RFP Attachment IV - Provisions-Clauses - Special Requirements.pdf

Attachment IV

PROVISIONS/CLAUSES

The following clauses are included by Reference:

FAR 52.212-1, Instructions to Offerors-Commercial Items (August 2018) FAR 52.212-2, Evaluation -- Commercial Items (Oct 2014) FAR 52.212-3, Offeror Representations and Certifications- Commercial Items (Aug 2018) FAR 52.212-4, Contract Terms and Conditions - Commercial Items (Oct 2018) FAR 52.217-5, Evaluation of Options (July 1990) FAR 52.227-1, Authorization and Consent (December 2007), FAR 52.227-2, Notice and Assistance Regarding Patent and Copyright Infringement (December 2007), FAR 52.227-11, Patent Rights-Ownership by the Contractor (May 2014), FAR 52.232-18, Availability of Funds (April 1984), FAR 52.232-19, Availability of Funds for the Next Fiscal Year (April 1984), FAR 52.232-39, Unenforceability of Unauthorized Obligations (June 2013) FAR 52.232-40, Providing Accelerated Payments to Small Business Subcontractors (December 2013) FAR 52.233-1, Disputes (May 2014), The following Clauses are included by Full Text:

FAR 52.212-5 -- Contract Terms and Conditions Required to Implement Statutes or Executive Orders -- Commercial Items (Aug 2019)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)).

(2) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and

Other Covered Entities (Jul 2018) (Section 1634 of Pub. L. 115-91).

(3) 52.204-25, Prohibition on Contracting for Certain Telecommunications and

Video Surveillance Services or Equipment. (AUG 2019) (Section 89(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, 108-78 (19 U.S.C. 3805 note)).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the contracting officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

_XX (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), 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 (Oct 2015) (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).

_XX (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Oct 2018) (Pub. L. 109-282) (31 U.S.C. 6101 note).

___ (5) [Reserved]

___ (6) 52.204-14, Service Contract Reporting Requirements (Oct 2016) (Pub. L. 111- 117, section 743 of Div. C).

___ (7) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (Oct 2016) (Pub. L. 111-117, section 743 of Div. C).

XX_ (8) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (Oct 2015) (31 U.S.C.

6101 note).

XX_ (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Oct 2018) (41 U.S.C. 2313).

___ (10) [Reserved]

___ (11) (i) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (Nov 2011) (15 U.S.C. 657a).

___ (ii) Alternate I (Nov 2011) of 52.219-3.

___ (12) (i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Oct 2014) (if the offeror elects to waive the preference, it shall so indicate in its offer)(15 U.S.C. 657a).

___ (ii) Alternate I (Jan 2011) of 52.219-4.

___ (13) [Reserved]

___ (14) (i) 52.219-6, Notice of Total Small Business Aside (Nov 2011) (15 U.S.C. 644).

___ (ii) Alternate I (Nov 2011).

___ (iii) Alternate II (Nov 2011).

___ (15) (i) 52.219-7, Notice of Partial Small Business Set-Aside (June 2003) (15 U.S.C.

644).

___ (ii) Alternate I (Oct 1995) of 52.219-7.

___ (iii) Alternate II (Mar 2004) of 52.219-7.

XX_ (16) 52.219-8, Utilization of Small Business Concerns (Oct 2018) (15 U.S.C.

637(d)(2) and (3)).

XX___ (17) (i) 52.219-9, Small Business Subcontracting Plan (Aug 2018) (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 (Nov 2016) of 52.219-9.

___ (v) Alternate IV (Aug 2018) of 52.219-9.

___ (18) 52.219-13, Notice of Set-Aside of Orders (Nov 2011) (15 U.S.C. 644(r)).

XX___ (19) 52.219-14, Limitations on Subcontracting (Jan 2017) (15 U.S.C. 637(a)(14)).

___ (20) 52.219-16, Liquidated Damages—Subcontracting Plan (Jan 1999) (15 U.S.C.

637(d)(4)(F)(i)).

___ (21) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set- Aside (Nov 2011) (15 U.S.C. 657f).

___ (22) 52.219-28, Post Award Small Business Program Rerepresentation (Jul 2013) (15 U.S.C. 632(a)(2)).

___ (23) 52.219-29, Notice of Set-Aside for, or Sole Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (Dec 2015) (15 U.S.C.

637(m)).

___ (24) 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 (Dec 2015) (15 U.S.C. 637(m)).

XX_ (25) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

XX_ (26) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (Jan 2018) (E.O. 13126).

XX_ (27) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

XX_ (28) (i) 52.222-26, Equal Opportunity (Sep 2016) (E.O. 11246).

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

XX_ (29) (i) 52.222-35, Equal Opportunity for Veterans (Oct 2015) (38 U.S.C. 4212).

___ (ii) Alternate I (July 2014) of 52.222-35.

XX_ (30) (i) 52.222-36, Equal Opportunity for Workers with Disabilities (Jul 2014) (29 U.S.C. 793).

___ (ii) Alternate I (July 2014) of 52.222-36.

XX_ (31) 52.222-37, Employment Reports on Veterans (Feb 2016) (38 U.S.C. 4212).

XX_ (32) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496).

XX_ (33) (i) 52.222-50, Combating Trafficking in Persons (JAN 2019)

(22 U.S.C. chapter 78 and E.O. 13627).

___ (ii) Alternate I (Mar 2015) of 52.222-50, (22 U.S.C. chapter 78 and E.O. 13627).

XX_ (34) 52.222-54, Employment Eligibility Verification (Oct 2015). (E. O. 12989).

(Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

___ (35) (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.)

___ (36) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (Jun 2016) (E.O.13693).

___ (37) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (Jun 2016) (E.O. 13693).

___ (38) (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.

___ (39) (i) 52.223-14, Acquisition of EPEAT® -Registered Television (Jun 2014) (E.O.s 13423 and 13514).

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

___ (40) 52.223-15, Energy Efficiency in Energy-Consuming Products (Dec 2007) (42 U.S.C. 8259b).

___ (41) (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.

XX_ (42) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging while Driving (Aug 2011) (E.O. 13513).

___ (43) 52.223-20, Aerosols (Jun 2016) (E.O. 13693).

___ (44) 52.223-21, Foams (Jun 2016) (E.O. 13696).

XX_ (45) (i) 52.224-3, Privacy Training (Jan 2017) (5 U.S.C. 552a).

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

___ (46) 52.225-1, Buy American--Supplies (May 2014) (41 U.S.C. chapter 83).

___ (47) (i) 52.225-3, Buy American--Free Trade Agreements--Israeli Trade Act (May 2014) (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, 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).

___ (ii) Alternate I (May 2014) of 52.225-3.

___ (iii) Alternate II (May 2014) of 52.225-3.

___ (iv) Alternate III (May 2014) of 52.225-3.

___ (48) 52.225-5, Trade Agreements (Aug 2018) (19 U.S.C. 2501, et seq., 19 U.S.C.

3301 note).

___ (49) 52.225-13, Restrictions on Certain Foreign Purchases (June 2008) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

___ (50) 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).

___ (51) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C. 5150).

___ (52) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) (42 U.S.C. 5150).

___ (53) 52.232-29, Terms for Financing of Purchases of Commercial Items (Feb 2002) (41 U.S.C. 4505), 10 U.S.C. 2307(f)).

___ (54) 52.232-30, Installment Payments for Commercial Items (Jan 2017) (41 U.S.C.

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

XX_ (55) 52.232-33, Payment by Electronic Funds Transfer--System for Award Management (Oct 2018) (31 U.S.C. 3332).

___ (56) 52.232-34, Payment by Electronic Funds Transfer—Other Than System for Award Management (Jul 2013) (31 U.S.C. 3332).

___ (57) 52.232-36, Payment by Third Party (May 2014) (31 U.S.C. 3332).

XX_ (58) 52.239-1, Privacy or Security Safeguards (Aug 1996) (5 U.S.C. 552a).

___ (59) 52.242-5, Payments to Small Business Subcontractors (Jan 2017) (15 U.S.C.

637(d)(13)).

___ (60) (i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C. 2631).

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

___ (iii) Alternate II (Feb 2006) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

___ (1) 52.222-17, Nondisplacement of Qualified Workers (May 2014) (E.O. 13495)

___ (2) 52.222-41, Service Contract Labor Standards (Aug 2018) (41 U.S.C. chapter 67.).

___ (3) 52.222-42, Statement of Equivalent Rates for Federal Hires (May 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

___ (4) 52.222-43, Fair Labor Standards Act and Service Contract Labor Standards -- Price Adjustment (Multiple Year and Option Contracts) (Aug 2018) (29 U.S.C.206 and 41 U.S.C. chapter 67).

___ (5) 52.222-44, Fair Labor Standards Act and Service Contract Labor Standards -- Price Adjustment (May 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67).

___ (6) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment-- Requirements (May 2014) (41 U.S.C. chapter 67).

___ (7) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services--Requirements (May 2014) (41 U.S.C. chapter 67).

___ (8) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2015) (E.O.

13658).

___ (9) 52.222-62, Paid Sick Leave Under Executive Order 13706 (JAN 2017) (E.O.

13706).

___ (10) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations. (May 2014) (42 U.S.C. 1792).

(d) Comptroller General Examination of Record The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records -- Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor’s directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR Subpart 4.7, Contractor Records Retention, of the other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(e)

(1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c) and (d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in this paragraph (e)(1) in a subcontract for commercial items. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (Jan 2019) (41 U.S.C. 3509).

(ii) 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)).

(iii) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and

Other Covered Entities (Jul 2018) (Section 1634 of Pub. L. 115-91).

(iv) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (AUG 2019) (Section

889(a)(1)(A) of Pub. L. 115-232).

(v) 52.219-8, Utilization of Small Business Concerns (Oct 2018) (15 U.S.C.

637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $700,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(vi) 52.222-17, Nondisplacement of Qualified Workers (May 2014) (E.O. 13495).

Flow down required in accordance with paragraph (1) of FAR clause 52.222-17.

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

(viii) 52.222-26, Equal Opportunity (Sep 2016) (E.O. 11246).

(ix) 52.222-35, Equal Opportunity for Veterans (Oct 2019) (38 U.S.C. 4212).

(x) 52.222-36, Equal Opportunity for Workers with Disabilities (Jul 2014) (29 U.S.C. 793).

(xi) 52.222-37, Employment Reports on Veterans (Feb 2016) (38 U.S.C. 4212).

(xii) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222-40.

(xiii) 52.222-41, Service Contract Labor Standards (Aug 2018), (41 U.S.C.

chapter 67).

(xiv) (A) 52.222-50, Combating Trafficking in Persons (Jan 2019) (22 U.S.C.

chapter 78 and E.O. 13627).

(B) Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. chapter 78 E.O.

13627).

(xv) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment--Requirements (May 2014) (41 U.S.C. chapter 67.)

(xvi) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services--Requirements (May 2014) (41 U.S.C. chapter 67)

(xvii) 52.222-54, Employment Eligibility Verification (Oct 2015) (E. O. 12989).

(xviii) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2015).

(xix) 52.222-62, Paid sick Leave Under Executive Order 13706 (JAN 2017) (E.O.

13706).

(xx) (A) 52.224-3, Privacy Training (Jan 2017) (5 U.S.C. 552a).

(B) Alternate I (Jan 2017) of 52.224-3.

(xxi) 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).

(xxii) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations.

(May 2014) (42 U.S.C. 1792). Flow down required in accordance with paragraph

(e) of FAR clause 52.226-6.

(xxiii)52.247-64, Preference for Privately-Owned U.S. Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.

(2) While not required, the Contractor may include in its subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.

(End of Clause)

FAR 52.216-18 Ordering (OCT 1995)

(a)Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from approximately Aug 2020 through Aug 2025.

(b)All delivery orders or task orders are subject to the terms and conditions of this contract.

In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c)If mailed, a delivery order or task order is considered “issued” when the Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of clause)

FAR 52.216-19 Order Limitations. (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $3,000.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

The guaranteed minimum of the IDIQ multiple award contract is set at $5,000.00 per

IDIQ.

The estimated ceiling (maximum) to be ordered under each of the IDIQ multiple award contracts is $25M. The maximum to be ordered under each of the IDIQ multiple award contracts during any given year is estimated to be $5M. The maximum to be ordered under each Task Order is estimated to be $1M per each year of the Task Order.

(b) Maximum order. The Contractor is not obligated to honor-

(1)Any order for a single item in excess of $5,000,000.00;

(2)Any order for a combination of items in excess of $5,000,000.00; or

(3)A series of orders from the same ordering office within 2 Calendar days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c)If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d)Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 2 calendar days after issuance, with written notice stating the Contractor’s intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of clause)

FAR 52.216-22 Indefinite Quantity (OCT 1995)

(a)This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b)Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity https://www.acquisition.gov/content/part-52-solicitation-provisions-and-contract-clauses#i1058745 designated in the Schedule as the “maximum.” The Government shall order at least the quantity of supplies or services designated in the Schedule as the “minimum.”

(c)Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d)Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor’s and Government’s rights and obligations with respect to that order to the same extent as if the order were completed during the contract’s effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after 9/30/2030.

(End of clause)

FAR 52.216-27 Single or Multiple Awards (OCT 1995)

The Government may elect to award a single delivery order contract or task order contract or to award multiple delivery order contracts or task order contracts for the same or similar supplies or services to two or more sources under this solicitation.

(End of provision)

FAR 52.216-28 Multiple Awards for Advisory and Assistance Services (OCT 1995)

The Government intends to award multiple contracts for the same or similar advisory and assistance services to two or more sources under this solicitation unless the Government determines, after evaluation of offers, that only one offeror is capable of providing the services at the level of quality required.

(End of provision)

FAR 52.216-31 Time-and-Materials/Labor-Hour Proposal Requirements-Commercial Item Acquisition (FEB 2007)

(a)The Government contemplates award of a Time-and-Materials or Labor-Hour type of contract resulting from this solicitation.

(b)The offeror must specify fixed hourly rates in its offer that include wages, overhead, general and administrative expenses, and profit. The offeror must specify whether the fixed hourly rate for each labor category applies to labor performed by-

(1)The offeror;

(2)Subcontractors; and/or

(3)Divisions, subsidiaries, or affiliates of the offeror under a common control.

(End of provision)

FAR 52.216-32 Task-Order and Delivery-Order Ombudsman (SEPT 2019)

(a) In accordance with 41 U.S.C. 4106(g), the Agency has designated the following task-order and delivery-order Ombudsman for this contract. The Ombudsman must review complaints from the Contractor concerning all task-order and delivery-order actions for this contract and ensure the Contractor is afforded a fair opportunity for consideration in the award of orders, consistent with the procedures in the contract.

Richard Lee, Chief of Contracting Operations Export-Import Bank of the United States 811 Vermont Ave. NW, Office 1240 Washington, DC 20571 Tel 202.565.3338

(b) Consulting an ombudsman does not alter or postpone the timeline for any other process (e.g., protests).

(c) Before consulting with the Ombudsman, the Contractor is encouraged to first address complaints with the Contracting Officer for resolution. When requested by the Contractor, the Ombudsman may keep the identity of the concerned party or entity confidential, unless prohibited by law or agency procedure.

(End of clause)

FAR 52.217-8, Option to Extend Services (Nov 1999) –

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extention of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days.

(End of Clause)

FAR 52.217-9, Option to Extend the Term of the Contract (Mar 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within __30 days___; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least _60__ days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

https://www.govinfo.gov/content/pkg/USCODE-2017-title41/html/USCODE-2017-title41-subtitleI-divsnC-chap41-sec4106.htm

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed __5 years 6 months__.

(End of Clause)

FAR 52.252-1 Solicitation Provisions Incorporated by Reference (Feb 1998).

This solicitation incorporates one or more solicitation provisions by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at this/these address(es):

http://www.arnet.gov/far/.

(End of provision)

FAR 52.252-2, Clauses Incorporated by Reference (February 1998)

This solicitation incorporates one or more solicitation provisions by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at this/these address(es):

https://www.acquisition.gov/far/html/52_248_253.html#wp1120047 http://www.arnet.gov/far/ https://www.acquisition.gov/far/html/52_248_253.html#wp1120047

SPECIAL REQUIREMENTS

Special Requirements are incorporated in the resulting contract.

Period of Performance:

The period of performance will begin on or about August 2020 and run through August 2025 assuming the exercise of all option periods (one year base plus four full option years). A six month extension under 52.217-8 may be ordered in addition to this Period of Performance.

Place of Performance:

Primarily in contractor facilities. Some work may be conducted in EXIM facilities, such as interviewing witnesses, or at facilities otherwise made available by EXIM, such as conference rooms at facilities located within the Washington, DC metropolitan area.

Hours of Work:

In the event Contractor performs any of its services in the facilities of EXIM within the US, the following will apply:

EXIM Hours of Operation are:

Monday – Friday 8:00am – 5:00pm, excluding Federal Holidays

Supervision of Employees:

The Contractor's employees and subcontractors, if any, shall remain under the Contractor's direct supervision at all times. The supervision of Contractor's employees and subcontractors, as the case may be, shall remain the sole responsibility of the Contractor.

Meetings:

Status Meetings and Project Reviews, attended by Contractor management personnel, the EXIM Program office (i.e. Office of General Counsel) and the Contracting Officer, shall be held regularly as deemed necessary by the Contracting Officer, in order to ensure effective program management and efficient and effective resolution of problems throughout the life of the contract. The Contractor’s manager shall meet on a periodic basis with appropriate EXIM personnel to discuss the project’s progress, planned activities, issues, and other items as may be identified by either party as requiring attention.

Non-Conforming Products or Services:

Non-conforming products or services will be rejected. Unless otherwise specified in individual orders, the Contractor shall correct deficiencies within 10 work days of the rejection notice.

Quality Control:

The Contractor shall develop and maintain an effective quality control program to ensure its work product is delivered and its services are performed in accordance with the PWS. The Contractor shall develop and implement procedures to identify, prevent, and ensure non-recurrence of defective services. The Contractor’s quality control program is the means by which it assures itself that its work complies with the requirement of the contract. The Contractor shall submit its Quality Control Plan (QCP) with its Proposal as part of its Management Approach. Following IDIQ award, copies of the comprehensive QCP shall be submitted to the Contract Specialist (if any), CO and COR within 5 working days of when changes are made to the QCP. After acceptance of the QCP, the Contractor must obtain the Contracting Officer’s acceptance, in writing, of any proposed change to its QCP or QC system.

Quality Assurance:

The Government shall evaluate the Contractor’s performance under this contract in accordance with the Government’s Quality Assurance Surveillance Plan (QASP). This plan is primarily focused on what the Government must observe/verify to ensure that the Contractor has performed in accordance with the PWS performance standards. The QASP defines how the performance standards will be applied, the frequency of surveillance, and the minimum acceptable quality level (AQL). The Government’s QASP is reflected in the Performance Requirement Summary (PRS) used in this RFQ and in the resulting award.

Closeout:

The contractor shall submit a final invoice within forty-five (45) calendar days after the end of the performance period, or the acceptance by the Government of the final deliverable, as the case may be. After the final invoice has been paid, the contractor shall furnish a completed and fully executed Release of Claims to the Contracting Officer. This Release of Claims is due within fifteen (15) calendar days of final payment.

Payment Terms:

(a) Payment of invoices will be made based upon acceptance by the Government of the entire task or the tangible product deliverable(s) invoiced, OR, on the basis of monthly invoicing for the labor hours and expenses, if any, that were expended on Task Order performance during each month. Payments shall be based on the Government certifying that satisfactory services were provided, and the Contractor has certified that labor or other charges are accurate. For Labor- Hour orders, the Government will pay only for hours authorized, worked, and accepted, invoiced on a monthly basis in the month following the month during which the hours were expended.

Subcontractor labor hours may be included in the Contractor’s invoice in accordance with standard business practices of the Contractor.

(b) If the invoice lists services or deliverables that were rejected for failure to conform to the technical requirements of the Call/Order, or for any other contractually legitimate reason, the Contractor shall not be paid, or shall be paid an amount negotiated by the CO.

(c) Payment to the Contractor will not be made costs the Contractor may incur resulting from a temporary work stoppage due to circumstances beyond the control of EXIM Bank such as acts of God, inclement weather, power outages, and results thereof, or temporary closings of facilities at which Contractor personnel are performing, or upon Government shutdown if funding lapses.

This work stoppages may, however, be justification for excusable delays.

(d) The Contractor agrees that the submission of an invoice to the Government for payment is a certification that the services or deliverable for which the Government is being billed, have been performed/delivered in accordance with the hours shown on the invoices or other contract provision, and that the services or deliverable are of the quality required for timely and successful completion of the effort.

Submission of Invoices:

(a) Invoices shall be submitted monthly to: http://www.ipp.gov/Offerors/index.htm. To constitute a proper invoice, the invoice must include the following information and/or attached documentation:

1. Name and address of the business concern;

2. Invoice number and invoice date;

3. Contract number, Delivery Order number, Purchase Order number, Task

Order, BPA Call number, or other authorization for delivery of property or services actually delivered or rendered;

4. Description, unit price, extended price, and quantity of property and services actually delivered or rendered with supporting documentation (i.e. travel receipts, etc.).

5. Shipping and payment terms;

6. Remit address including name, title, phone number, complete mailing address of responsible official to whom payment is to be sent, and banking information;

7. Name, title, phone number, and mailing address of person to notify in the event of a defective invoice;

8. Taxpayer Identification Number (TIN) or DUNS+4; and

9. Contractors MUST note FINAL INVOICE on the final invoice when submitted upon final delivery of all supplies/equipment or completion of the contract. Invoice Processing Platform (IPP) – http://www.ipp.gov/Offerors/index.htm

The IPP is a government-wide secure web-based payment information service offered free of charge to government agencies and their suppliers by the U.S. Department of Treasury’s Financial Management Service (FMS).

One-time enrollment in IPP means that you will receive a series of e-mails from Treasury services. The first email will have the IPP Logon ID and link to the IPP application. A second e-mail, containing the password will be sent within 24 hours. Once you receive these emails, please login to the IPP application and complete the registration process.

Benefits of registering with IPP include the ability for your company to create invoices directly from a contract award and submit them electronically, as well as:

http://www.ipp.gov/vendors/index.htm http://www.ipp.gov/vendors/index.htm

• e-mail notification when invoice(s) are paid

• online payment history

• remittance download

The e-mail notification of payment is sent when a payment is distributed to your bank account and will include all pertinent payment information.

The IPP Customer Support Desk is available to assist users Monday through Friday (excluding bank holidays) from 8:00AM - 6:00PM ET, including answering any questions related to accessing IPP or completing the registration process. Their toll-free number is 866-973-3131 or they can be reached at: IPPCustomerSupport@fms.treas.gov.

Restrictions Against Disclosure

(a) In addition to complying with the provisions of the PWS addressing access to, use and disposition of Government information, the Contractor agrees, in the performance of this contract, to keep all information contained in source documents or other media furnished by the Government in the strictest confidence. The Contractor also agrees not to publish or otherwise divulge such information in whole or in part in any manner or form, or to authorize or permit others to do so, taking such reasonable measures as are necessary to restrict access to such information while in the Contractor's possession to those of its employees or subcontractors, as the case may be, needing such information to perform the work provided herein, i.e., on a "need to know" basis. The Contractor agrees to immediately notify, in writing, the Contracting Officer in the event that the Contractor determines, or has reason to suspect, a breach of this requirement.

(b) The Contractor agrees not to disclose any information concerning the work under this contract to any persons or individuals unless prior written approval is obtained from the Contracting Officer. The Contractor agrees to insert the substance of this clause in any consultant agreement or subcontract hereunder.

mailto:IPPCustomerSupport@fms.treas.gov

General: EXIM Bank Compliance with Homeland Security Presidential Directive (HSPD) 12:

Portions of the following Directive apply to performance of services by a Vendor within EXIM or Government facilities, while other portions addressing access to Government information apply to the Vendor’s effort under the resulting contract regardless as to location of performance of work under the resulting contract. The Vendor is responsible for compliance with the Directive, as applicable:

(a) Homeland Security Presidential Directive (HSPD) 12, established requirements leading to the adoption of common procedures for registration, enrollment, and credentialing (badging) of federal employees, contractors and others, who require frequent access to federal facilities and or information systems. 1 The technical standard for the credential is called Federal Information Processing Standards Publication (FIPS) 201-1, Personal Identity Verification (PIV) of federal employees and contractors. FIPS 201 includes a description of the minimum requirements to be completed before credential (badge) issuance. 2

(b) Executive Order (EO) 10450, Security Requirements for Government employees, serves as an important guideline and acknowledges there may be instances where discretion could be used when applying some of the requirements to certain individuals who require temporarily access to a federal facility. 3 The concern is addressed in further detail in the Government Service Agency (GSA) Federal Identity Management Handbook (FIMH), wherein guidance is provided in terms of the methodology employed in dealing with temporary employees, contractors, and visitors. 4 This EO further states that the minimum level background investigation required for all federal employees and contractors is the National Agency Checks with Inquiries (NACI). 5 The EXIM Bank assumes the responsibility of the Office of Personnel Management (OPM) cost of the investigations for those contractors in service with the EXIM Bank.

(c) The guidelines outlined below in this EXIM Bank document contains all the requirements to complete the process for contractors; however, they should be viewed as the absolute minimum requirements, subject to and dependent upon, a review of the risk and other factors prior to granting any identification badge or favorable adjudication on any background investigation results. Ultimately, the process becomes an agency risk based exercise wherein several areas are analyzed. Among them are: A review of the individual’s criminal history, the position designation (which helps determine the level of background investigation required for their job), the individual’s personal suitability for the duty position as determined through the adjudication of their background investigation results and the access requirements to the EXIM Bank’s facility and or information system.

Step 1: The Contracting Officers Representative (COR) sends an e-mail to the Office of Security (OSY) exim.security@exim.gov, Office of Chief Risk Officer, containing a Building and System Access Request Form (BSARF), announcing the pending arrival of a new Contractor. The BSARF should be filled out completely with the name, start date, contract number, contract expiration date, e-mail address of the new Contractor, and company should be in the email. OSY will then email the contractor all the necessary forms (OF 306, Declaration for Federal Employment, SF 85, Questionnaire for Non-Sensitive Positions, and Credit Release Form) are required for employment at EXIM. The forms are required to initiate a FBI Name mailto:exim.security@exim.gov

Check and a formal background investigation, if one is required. All the forms need to be returned to OSY within five (5) business days upon receipt of email from OSY.

• Note 1: The Contractor shall not work on site or charge time to the contract without the confirmation of the completion of the name check or the submission of a waiver by the COR. If a waiver is granted, the contractor will be escorted in the Government facilities by a Federal Employee and will have limited and or supervised access to systems resources.

Step 2: The information contained on the required forms will be used to query the Personnel Investigations Processing System (PIPS) to determine or verify the new Contractor background investigation status. If a current investigation exists, the COR will receive a Notification of Background Investigation or Clearance e-mail pertaining to the new Contractor.

• Note: The FBI Name Check will be dispatched if no record of previous investigation exists, or if the investigation on record has expired. The FBI Name Check takes an average of four business days to process. Once the name check results have been favorably adjudicated, the COR will be notified by receiving an FBI Name Check Results e-mail. The COR will notify the Contractor’s coordinator of the result.

Step 3: (This step can be completed by the Contractor before his/her start date at the bank)

If the new hire Contractor was determined to require a new background investigation, OAS personnel will send he/she an e-mail containing an Electronic Questionnaires for Investigations Processing System (e-Qip) link that will enable them to complete all the required documentation associated with their identified level of background investigation requirement. As previously referenced, in most cases, this will be a NACI level investigation. Under normal circumstances, the Contractor will be provided five (5) working days in order to complete the on-line background investigation procedure and is instructed to bring back, the completed and signed e- Qip Signature Sheets and any other documentation that may have been sent in their e-mail as an attachment.

Step 4: Upon arrival to OSY, the Contractor shall hand deliver all the signed e-Qip Signature Sheets, and attachments pertaining to their level of background investigation. The Contractor will be “Identity-Proofed” \6 by OSY personnel using the two approved forms of identification referenced in the foot note below. Provided there are no issues, the Contractor is then provided a Badge Authorization Memo. This will complete the process of obtaining the new badge and will enable OSY to send the background investigation packet to the Office of Personnel Management (OPM) for investigation. The fingerprints are taken electronically and are sent to the FBI for a more detailed search for a criminal history.

Step 5: As a result of the fingerprints being sent to the FBI for a criminal history check, OSY personnel will review PIPS and check to see if any further details arise. Any derogatory information may impact the Contractor’s access to EXIM Bank facilities or information systems until and if the issue(s) are favorably adjudicated.

Step 6: The average time of completion of a NACI level investigation is 3-4 months. Once the investigation returns from OPM it will be adjudicated by OSY personnel and suitability determination made and granted by the Personnel Security Representative (PSR). Once a favorable determination has been made the COR will be sent a Notification of Background Investigation or Clearance e-mail pertaining to the Contractor involved. In the event there are issue(s) which require the Contractor to provide additional information, OSY personnel will make contact directly and only with the Contractor involved and the issues will be further address in greater detail to the extent required in order to enable the Personnel Security Representative (PSR) to make either a favorable or non-favorable adjudication on the level of investigation.

Step 7: The Contractor shall immediately notify the CO, COR and OSY when an employee no longer requires access to Export-Import Bank facilities or computer systems due to transfer, completion of a project, retirement or termination of employment. The Contractor’s badge must also be turned in OAS prior to departure.

Security:

The Vendor shall be responsible for properly protecting all information used, gathered, or developed as a result of this contract. The Vendor shall implement procedures that ensure appropriate administrative, technical, and physical safeguards are established for the security and confidentiality of government information, data, and/or equipment accessed by the Vendor during the performance of this contract. The Vendor’s procedures shall be consistent with Government, OMB Circular A-130, Management of Federal Information Resources, the Computer Security Act of 1987, the Federal Information Security Management Act of 2002 (FISMA), and the Privacy Act. In addition, during all activities and operations on Government premises, and or access to Government data, as the case may be, the Vendor shall comply with the policies, rules, procedures and regulations governing the conduct of personnel or protection of government facilities and data as expressed by or applicable to EXIM, whether written or oral.

(a) Sensitive Information Storage and Disclosure

Sensitive-but-Unclassified (SBU) information, data, and/or equipment will be disclosed only to authorized personnel on a Need-To-Know basis. The holder shall ensure that appropriate administrative, technical, and physical safeguards are established to ensure the security and confidentiality of this information, data, and/or equipment is properly protected. When no longer required, this information, data, and/or equipment will be returned to Government control;

destroyed; or held until otherwise directed. Destruction of items shall be accomplished by tearing into small parts; burning; shredding or any other method that precludes the reconstruction of the material, consistent with GSA guidelines.

(b) Protection of Information

All information about the EXIM Bank networks and/or the security posture of any EXIM Bank information asset gathered or created under this contract will be considered SBU information. It is anticipated that this information will be gathered, created and stored within the primary Government work location. If the Vendor personnel must remove any information from the primary work area they should protect it to the same extent they would their proprietary data and/or company trade secrets. If the Vendor must remove any materials from the primary work location prior approval must be obtained from the COR.

(c) Security and Privacy

The use of any information that is subject to the Privacy Act will be utilized in full accordance with all rules of conduct as applicable to Privacy Act Information.

(d) Security Classification

The preparation of the deliverables under this contract will be completed at a Sensitive-But- Unclassified (SBU) level unless otherwise stated, in writing, by the COR.

(e) Facility Access

All Vendor personnel who work at the EXIM Bank must have approval for facility access; the Vendor must supply the names and other required information of those employees selected to perform the work to the COR.

(f) Confidentiality and non-Disclosure

The Vendor may have to access proprietary information and shall be required to sign non-disclosure and conflict of interest statements. The preliminary and final deliverables and all associated working papers, and other material deemed relevant by the agency that have been generated by the Vendor are the property of the U.S. Government and cannot be reproduced, or retained by the Vendor. When no longer required, this information, data, and/or equipment will be returned to Government control. All documents and information pertaining to network vulnerabilities, security policy, operational procedures or related functions shall be maintained under absolute accountability and relinquished to the COR upon completion of the contract.

Export-Import Bank Building Access Procedures:

(a) Citizenship Requirements. All Contractor staff required to perform work within EXIM facilities shall be U.S. citizens, have lawful permanent resident status, or possess a valid “green card” or equivalent.

(b) Building Access. Contractor maintenance technicians (i.e. subcontractors to the contractor) must contact the COR (or any other individual designated by the COR) in advance to coordinate scheduling of maintenance visits. Contractor maintenance technicians must be escorted upon arrival to and from the work site and must maintain communication with the COR or EXIM designated individuals.

Organizational Conflict of Interest:

Contractor and subcontractor personnel performing work…