be readily available to the Contractor, their representative and the individuals performing the work.

G. The Contractor shall be responsible for removing any trash or refuse left in or adjacent to the units as a result of operations performed under the contract.

C-2 TECHNICAL SPECIFICATIONS

1. Mechanical piling of existing slash following commercial harvest activities.

a. Performance.

When constructing slash piles, it shall be accomplished as follows:

1) Contractor shall suspend work if soil moisture content exceeds the plastic limit, as defined by ASTM D4318. A site visit from the District soil scientist may be requested through the COR if assistance is needed in determining soil moisture or Atterberg limits.

2) Equipment shall operate on existing skid trails or slash mats generated by harvesters to the extent practicable. Equipment shall start at far end of skid trail and work back towards the landing.

3) Equipment shall not operate on slopes greater than 35%.

4) Refueling, maintenance, and repair shall be done at landings or forest roads where practicable.

5) Contractor shall exercise extreme care to prevent damage to leave-trees. Protect residual trees from damage and scarring as a result of contract operations.

6) Contractor shall exercise extreme care to prevent damage to all physical improvements

(fences, telephone lines, established land corners, buildings, ditches, etc.) on the contract area. Contractor shall be liable for damage to physical improvements and shall make immediate repairs to damaged physical improvements.

7) Open roads shall be kept free of piling debris. This includes road surface, cut banks, roadside ditches, and culverts.

8) No piles shall be left within 10 feet of any physical improvement.

9) Contractor shall notify the COR when slash treatment in a unit is complete before moving out of the general area.

b. Pile and Residual Fuel Loading Requirements

(1) Piles shall be constructed in such a manner as to combust completely, contain fire within the pile perimeter, and do minimal damage to residual trees.

(2) Pile height shall be at least 10 feet and no more than 20 feet. Pile height-to-width ratio should be as close to 1:1 as reasonably possibly. Pile width shall be a maximum of 20 feet and be no more than

1.5 times the pile height.

(3) Nothing shall protrude more than 5 feet outside of the perimeter of a pile.

(4) Tree boles (trunks) and large diameter limbs should be aligned parallel to each other within at least 75% of the pile and placed closer to the middle to allow for a more complete consumption of larger materials.

(5) Piles shall contain minimal amounts of soil or rocks.

(6) Piles shall be compacted (smashed down) to minimize air space and assist with protection of the debris from penetration by precipitation prior to burning.

(7) Where possible, construct piles on large diameter logs and material to minimize detrimental soil impacts.

(8) The residual fuel bed depth should be an average of 3” and <10% residual fuels should be

3.1” and greater size classes.

c. Equipment Specifications

(1) All mechanical equipment proposed for use on this contract shall meet the following specifications:

a. Tracked equipment with ground pressure not exceeding 7.5 pounds per square inch.

b. Climbing/working ability up to 35% slope.

c. Effective arm reach of 25 feet minimum.

d. Ability to grapple pile fuels to desired specifications.

e. Grapple Head

f. Ability to perform work from existing skid trails or slash mats.

g. Operator cab, engine and arm shall be able to rotate 360 degrees.

h. Non leaking fluid systems

C3 GOVERNMENT QUALITY ASSURANCE SURVEILLANCE PLAN

C3.1 Performance Requirement (see Performance Requirements Summary)

Government Monitoring Method for Piling

The Government will conduct visual inspections of each unit to determine work quality and may make periodic inspections while work is in progress. Each unit will be verified separately and inspection results on one unit will not be averaged with those of the other units. If the work quality is determined to be better than 90 percent, payment will be made at 100 percent of unit price, less any deductions. In the event visual inspection indicates that work quality is less than 90 percent and the operator will not rework the unit voluntarily then an inspection of the unit will be done on a series of 1/20-acre plots randomly placed and covering at least a 1 percent sample of the unit. Each plot will be examined to determine if the intent of the contract has been met. Plots will be determined to be either, in, or not in, compliance with the conditions listed below.

After completion of a unit, the Government will inspect to determine compliance with the contract standards for

1) residual fuel loadings and 2) pile characteristics.

1. Residual Fuel Loading - The residual fuel bed depth should be an average of 3” and <10% residual fuels should be 3.1” and greater size classes.

If there is disagreement between the Government and the Contractor on meeting residual fuel loading specifications, the Government will establish fuel loading plots.

Slash treatment quality must be 90% or greater for Government to continue inspection.

2. Pile characteristics – A sampling of piles may be individually inspected for the following:

Consumability - Piles should be of sufficient size to generate enough heat for total consumption, be compact, contain a minimal quantity of soil or rocks, and there should be minimal material protruding from the pile.

Containment - The pile should maintain integrity as it burns, material should be oriented parallel to the slope, and only allow the fire to creep through any immediately adjacent fuels within the heat influence.

Location and Pile Size - Pile size and location should provide sufficient spacing from residual trees to prevent damage from burning of the pile.

Any pile not meeting the above characteristics would be considered not in compliance. Piling quality must be 90% or greater for Government to continue inspection. The piling quality percentages will be determined by:

Piles Not in Compliance X 100 = Piling Quality % Total # of Piles Taken

Performance Requirement Summary

TASK STANDARDS ACCEPTABLE MEASUREMENT SANCTIONS

QUALITY METHOD

Machine pile construction/Landing site slash treatment Pile construction Meet requirements for pile construction 90% of the required material is piled to spec.

100% visual inspection, random plots

Rework

Contractor's Quality Control

Quality control Contractor follows their provided quality control program.

Contractor's quality control is +5/-5% of the government's quality assurance.

Government randomly observes Contractor's inspection.

The Contractor's ability to meet the standard will be reflected in the performance evaluation, either positive or negative.

SECTION D - PACKAGING AND MARKING

Not Applicable

SECTION E - INSPECTION AND ACCEPTANCE

E-1 Inspections And Acceptance

Government acceptance will occur upon verification that the Contractor has performed required inspections and created the records required by the approved Quality Control Plan reaffirming completion of the tasks.

E-2 Contractor’s Quality Control Plan

The Contractor shall identify the quality control inspection system it will use to ensure that contract specifications will be achieved. At no time shall the contractor rely upon Government inspections to provide notification of unsatisfactory performance. The Contractor shall produce written inspection records in a format and at times and places satisfactory to the Contracting Officer. Inspection records shall be made available upon request of the Contracting Officer and be maintained until the date of contract closure. When requested the Contractor shall provide copies of inspection documents and written certification that:

a) Each unit was satisfactorily completed.

b) Slash treatment was completed in accordance with the contract standards.

c) Inspection results accurately reflect the work accomplished.

The Contracting Officer may observe the Contractor's inspection at any time and shall otherwise have unlimited access to the inspection data.

E-3 Contractor Inspection Procedures/Quality Assurance

Contractor self-inspection is required. A COPY OF THE CONTRACT WILL BE AT THE WORK SITE AT ALL TIMES. Contractors who consistently perform at or above the acceptable quality level will be considered for subsequent task announcements. Contractors who do not consistently meet acceptable quality levels may not be considered in future task announcements. Contractor will provide the Government with the inspection results within 48 hours of completion of a unit. No Government quality assurance will be done until results are received.

E-4 Clean Up Before Contractor Departs A Work Unit

All Contractors’ rubbish, materials, temporary structures and equipment will be removed from National Forest lands from the area used by the Contractor and all work areas will be left in a clean condition satisfactory to the Contracting Officer.

SECTION F- DELIVERIES AND PERFORMANCE

F-1 Schedules for Service Contracts Contractor shall, at the post award meeting or within 10 days from receipt of any subsequent request from the Contracting Officer, submit a time chart or schedule of proposed progress to ensure completion of the work within the time set forth in the contract. If Contractor's progress falls behind that scheduled, the Contractor shall take such action as necessary to improve his progress; in addition, the Contracting Officer may require Contractor to submit a revised schedule and proposed plan of work to ensure completion of the work within the time(s) set forth in the contract.

F-2 Required Submittals The following is a general summary of the required submittals. Other submittals may be required as specified elsewhere in this contract. (Contracting Officer = CO, and Contracting Officer’s Representative

= COR)

Submittal Title: Submittal Due: Submit to:

Schedule of Work Submittal of offer/bid COR

Generalized Work Safety Plan Prior to NTP COR

Copy of Required Insurance coverage Prior to NTP CS

Approval of Subcontracting Prior to Subcontract start CS

Fire Plan / Camping Permit Prior to NTP (as needed) COR

Contract Release Prior to final payment CS

Quality Control Plan Submittal of offer/bid CS

Schedule of Items with pricing Submittal of offer/bid CS

F-3 Government furnished Property: None

SECTION G - CONTRACT ADMINISTRATION DATA

G-1 Notice to Proceed A Notice to Proceed will be issued in writing by the Contracting Officer or Contracting Officer's Representative. No work shall begin until receipt of this notice. Contract time shall commence on the day indicated on the Notice to Proceed.

G-2 Approval and Notification of Subcontracting The Contractor shall promptly get advance approval from the Contracting Officer in writing upon entering into any subcontract arrangement. The subcontractor shall have the experience and be equipped for such work. The written request shall include as a minimum:

A. The name, address, and telephone number of the subcontractor.

B. The date upon which the subcontract was entered into and its duration.

C. A detailed description of the work being subcontracted including a listing of contract items, units, etc., as appropriate.

D. Documentation of the subcontractor's representative authority.

Subcontracting as approved of any portion of the contract shall not relieve the Prime Contractor of any responsibility under this contract. Any subcontract agreement shall contain all terms and conditions of the prime contract.

G-3 Post Award Conference (AGAR 452.215-73) (NOV 1996) A post award conference with the successful offeror is required. It will be scheduled after the date of contract award. The conference will be held at Naches Ranger District, 10237 U.S. Hwy 12, Naches, WA 98937.

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H-1 Protection of Archaeological / Historical Resources The Contractor, upon the discovery of suspected archaeological or historical materials, shall cease work in the vicinity of such material and shall immediately notify the Contracting Officer.

SECTION I – CONTRACT CLAUSES

Representations and Certifications – Fill in the check boxes for provisions 52.204-24, 52.212-3, and Employment of Eligible Workers-Workforce Certification found in this solicitation and include a copy with your offer.

6) Submit offer by email to Kevin.Flores@usda.gov so that it is delivered into this inbox by the due date and time. Emails should contain 5 separate attachments (Price Proposal, Performance Schedule, Quality Control Plan, Past Performance Information and Representations and Certifications) in Microsoft Word or Adobe PDF format. Be aware that large attachments may increase the time required to deliver an email. It is the offerors responsibility to confirm receipt of the offer from Kevin.Flores@usda.gov.

7) Last day to submit questions is 16 August 2023, 2:00 pm Pacific. Address questions about this solicitation to Kevin D. Flores at Kevin.Flores@usda.gov and Jason Tanamor at jason.tanamor@usda.gov

(ix) 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:

• Performance Schedule with equipment Availability Information. Please provide a work schedule along with equipment size detailing ability to meet the specified contract deadline. Please reference page 3 Project Information.

• Quality Control Plan.

The Quality Control Plan shall specify:

How quality will be monitored and reported to the Contracting Officer to assure the performance standards are met.

How the work will be supervised.

How results of the monitoring will result in quality performance.

The responsible individual for performing quality control.

mailto:Kevin.Flores@usda.gov mailto:jason.tanamor@usda.gov

• Past Performance and Relative Experience Information.

(b) A written notice of award or acceptance of an offer, mailed or otherwise furnished to the successful offeror within the time for acceptance specified in the offer, shall result in a binding contract without further action by either party. Before the offer’s specified expiration time, the Government may accept an offer (or part of an offer), whether or not there are negotiations after its receipt, unless a written notice of withdrawal is received before award.

(End of provision)

Representations and Certifications (complete highlighted items in this section and return with your offer)

VENDOR NAME: _____________________________________________

VENDOR UEI: _____________________________________________

52.212-3 Offeror Representations and Certifications – Commercial Products and Commercial Services (MAY 2022) (DEVIATION JUL 2020) (Provision)

[If Offeror Representations and Certifications are not complete in SAM the offeror shall submit a completed copy of the provision at 52.212-3, Offeror Representations and Certifications-Commercial Products and Commercial Services, with your offer. The full provision is available from http://www.acquisition.gov/far/.

If Offeror Representations and Certifications are complete in SAM, the offeror shall complete the following:]

(b)(1) Annual Representations and Certifications. Any changes provided by the Offeror in paragraph (b)(2) of this provision do not automatically change the representations and certifications in SAM.

(2) The offeror has completed the annual representations and certifications electronically in SAM accessed through http://www.sam.gov. After reviewing SAM information, the Offeror verifies by submission of this offer that the representations and certifications currently posted electronically at FAR 52.212-3, Offeror Representations and Certifications-Commercial Products and Commercial Services, have been entered or updated in the last 12 months, are current, accurate, complete, and applicable to this solicitation (including the business size standard(s) applicable to the NAICS code(s) referenced for this solicitation), at the time this offer is submitted and are incorporated in this offer by reference (see FAR 4.1201), except for paragraphs ______________.

[Offeror to identify the applicable paragraphs at (c) through (v) of this provision that the offeror has completed for the purposes of this solicitation only, if any. Write “None” if there are no changes needed to your online reps and certs.

These amended representation(s) and/or certification(s) are also incorporated in this offer and are current, accurate, and complete as of the date of this offer.

Any changes provided by the offeror are applicable to this solicitation only, and do not result in an update to the representations and certifications posted electronically on SAM.] http://www.acquisition.gov/far/ http://www.sam.gov/ https://www.acquisition.gov/content/part-52-solicitation-provisions-and-contract-clauses#i1060550 https://www.acquisition.gov/content/part-4-administrative-and-information-matters#i1121876

52.212-4 Contract Terms and Conditions – Commercial Products and Commercial Services (DEC 2022)

(DEVIATION 2017-1)

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights-

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act ( 31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

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

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

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

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(C) Affected line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest. (i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period 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 FAR 32.608-2 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. 4701 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations. (1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End 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 Products and Commercial Services (MAY 2022) (DEVIATION 2017-1, DEVIATION APR 2020, and DEVIATION JUL 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 products and commercial services:

(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 (Nov 2021) (Section 1634 of Pub. L. 115-91).

(3) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (Nov 2021) (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. 3805note)).

(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 products and commercial services:

☒ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (June 2020), with Alternate I (Oct

1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

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

☐ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (Jun

2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

☒ (4) 52.203-17, Contractor Employee Whistleblower Rights and Requirement to Inform Employees of

Whistleblower Rights (Jun 2020) (DEVIATION 2017-1) ☒ (5) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Jun 2020) (Pub. L.

109-282) (31 U.S.C. 6101 note).

☐ (6) [Reserved].

☒ (7) 52.204-14, Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111-117, section 743 of Div.

C).

☐ (8) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Oct 2016) (Pub.

L. 111-117, section 743 of Div. C).

☒ (9) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (Nov 2021) (31 U.S.C. 6101note).

☐ (10) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Oct 2018) (41

U.S.C. 2313).

☐ (11) [Reserved].

☐ (12) (i) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Oct 2022) (15 U.S.C.657a).

☐ (13) (i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Oct 2022)

15 U.S.C. 657a).

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

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

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

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

☒ (17) 52.219-8, Utilization of Small Business Concerns (Oct 2022) (15 U.S.C. 637(d)(2) and (3)).

☐ (18) (i) 52.219-9, Small Business Subcontracting Plan (Oct 2022) (15 U.S.C. 637(d)(4)).

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

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

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

☐ (v) Alternate IV (Sep 2021) of 52.219-9.

☐ (19) (i) 52.219-13, Notice of Set-Aside of Orders (Mar 2020) (15 U.S.C. 644(r)).

☐ (ii) Alternate I (MAR 2020) of 52.219-13

☐ (20) 52.219-14, Limitations on Subcontracting (Oct 2022) (15 U.S.C.637s) [Contracting Officer check as appropriate.]

☐ By the end of the base term of the contract and then by the end of each subsequent option period; or ☐ By the end of the performance period for each order issued under the contract.

☐ (21) 52.219-16, Liquidated Damages-Subcontracting Plan (Oct 2022) (15 U.S.C. 637(d)(4)(F)(i)).

☐ (22) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (Sep 2021) (15

U.S.C. 657f).

☒ (23) (i) 52.219-28, Post Award Small Business Program Rerepresentation (Oct 2022) (15 U.S.C. 632(a)(2)).

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

☐ (24) 52.219-29, Notice of Set-Aside for, or Sole Source Award to, Economically Disadvantaged Women-

Owned Small Business Concerns (Sep 2021) (15 U.S.C. 637(m)).

☐ (25) 52.219-30, Notice of Set-Aside for, or Sole Source Award to, Women-Owned Small Business Concerns

Eligible Under the Women-Owned Small Business Program (Oct 2022) (15 U.S.C. 637(m)).

☐ (26) 52.219-32, Orders Issued Directly Under Small Business Reserves (Mar 2020) (15 U.S.C. 644(r)).

☐ (27) 52.219-33, Nonmanufacturer Rule (Sep 2021) (15 U.S.C. 637(a)(17)).

☒ (28) 52.222-3, Convict Labor (Jun 2003) (E.O.11755).

☒ (29) 52.222-19, Child Labor-Cooperation with Authorities and Remedies (Jan 2022) (DEVIATION JUL

2020) (E.O.13126).

☐ (30) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

☒ (31) (i) 52.222-26, Equal Opportunity (Sep 2016) (E.O.11246).

☐ (ii) Alternate I (Feb 1999) of 52.222-26.

☒ (32) (i) 52.222-35, Equal Opportunity for Veterans (Jun 2020) (38 U.S.C. 4212).

☐ (ii) Alternate I (Jul 2014) of 52.222-35.

☐ (33) (i) 52.222-36, Equal Opportunity for Workers with Disabilities (Jun 2020) (29 U.S.C.793).

☐ (ii) Alternate I (Jul 2014) of 52.222-36.

☒ (34) 52.222-37, Employment Reports on Veterans (Jun 2020) (38 U.S.C. 4212).

☒ (35) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O.

13496).

☒ (36) (i) 52.222-50, Combating Trafficking in Persons (Nov 2021) (22 U.S.C. chapter 78 and E.O. 13627).

☐ (ii) Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. chapter78 and E.O. 13627).

☐ (37) 52.222-54, Employment Eligibility Verification (May 2022). (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial products or commercial services as prescribed in FAR 22.1803.)

☐ (38) (i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA–Designated Items (May 2008) (42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

☐ (ii) Alternate I (May 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

☐ (39) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (Jun 2016) (E.O. 13693).

☐ (40) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (Jun 2016) (E.O. 13693).

☐ (41) (i) 52.223-13, Acquisition of EPEAT®-Registered Imaging Equipment (Jun 2014) (E.O.s 13423 and 13514).

☐ (ii) Alternate I (Oct 2015) of 52.223-13.

☐ (42) (i) 52.223-14, Acquisition of EPEAT®-Registered Televisions (Jun 2014) (E.O.s 13423 and 13514).

☐ (ii) Alternate I (Jun 2014) of 52.223-14.

☐ (43) 52.223-15, Energy Efficiency in Energy-Consuming Products (May 2020) (42 U.S.C. 8259b).

☐ (44) (i) 52.223-16, Acquisition of EPEAT®-Registered Personal Computer Products (Oct 2015) (E.O.s

13423 and 13514).

☐ (ii) Alternate I (Jun 2014) of 52.223-16.

☒ (45) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (Jun 2020) (E.O.

13513).

☐ (46) 52.223-20, Aerosols (Jun 2016) (E.O. 13693).

☐ (47) 52.223-21, Foams (Jun 2016) (E.O. 13693).

☐ (48) (i) 52.224-3 Privacy Training (Jan 2017) (5 U.S.C. 552 a).

☐ (ii) Alternate I (Jan 2017) of 52.224-3.

☐ (49) 52.225-1, Buy American-Supplies (Nov 2021) (41 U.S.C. chapter 83).

☐ (50) (i) 52.225-3, Buy American-Free Trade Agreements-Israeli Trade Act (Nov 2021) (DEVIATION JUL

2020) (41 U.S.C. chapter 83, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C.

4001 note, 19 U.S.C. chapter 29 (sections 4501-4732), Pub. L. 103-182, 108-77, 108-78, 108-286, 108- 302, 109-53, 109-169, 109-283, 110-138, 112-41, 112-42, and 112-43.

☐ (51) 52.225-5, Trade Agreements (Oct 2019) (DEVIATION JUL 2020) (19 U.S.C. 2501, et seq., 19 U.S.C.

3301 note).

☐ (52) 52.225-13, Restrictions on Certain Foreign Purchases (FEB 2021) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

☐ (53) 52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note).

☐ (54) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C. 5150).

☐ (55) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) (42 U.S.C.

5150).

☐ (56) 52.229-12, Tax on Certain Foreign Procurements (Feb 2021).

☐ (57) 52.232-29, Terms for Financing of Purchases of Commercial Products and Commercial Services (Nov

2021) (41 U.S.C.4505, 10 U.S.C.2307(f)).

☐ (58) 52.232-30, Installment Payments for Commercial Products and Commercial Services (Nov 2021) (41

U.S.C.4505, 10 U.S.C.2307(f)).

☒ (59) 52.232-33, Payment by Electronic Funds Transfer-System for Award Management (Oct 2018) (31

U.S.C. 3332).

☐ (60) 52.232-34, Payment by Electronic Funds Transfer-Other than System for Award Management (Jul

2013) (31 U.S.C.3332).

☐ (61) 52.232-36, Payment by Third Party (May 2014) (31 U.S.C.3332).

☒ (62) 52.232-40, Providing Accelerated Payments to Small Business Subcontractors (Nov 2021)

(DEVIATION APR 2020) (31 U.S.C.3332).

☐ (63) 52.239-1, Privacy or Security Safeguards (Aug 1996) (5 U.S.C. 552a).

☐ (64) 52.242-5, Payments to Small Business Subcontractors (Jan 2017) (15 U.S.C. 637(d)(13)).

☐ (65) (i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Nov 2021) (46 U.S.C.

55305 and 10 U.S.C. 2631).

☐ (ii) Alternate I (Apr 2003) of 52.247-64.

☐ (iii) Alternate II (Nov 2021) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting…