RFP SF 1449 HC108426R0005.pdf

SEE ADDENDUM

(No Collect Calls)

HC108426R0005 23-Feb-2026

b. TELEPHONE NUMBER

667-890-0997

8. OFFER DUE DATE/LOCAL TIME

12:00 PM 16 Mar 2026

5. SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA – FAR (48 CFR) 53.212

(TYPE OR PRINT)

(SIGNATURE OF CONTRACTING OFFICER)

ADDENDA ARE

26. TOTAL AWARD AMOUNT (For Gov t. Use Only )

23.

CODE 10. THIS ACQUISITION IS

SUCH ADDRESS IN OFFER

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT

BELOW IS CHECKED

TELEPHONE NO.

HC10849. ISSUED BY

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a. UNLESS BLOCK

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME

ANGELA K. ZANG

2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NUMBER

(TYPE OR PRINT)

30b. NAME AND TITLE OF SIGNER 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a.UNITED STATES OF AMERICA

0 27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1. 52.212-4. FAR 52.212-3. 52.212-5 ARE ATTACHED.

25. ACCOUNTING AND APPROPRIATION DATA

1. REQUISITION NUMBER

20.

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED.

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, AND 30

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

ARE NOT ATTACHED

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

. YOUR OFFER ON SOLICITATION

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

% FOR:SET ASIDE:UNRESTRICTED ORX

SMALL BUSINESS

17a.CONTRACTOR/ CODE FACILITY

OFFEROR CODE

DISA/DITCO-SCOTT-PS84

2300 EAST DRIVE

SCOTT AFB IL 62225

18a. PAYMENT WILL BE MADE BY CODE

RATED ORDER UNDER

DPAS (15 CFR 700)

13a. THIS CONTRACT IS A

13b. RATING

CODE15. DELIVER TO CODE HC1047 16. ADMINISTERED BY

12. DISCOUNT TERMS11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

14. METHOD OF SOLICITATION

RFQ IFB RFPX

DISA/ID51

6910 COOPER AVE.

FT. MEADE MD 20755

ELMER GORDON

TEL: 667-890-5228 FAX:

FAX:

TEL: SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

8(A)

HUBZONE SMALL

BUSINESS

SIZE STANDARD:

$34,000,000

NAICS:

541519

X

OFFER DATED

29. AWARD OF CONTRACT: REF.

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

EMAIL:

TEL:

31c. DATE SIGNED

SEE SCHEDULE

SCHEDULE OF SUPPLIES/ SERVICESITEM NO. QUANTITY UNIT UNIT PRICE AMOUNT

24.22.21.19.

WOMEN-OWNED SMALL BUSINESS (WOSB)

ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

(CONTINUED)

PAGE 2 OF51

ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: ______________________________________________________

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE 32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f . TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

37. CHECK NUMBER

FINALPARTIALCOMPLETE

36. PAYMENT35. AMOUNT VERIFIED

CORRECT FOR

34. VOUCHER NUMBER

FINAL

33. SHIP NUMBER

PARTIAL

38. S/R ACCOUNT NUMBER 39. S/R VOUCHER NUMBER 40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT 41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42a. RECEIVED BY (Print)

42b. RECEIVED AT (Location)

42c. DATE REC'D (YY/MM/DD) 42d. TOTAL CONTAINERS

STANDARD FORM 1449 (REV. 2/2012) BACK

Prescribed by GSA – FAR (48 CFR) 53.212

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

SEE SCHEDULE

20.

SCHEDULE OF SUPPLIES/ SERVICES

21.

QUANTITY UNIT

22. 23.

UNIT PRICE

24.

AMOUNT

19.

ITEM NO.

HC108426R0005

Section SF 1449 - CONTINUATION SHEET

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0001 1 Lot

CBII Managed Service

FFP

The contractor shall provide CBII Managed Service IAW PWS Tasks 6.1 - 6.7 and pricing worksheet. See Exhibit A, CDRLs.

Contractor is to invoice monthly in arrears based on actual usage. The contractor is obligated at 75% of their usage to notify the Government in writing (notify Contracting Officer, Contracting Specialist and mission partner point of contact) their commitment is getting near. If this notification is not received, any and all charges over the commitment will be paid by the contractor. Excess usage not used, funds for that non-usage will be returned to the Government by a bilateral modification.

FOB: Destination

PSC CD: DA10

NET AMT

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0002 Lot

Travel

COST

Travel is subject to the availability of funding and COR approval.

The Government will not reimburse expenses for travel within 50 miles of the contractor’s place of performance.

All other travel will be paid as a reimbursable expense in accordance with FAR Part 31.

The Government will review for approval all travel orders under this contract prior to the travel taking place and after travel has been taken.

The contractor shall provide with each monthly invoice, a legible, detailed actual travel cost breakout by task/subtask, trip and travel location to include all sub-contractor travel, for all travel associated with this contract.

All travel must show the specific detail, if known (e.g., number of days, locations, number of personnel, item description, etc.).

Travel shall be authorized by the COR in writing prior to performance and will be paid IAW FAR Part 31.

FOB: Destination

PSC CD: DA10

ESTIMATED COST

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

1001 1 Lot OPTION CBII Managed Service

FFP

The contractor shall provide CBII Managed Service IAW PWS Tasks 6.1 - 6.7 and pricing worksheet. See Exhibit A, CDRLs.

Contractor is to invoice monthly in arrears based on actual usage. The contractor is obligated at 75% of their usage to notify the Government in writing (notify Contracting Officer, Contracting Specialist and mission partner point of contact) their commitment is getting near. If this notification is not received, any and all charges over the commitment will be paid by the contractor. Excess usage not used, funds for that non-usage will be returned to the Government by a bilateral modification.

FOB: Destination

NET AMT

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

1002 Lot OPTION Travel

COST

Travel is subject to the availability of funding and COR approval.

The Government will not reimburse expenses for travel within 50 miles of the contractor’s place of performance.

All other travel will be paid as a reimbursable expense in accordance with FAR Part 31.

The Government will review for approval all travel orders under this contract prior to the travel taking place and after travel has been taken.

The contractor shall provide with each monthly invoice, a legible, detailed actual travel cost breakout by task/subtask, trip and travel location to include all sub-contractor travel, for all travel associated with this contract.

All travel must show the specific detail, if known (e.g., number of days, locations, number of personnel, item description, etc.).

Travel shall be authorized by the COR in writing prior to performance and will be paid IAW FAR Part 31.

FOB: Destination

PSC CD: DA10

ESTIMATED COST

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

2001 1 Lot OPTION CBII Managed Service

FFP

The contractor shall provide CBII Managed Service IAW PWS Tasks 6.1 - 6.7 and pricing worksheet. See Exhibit A, CDRLs.

Contractor is to invoice monthly in arrears based on actual usage. The contractor is obligated at 75% of their usage to notify the Government in writing (notify Contracting Officer, Contracting Specialist and mission partner point of contact) their commitment is getting near. If this notification is not received, any and all charges over the commitment will be paid by the contractor. Excess usage not used, funds for that non-usage will be returned to the Government by a bilateral modification.

FOB: Destination

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

2002 Lot OPTION Travel

COST

Travel is subject to the availability of funding and COR approval.

The Government will not reimburse expenses for travel within 50 miles of the contractor’s place of performance.

All other travel will be paid as a reimbursable expense in accordance with FAR Part 31.

The Government will review for approval all travel orders under this contract prior to the travel taking place and after travel has been taken.

The contractor shall provide with each monthly invoice, a legible, detailed actual travel cost breakout by task/subtask, trip and travel location to include all sub-contractor travel, for all travel associated with this contract.

All travel must show the specific detail, if known (e.g., number of days, locations, number of personnel, item description, etc.).

Travel shall be authorized by the COR in writing prior to performance and will be paid IAW FAR Part 31.

FOB: Destination

PSC CD: DA10

ESTIMATED COST

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

3001 1 Lot OPTION CBII Managed Service

FFP

The contractor shall provide CBII Managed Service IAW PWS Tasks 6.1 - 6.7 and pricing worksheet. See Exhibit A, CDRLs.

Contractor is to invoice monthly in arrears based on actual usage. The contractor is obligated at 75% of their usage to notify the Government in writing (notify Contracting Officer, Contracting Specialist and mission partner point of contact) their commitment is getting near. If this notification is not received, any and all charges over the commitment will be paid by the contractor. Excess usage not used, funds for that non-usage will be returned to the Government by a bilateral modification.

FOB: Destination

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

3002 Lot OPTION Travel

COST

Travel is subject to the availability of funding and COR approval.

The Government will not reimburse expenses for travel within 50 miles of the contractor’s place of performance.

All other travel will be paid as a reimbursable expense in accordance with FAR Part 31.

The Government will review for approval all travel orders under this contract prior to the travel taking place and after travel has been taken.

The contractor shall provide with each monthly invoice, a legible, detailed actual travel cost breakout by task/subtask, trip and travel location to include all sub-contractor travel, for all travel associated with this contract.

All travel must show the specific detail, if known (e.g., number of days, locations, number of personnel, item description, etc.).

Travel shall be authorized by the COR in writing prior to performance and will be paid IAW FAR Part 31.

FOB: Destination

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

4001 1 Lot OPTION CBII Managed Service

FFP

The contractor shall provide CBII Managed Service IAW PWS Tasks 6.1 - 6.7 and pricing worksheet. See Exhibit A, CDRLs.

Contractor is to invoice monthly in arrears based on actual usage. The contractor is obligated at 75% of their usage to notify the Government in writing (notify Contracting Officer, Contracting Specialist and mission partner point of contact) their commitment is getting near. If this notification is not received, any and all charges over the commitment will be paid by the contractor. Excess usage not used, funds for that non-usage will be returned to the Government by a bilateral modification.

FOB: Destination

PSC CD: DA10

NET AMT

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

4002 Lot OPTION Travel

COST

Travel is subject to the availability of funding and COR approval.

The Government will not reimburse expenses for travel within 50 miles of the contractor’s place of performance.

All other travel will be paid as a reimbursable expense in accordance with FAR Part 31.

The Government will review for approval all travel orders under this contract prior to the travel taking place and after travel has been taken.

The contractor shall provide with each monthly invoice, a legible, detailed actual travel cost breakout by task/subtask, trip and travel location to include all sub-contractor travel, for all travel associated with this contract.

All travel must show the specific detail, if known (e.g., number of days, locations, number of personnel, item description, etc.).

Travel shall be authorized by the COR in writing prior to performance and will be paid IAW FAR Part 31.

FOB: Destination

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

OPTION Surge

COST

Surge The Government may require surge support during the base or any option period, and surge modification will be in-scope to provide increased support for the defined task areas of the PWS. Surge support is OPTIONAL and is not guaranteed. Surge is Not to Exceed 5% of the contract.

FOB: Destination

PSC CD: DA10

ESTIMATED COST

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 Destination Government Destination Government 0002 N/A N/A N/A Government 1001 Destination Government Destination Government 1002 N/A N/A N/A Government 2001 Destination Government Destination Government 2002 N/A N/A N/A Government 3001 Destination Government Destination Government 3002 N/A N/A N/A Government 4001 Destination Government Destination Government 4002 N/A N/A N/A Government 9999 N/A N/A N/A Government

DELIVERY INFORMATION

CLIN DELIVERY DATE QUANTITY SHIP TO ADDRESS DODAAC /

CAGE

0001 POP 15-APR-2026 TO

14-APR-2027

N/A DISA/ID51

6910 COOPER AVE.

FT. MEADE MD 20755

ELMER GORDON

667-890-5228 FOB: Destination

HC1047

0002 POP 15-APR-2026 TO

14-APR-2027

N/A (SAME AS PREVIOUS LOCATION)

FOB: Destination

HC1047

1001 POP 15-APR-2027 TO

14-APR-2028

N/A (SAME AS PREVIOUS LOCATION)

FOB: Destination

HC1047

1002 POP 15-APR-2027 TO

14-APR-2028

N/A (SAME AS PREVIOUS LOCATION)

FOB: Destination

HC1047

2001 POP 15-APR-2028 TO

14-APR-2029

N/A (SAME AS PREVIOUS LOCATION)

FOB: Destination

HC1047

2002 POP 15-APR-2028 TO

14-APR-2029

N/A (SAME AS PREVIOUS LOCATION)

FOB: Destination

HC1047

3001 POP 15-APR-2029 TO

14-APR-2030

N/A (SAME AS PREVIOUS LOCATION)

FOB: Destination

HC1047

3002 POP 15-APR-2029 TO

14-APR-2030

N/A (SAME AS PREVIOUS LOCATION)

FOB: Destination

HC1047

4001 POP 15-APR-2030 TO

14-APR-2031

N/A (SAME AS PREVIOUS LOCATION)

FOB: Destination

HC1047

4002 POP 15-APR-2030 TO

14-APR-2031

N/A (SAME AS PREVIOUS LOCATION)

FOB: Destination

HC1047

9999 N/A N/A N/A N/A

CLAUSES INCORPORATED BY REFERENCE

52.202-1 Definitions JUN 2020 52.203-2 Certificate Of Independent Price Determination APR 1985 52.203-3 Gratuities APR 1984 52.203-6 Alt I Restrictions On Subcontractor Sales To The Government

(JUN 2020) -- Alternate I

NOV 2021

52.203-11 Certification and Disclosure Regarding Payments to Influence Certain Federal Transactions

SEP 2024

52.203-12 Limitation On Payments To Influence Certain Federal Transactions

JUN 2020

52.203-13 Contractor Code of Business Ethics and Conduct NOV 2021 52.203-17 Contractor Employee Whistleblower Rights NOV 2023 52.203-18 Prohibition on Contracting With Entities That Require Certain

Internal Confidentiality Agreements or Statements-- Representation

JAN 2017

52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements

JAN 2017

52.204-9 Personal Identity Verification of Contractor Personnel JAN 2011 52.204-19 Incorporation by Reference of Representations and

Certifications.

DEC 2014

52.215-1 Instructions to Offerors--Competitive Acquisition NOV 2021 52.223-5 Pollution Prevention and Right-to-Know Information MAY 2024 52.226-8 Encouraging Contractor Policies To Ban Text Messaging

While Driving

MAY 2024

52.232-1 Payments APR 1984 52.232-8 Discounts For Prompt Payment FEB 2002 52.232-11 Extras APR 1984 52.232-17 Interest MAY 2014 52.232-18 Availability Of Funds APR 1984 52.232-23 Assignment Of Claims MAY 2014 52.232-33 Payment by Electronic Funds Transfer--System for Award

Management

OCT 2018

52.232-39 Unenforceability of Unauthorized Obligations JUN 2013 52.232-40 Providing Accelerated Payments to Small Business

Subcontractors

MAR 2023

52.237-1 Site Visit APR 1984 52.237-2 Protection Of Government Buildings, Equipment, And

Vegetation

APR 1984

52.237-3 Continuity Of Services JAN 1991 52.242-5 Payments to Small Business Subcontractors JAN 2017 52.242-13 Bankruptcy JUL 1995 52.245-1 Government Property SEP 2021 52.245-9 Use And Charges APR 2012 52.246-4 Inspection Of Services--Fixed Price AUG 1996 52.246-16 Responsibility For Supplies APR 1984 52.246-25 Limitation Of Liability--Services FEB 1997 52.249-2 Termination For Convenience Of The Government (Fixed-

Price)

APR 2012

52.249-8 Default (Fixed-Price Supply & Service) APR 1984 52.252-4 Alterations in Contract APR 1984 252.203-7000 Requirements Relating to Compensation of Former DoD

Officials

SEP 2011

252.203-7002 Requirement to Inform Employees of Whistleblower Rights DEC 2022 252.203-7003 Agency Office of the Inspector General AUG 2019 252.203-7005 Representation Relating to Compensation of Former DoD

Officials

SEP 2022

252.204-7002 Payment For Contract Line or Subline Items Not Separately Priced

APR 2020

252.204-7004 Antiterrorism Awareness Training for Contractors JAN 2023 252.204-7014 Limitations on the Use or Disclosure of Information by

Litigation Support Contractors

JAN 2023

252.204-7015 Notice of Authorized Disclosure of Information for Litigation Support

JAN 2023

252.204-7022 Expediting Contract Closeout MAY 2021 252.204-7024 Notice on the Use of the Supplier Performance Risk System MAR 2023 252.209-7004 Subcontracting With Firms That Are Owned or Controlled By

The Government of a Country that is a State Sponsor of Terrorism

MAY 2019

252.215-7008 Only One Offer DEC 2022

252.215-7010 Requirements for Certified Cost or Pricing Data and Data Other Than Certified Cost or Pricing Data

MAY 2024

252.215-7012 Requirements for Submission of Proposals via Electronic Media.

JAN 2018

252.215-7013 Supplies and Services Provided by Nontraditional Defense Contractors

JAN 2023

252.215-7016 Notification to Offerors--Postaward Debriefings OCT 2025 252.223-7006 Prohibition On Storage, Treatment, and Disposal of Toxic or

Hazardous Materials

SEP 2014

252.225-7001 Buy American and Balance of Payments Program FEB 2024 252.225-7002 Qualifying Country Sources As Subcontractors MAR 2022 252.225-7012 Preference For Certain Domestic Commodities APR 2022 252.225-7048 Export-Controlled Items JUN 2013 252.225-7052 Restriction on the Acquisition of Certain Magnets, Tantalum, and Tungsten.

MAY 2024

252.225-7055 Representation Regarding Business Operations with the Maduro Regime

MAY 2022

252.225-7056 Prohibition Regarding Business Operations with the Maduro Regime

JAN 2023

252.225-7057 Preaward Disclosure of Employment of Individuals Who Work in the People's Republic of China

AUG 2022

252.225-7058 Postaward Disclosure of Employment of Individuals Who Work in the People's Republic of China

JAN 2023

252.225-7059 Prohibition on Certain Procurements from the Xinjiang Uyghur Autonomous Region - Representation

JUN 2023

252.225-7060 Prohibition on Certain Procurements from the Xinjiang Uyghur Autonomous Region

JUN 2023

252.225-7061 Restriction on the Acquisition of Personal Protective Equipment and Certain Other Items from Non-Allied Foreign Nations

JAN 2023

252.225-7966 (Dev) Prohibition Regarding Russian Fossil Fuel Business Operations - Representation (Deviation 2024-O0006).

MAR 2024

252.225-7967 (Dev) Prohibition Regarding Russian Fossil Fuel Business Operations (Deviation 2024-O0006).

MAR 2024

252.225-7972 (Dev) Prohibition on the Procurement of Foreign-Made Unmanned Aircraft Systems (DEVIATION 2024-O0014)

AUG 2024

252.225-7973 (Dev) Prohibition on the Procurement of Foreign-Made Unmanned Aircraft Systems - Representation (DEVIATION 2024- O0014)

AUG 2024

252.226-7001 Utilization of Indian Organizations, Indian-Owned Economic Enterprises, and Native Hawaiian Small Business Concerns

JAN 2023

252.227-7028 Technical Data or Computer Software Previously Delivered to the Government

JUN 1995

252.231-7000 Supplemental Cost Principles DEC 1991 252.232-7003 Electronic Submission of Payment Requests and Receiving

Reports

DEC 2018

252.232-7007 Limitation Of Government's Obligation APR 2014 252.232-7010 Levies on Contract Payments DEC 2006 252.239-7010 Cloud Computing Services JAN 2023 252.243-7001 Pricing Of Contract Modifications DEC 1991 252.243-7002 Requests for Equitable Adjustment DEC 2022 252.245-7003 Contractor Property Management System Administration JAN 2025 252.245-7005 Management and Reporting of Government Property JAN 2024 252.247-7023 Transportation of Supplies by Sea OCT 2024

CLAUSES INCORPORATED BY FULL TEXT

52.204-5 WOMEN-OWNED BUSINESS (OTHER THAN SMALL BUSINESS) (OCT 2014)

(a) Definition. Women-owned business concern, as used in this provision, means a concern that is at least 51 percent owned by one or more women; or in the case of any publicly owned business, at least 51 percent of its stock is owned by one or more women; and whose management and daily business operations are controlled by one or more women.

(b) Representation. [Complete only if the offeror is a women-owned business concern and has not represented itself as a small business concern in paragraph (c)(1) of FAR 52.219-1, Small Business Program Representations, of this solicitation.] The offeror represents that it ( ___ ) is a women-owned business concern.

(End of provision)

52.215-6 PLACE OF PERFORMANCE (OCT 1997)

(a) The offeror or respondent, in the performance of any contract resulting from this solicitation, ( ) intends, ( ) does not intend (check applicable block) to use one or more plants or facilities located at a different address from the address of the offeror or respondent as indicated in this proposal or response to request for information.

(b) If the offeror or respondent checks “intends” in paragraph (a) of this provision, it shall insert in the following spaces the required information:

Place of Performance(Street Address, City, State, County, Zip Code)

Name and Address of Owner and Operator of the Plant or Facility if Other Than Offeror or Respondent

(End of provision)

52.216-1 TYPE OF CONTRACT (APR 1984)

The Government contemplates award of a firm-fixed priced contract resulting from this solicitation.

(End of provision)

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 extension 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)

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 45 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.

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

(End of clause)

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses 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. Also, the full text of a clause may be accessed electronically at this/these address(es):

https://www.acquisition.gov/browse/index/far https://www.acquisition.gov/dfars https://www.acq.osd.mil/dpap/dars/class_deviations.html https://www.acq.osd.mil/dpap/dars/dfars_far_overhaul_class_deviations.html https://www.acquisition.gov/far-overhaul (Reference for all deviations dated 1 FEB 2026)

(End of clause)

52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES (NOV 2020)

(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR Chapter 1) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the date of the clause.

(b) The use in this solicitation or contract of any Defense Federal Acquisition Regulation Supplement (48 CFR Chapter 2) clause with an authorized deviation is indicated by the addition of "(DEVIATION)"after the name of the regulation.

(End of clause)

252.201-7000 CONTRACTING OFFICER'S REPRESENTATIVE (DEC 1991)

(a) "Definition. Contracting officer's representative" means an individual designated in accordance with subsection 201.602-2 of the Defense Federal Acquisition Regulation Supplement and authorized in writing by the contracting officer to perform specific technical or administrative functions.

(b) If the Contracting Officer designates a contracting officer's representative (COR), the Contractor will receive a copy of the written designation. It will specify the extent of the COR's authority to act on behalf of the contracting officer. The COR is not authorized to make any commitments or changes that will affect price, quality, quantity, delivery, or any other term or condition of the contract.

(End of clause)

252.204-7021 CONTRACTOR COMPLIANCE WITH THE CYBERSECURITY MATURITY MODEL

CERTIFICATION LEVEL REQUIREMENTS (NOV 2025)

(a) Definitions. As used in this clause- Controlled unclassified information means information the Government creates or possesses, or information an entity creates or possesses for or on behalf of the Government, that a law, regulation, or Governmentwide policy requires or permits an agency to handle using safeguarding or dissemination controls (32 CFR 2002.4(h)).

Current means--

(1) With regard to Conditional Cybersecurity Maturity Model Certification (CMMC) Status--

(i) Not older than 180 days for Conditional Level 2 (Self) assessments and Conditional Level 2 (certified third-party assessment organization (C3PAO)) assessments, with--

(A) No changes in compliance with the requirements at 32 CFR part 170 since the Conditional CMMC Status date (see 32 CFR 170.16 and 170.17); and

(B) A corresponding affirmation of continuous compliance by an affirming official (see 32 CFR 170.4); and

(ii) Not older than 180 days for Conditional Level 3 (Defense Industrial Base Cybersecurity Assessment Center (DIBCAC)) assessments, with--

(A) No changes in compliance with the requirements at 32 CFR part 170 since the Conditional CMMC Status date (see 32 CFR 170.18); and

(B) A corresponding affirmation of continuous compliance by an affirming official;

(2) With regard to Final CMMC Status--

(i) Not older than 1 year for Final Level 1 (Self), with--

(A) No changes in compliance with the requirements at 32 CFR part 170 since the Final CMMC Status date (see 32 CFR 170.15); and

(B) A corresponding affirmation of continuous compliance, not older than 1 year, by an affirming official;

(ii) Not older than 3 years for Final Level 2 (Self) assessments and Final Level 2 (C3PAO) assessments, with--

(A) No changes in compliance with the requirements at 32 CFR part 170 since the Final CMMC Status date (see 32 CFR 170.16 and 170.17); and

(B) A corresponding affirmation of continuous compliance, not older than 1 year, by an affirming official; and

(iii) Not older than 3 years for Final Level 3 (DIBCAC) assessments, with--

(A) No changes in compliance with the requirements at 32 CFR part 170 since the Final CMMC Status date (see 32 CFR 170.18); and

(B) A corresponding affirmation of continuous compliance, not older than 1 year, by an affirming official; and

(3) With regard to affirmation of continuous compliance (32 CFR 170.22), not older than 1 year with no changes in compliance with the requirements at 32 CFR part 170.

Cybersecurity Maturity Model Certification (CMMC) status means the result of meeting or exceeding the minimum required score for the corresponding assessment. The potential statuses are as follows:

(1) Final Level 1 (Self).

(2) Conditional Level 2 (Self).

(3) Final Level 2 (Self).

(4) Conditional Level 2 (C3PAO).

(5) Final Level 2 (C3PAO).

(6) Conditional Level 3 (DIBCAC).

(7) Final Level 3 (DIBCAC).

Cybersecurity Maturity Model Certification unique identifier (CMMC UID) means 10 alpha-numeric characters assigned to each CMMC assessment and reflected in the Supplier Performance Risk System (SPRS) for each contractor information system.

Federal contract information (FCI) means information, not intended for public release, that is provided by or generated for the Government under a contract to develop or deliver a product or service to the Government. It does not include information provided by the Government to the public, such as on public websites, or simple transactional information, such as information necessary to process payments.

Plan of action and milestones means a document that identifies tasks to be accomplished. It details resources required to accomplish the elements of the plan, any milestones in meeting the tasks, and scheduled completion dates for the milestones, as defined in National Institute of Standards and Technology Special Publication 800-115

(32 CFR 170.21).

(b) Framework. The Cybersecurity Maturity Model Certification (CMMC) is a framework for assessing a contractor's compliance with applicable information security protections (see 32 CFR part 170).

(c) Duplication. The CMMC assessments will not duplicate efforts from any other comparable DoD assessment, except for rare circumstances when a reassessment may be necessary, for example, when there are indications of issues with cybersecurity and/or compliance with CMMC requirements.

(d) Requirements. The Contractor shall-- (1)(i) Have and maintain for the duration of the contract a current CMMC status at the following CMMC level, or higher: CMMC Level 2 (Self) for all information systems used in performance of the contract, task order, or delivery order that process, store, or transmit FCI or CUI; and

(ii) Consult 32 CFR 170.23 related to the flowdown of the CMMC requirements, and flow down the correct CMMC level to subcontracts and other contractual instruments;

(2) Only process, store, or transmit FCI or CUI on contractor information systems that have a CMMC status at the CMMC level required in paragraph (d)(1) of this clause, or higher;

(3) Complete on an annual basis, and maintain as current, an affirmation, by the affirming official (see 32 CFR 170.4), of continuous compliance with the requirements associated with the CMMC level required in paragraph (d)(1) of this clause in the Supplier Performance Risk System (SPRS) (https://piee.eb.mil) for each CMMC UID applicable to each of the contractor information systems that process, store, or transmit FCI or CUI and that are used in performance of the contract;

(4) Ensure all subcontractors and suppliers complete prior to subcontract award, and maintain on an annual basis, an affirmation, by the affirming official (see 32 CFR 170.4), of continuous compliance with the requirements associated with the CMMC level required for the subcontract or other contractual instrument for each of the subcontractor information systems that process, store, or transmit FCI or CUI and that are used in performance of the subcontract; and

(5) If the Contractor has a CMMC Status of Conditional, successfully close out a valid plan of action and milestones (32 CFR 170.21) to achieve a CMMC Status of Final.

(e) Reporting. The Contractor shall--

(1) Submit to the Contracting Officer--

(i) The CMMC UID(s) issued by SPRS for contractor information systems that will process, store, or transmit FCI or CUI during performance of the contract; and

(ii) Any changes in the CMMC UIDs generated in SPRS throughout the life of the contract, task order, or delivery order, if applicable;

(2) Enter into SPRS the results of a current self-assessment for each CMMC UID, not covered by a C3PAO assessment or DIBCAC assessment, applicable to each of the contractor information systems that process, store, or transmit FCI or CUI and that are used in performance of the contract; and

(3) Complete in SPRS on an annual basis and maintain as current an affirmation of continuous compliance by the affirming official (see 32 CFR 170.4) for each self-assessment, C3PAO assessment, or DIBCAC assessment required under the contract in SPRS.

(f) Subcontracts. The Contractor shall--

(1) Insert the substance of this clause, including this paragraph

(f) and excluding paragraph (e)(1), in subcontracts and other contractual instruments, including those for the acquisition of commercial products and commercial services, excluding commercially available off-the-shelf items, if the subcontract or other contractual instrument will contain a requirement to process, store, or transmit FCI or CUI; and

(2) Prior to awarding a subcontract or other contractual instrument, ensure that the subcontractor has a current CMMC certificate or current CMMC status at the CMMC level that is appropriate for the information that is being flowed down to the subcontractor based on the requirements at 32 CFR 170.23.

(End of clause)

252.232-7006 WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (JAN 2023)

(a) Definitions. As used in this clause—

“Department of Defense Activity Address Code (DoDAAC)” is a six position code that uniquely identifies a unit, activity, or organization.

“Document type” means the type of payment request or receiving report available for creation in Wide Area WorkFlow (WAWF).

“Local processing office (LPO)” is the office responsible for payment certification when payment certification is done external to the entitlement system.

“Payment request” and “receiving report” are defined in the clause at 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(b) Electronic invoicing. The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232- 7003, Electronic Submission of Payment Requests and Receiving Reports.

(c) WAWF access. To access WAWF, the Contractor shall—

(1) Have a designated electronic business point of contact in the System for Award Management at https://www.sam.gov; and

(2) Be registered to use WAWF at https://wawf.eb.mil/ following the step-by-step procedures for self-registration available at this web site.

(d) WAWF training. The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the “Web Based Training” link on the WAWF home page at https://wawf.eb.mil/.

(e) WAWF methods of document submission. Document submissions may be via web entry, Electronic Data Interchange, or File Transfer Protocol.

(f) WAWF payment instructions. The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF for this contract or task or delivery order:

(1) Document type. The Contractor shall submit payment requests using the following document type(s):

(i) For cost-type line items, including labor-hour or time-and-materials, submit a cost voucher.

(ii) For fixed price line items—

(A) That require shipment of a deliverable, submit the invoice and receiving report specified by the Contracting Officer.

Invoice 2in1

(B) For services that do not require shipment of a deliverable, submit either the Invoice 2in1, which meets the requirements for the invoice and receiving report, or the applicable invoice and receiving report, as specified by the Contracting Officer.

Invoice 2in1

(iii) For customary progress payments based on costs incurred, submit a progress payment request.

(iv) For performance based payments, submit a performance based payment request.

(v) For commercial financing, submit a commercial financing request.

(2) Fast Pay requests are only permitted when Federal Acquisition Regulation (FAR) 52.213-1 is included in the contract.

(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF when creating payment requests and receiving reports in the system.

Routing Data Table*

Field Name in WAWF Data to be entered in WAWF Pay Official DoDAAC HQ0810 Issue By DoDAAC HC1084 Admin DoDAAC** HC1084 Inspect By DoDAAC ____ Ship To Code HC1047 Ship From Code ____ Mark For Code ____ Service Approver (DoDAAC) HC1047 Service Acceptor (DoDAAC) HC1047 Accept at Other DoDAAC ____ LPO DoDAAC ____ DCAA Auditor DoDAAC ____ Other DoDAAC(s) NA

(4) Payment request. The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

(5) Receiving report. The Contractor shall ensure a receiving report meets the requirements of DFARS Appendix F.

(g) WAWF point of contact. To be provided at award

Primary Acceptor Name:

Office Code:

Email:

Phone Number:

Alternate Acceptor Name:

Office Code:

Email:

Phone Number:

(1) The Contractor may obtain clarification regarding invoicing in WAWF from the following contracting activity’s WAWF point of contact.

Not applicable.

(2) Contact the WAWF helpdesk at 866-618-5988, if assistance is needed.

(End of clause)

252.239-7009 REPRESENTATION OF USE OF CLOUD COMPUTING (SEPT 2015)

(a) Definition. Cloud computing, as used in this provision, means a model for enabling ubiquitous, convenient, on-demand network access to a shared pool of configurable computing resources (e.g., networks, servers, storage, applications, and services) that can be rapidly provisioned and released with minimal management effort or service provider interaction. This includes other commercial terms, such as on-demand self-service, broad network access, resource pooling, rapid elasticity, and measured service. It also includes commercial offerings for software-as-a-service, infrastructure-as-a-service, and platform-as-a-service.

(b) The Offeror shall indicate by checking the appropriate blank in paragraph (c) of this provision whether the use of cloud computing is anticipated under the resultant contract.

(c) Representation. The Offeror represents that it--

___ Does anticipate that cloud computing services will be used in the performance of any contract or subcontract resulting from this solicitation.

___ Does not anticipate that cloud computing services will be used in the performance of any contract or subcontract resulting from this solicitation.

(End of provision)

G1 POINTS OF CONTACT (FEB 2025)

Communications with the Contractor will be conducted with the identified Point(s) of Contact (POC). Should a change in POC be required, the Contractor shall initiate this request through notification to the Contracting Officer.

Contracting Officer Name: Angela K. Zang Organization/Office Symbol: DISA/DITCO/PS8414 Phone No.: 667-890-0997 E-Mail Address: angela.k.zang.civ@mail.mil

Contract Specialist Name: Melissa A. Weh Organization/Office Symbol: DISA/DITCO/PS8414 Phone No.: 667-891-1281

E-Mail Address: melissa.a.weh.civ@mail.mil

COR/Mission Partner Point of Contact (Note: To be filled in upon contract award) Name:

Organization/Office Symbol:

Phone No.:

E-Mail Address:

Property Administration Organization/Office Symbol: Facilities and Logistics (J4), Industrial Property Branch E-Mail Address: disa.meade.j4.mbx.industrial-property@mail.mil Property Administrator Assignments: https://dod365.sharepoint-mil.us/sites/DISA- IndustrialProperty/SitePages/Industrial-Property-Contract-Links.aspx?csf=1&web=1&e=PhzJBs&CID=fc41f3d3- 7613-4f80-a44b-6c9950d4d66e&OR=Teams- HL&CT=1727881510489&clickparams=eyJBcHBOYW1lIjoiVGVhbXMtRGVza3RvcCIsIkFwcFZlcnNpb24iOiI0 OS8yNDA4MTcwMDQyNiIsIkhhc0ZlZGVyYXRlZFVzZXIiOmZhbHNlfQ%3D%3D

Contractor Point of Contact (Note: To be filled in upon proposal submission) Contractor Legal Business Name:

UEI:

CAGE CODE:

Contractor POC:

E-Mail Address:

Phone Number:

CPARS POC

CPARS E-mail Address:

(End of Text)

G2 LINE ITEM AND CONTRACT/ORDER CLOSEOUT (OCT 2021)

Dormant and/or excess funds consist of funds that are primarily in “expired” or “cancelled” status. Expired funds are no longer available for new obligations, but are available for upward adjustments and payments on prior obligations to include payments on contractor invoices. Cancelled funds are no longer available for upward adjustments to obligations or to pay contractor invoices.

Timely contract closeout of the entire contract/order and of completed individual contract line item number(s) (CLIN) and/or sub line item number(s) (SLIN) is a priority under this contract/order. As such, the Contractor shall submit a final invoice no later than ninety (90) calendar days after the expiration of this contract/order and/or at the expiration of any individual CLIN(s)/SLIN(s) that expire before the final expiration of the contract/order (i.e., end item(s) was scheduled to be delivered or the period of performance (base or option year) was completed), unless the Contractor requests and is granted a written extension by the Contracting Officer. In addition, and concurrent with the submission of the final invoice for a specific CLIN/SLIN or for the contract/order in its entirety, the Contractor shall notify the Contracting Officer of the amount of excess funds that can be deobligated from the CLIN/SLIN or contract/order so the deobligation of any excess funds can be completed as soon as possible.

After ninety (90) days from expiration of a CLIN/SLIN, end item delivery, or contract/order in its entirety, unless an extension had been requested and granted by the Contracting Officer in writing, a bilateral contract/order modification to deobligate excess funds and/or closeout the contract/order in its entirety will be forwarded to the Contractor by the Contracting Officer. The modification must be signed and returned to the Contracting Officer within thirty (30) calendar days of receipt . A Contractor’s failure to respond and/or sign the bilateral modification within thirty (30) calendar days of receipt will constitute approval of the terms of the modification and the modification will subsequently be processed unilaterally by the Contracting Officer to deobligate excess funds and/or closeout the contract/order.

For cost reimbursement CLINs/SLINs, contracting officers will use FAR 42.708, Quick-closeout procedures to the maximum extent possible after the contract/order is physically complete. Should the contract/order require audit/review (e.g., audits conducted by the Defense Contract Audit Agency), excess funds/balances from CLIN(s)/SLIN(s) that are not required to satisfy potential adjustments as a result of the review/audit will be removed from the CLIN(s)/SLIN(s) through a bilateral modification. The modification will be forwarded by the Contracting Officer and must be signed by the Contractor and returned within thirty (30) calendar days of receipt. A Contractor’s failure to respond within thirty (30) calendar days of receipt will constitute approval of the terms of the modification and the modification will subsequently be processed unilaterally by the Contracting Officer to remove the excess funds/balances on the associated CLINs/SLINs. If the Contractor disagrees with amount for deobligation they will notify the Contracting Officer promptly with the proposed amount and rationale for deobligation.

Communications with the Contractor will be conducted with the identified Point(s) of Contact (POC) identified in G1 of this contract/order. Should a change in POC be required, the Contractor shall immediately notify the Contracting Officer.

(End of Text)

G4 SUBMITTING CREDITS TO DISA – WAWF CONTRACTS (DEC 2023)

If the contractor owes DISA money, the following methods shall be used to process the credit. These are the only methods approved for processing credits; checks will not be accepted.

1. Include Credit in Current Invoice in Wide Area Work Flow (WAWF). The contractor may only use this method if the total invoice amount (current charges minus credit amount) is greater than $0.

2. Submit a Stand-alone Credit Invoice in WAWF. The contractor may only use this method if a future WAWF invoice(s) will be submitted, and the total of the future invoice(s) exceeds the credit amount. DISA will offset the payment of the future invoice(s) by the credit amount.

3. Zero Dollar Invoice in WAWF. The contractor may only use this method to move a previously paid amount on a CLIN/ACRN to a different CLIN/ACRN. The $0 invoice in WAWF shall include a credit to the incorrect CLIN/ACRN and a positive amount to the correct CLIN/ACRN. An alternative method to moving a previously paid amount on a CLIN/ACRN to a different CLIN/ACRN is to submit two invoices: one credit invoice for the incorrect CLIN/ACRN and one invoice for the correct CLIN/ACRN.

4. Pay.gov. The contractor may only use this method if none of the above credit methods are feasible. To submit a credit via Pay.gov, the contractor shall complete the form at https://www.pay.gov/public/form/start/999077677.

When submitting a credit line on an invoice in WAWF, the contractor shall ensure the 4-digit CLIN is listed in the Item Number field and the ACRN is listed in the ACRN field. Invoices referencing an infoSLIN or invoices missing an ACRN for every CLIN will be rejected.

(End of text)

H1 ORGANIZATIONAL AND CONSULTANT CONFLICTS OF INTEREST (OCCI) (JAN 2020)

If the contractor or a subcontractor breaches any of the OCCI restrictions of the contract, to include any OCCI mitigation plan submitted with its offer, or does not disclose or misrepresents any relevant facts concerning its conflict of interest, the government may take appropriate action, including terminating the contract, in addition to any remedies that may be otherwise permitted by the contract or operation of law.

(End of text)

H12 DISA’S CONTRACT TAKES PRECEDENCE OVER VENDOR’S STANDARD COMMERCIAL TERMS

AND CONDITIONS (APR 2025)

This contract shall not include any terms inconsistent with Federal law. Accordingly, if this contract incorporates, references, or uses a vendor’s commercial terms and conditions including those for a license, lease, or purchase agreement (collectively, a “standard commercial agreement”), then the terms of this contract take precedence over the vendor’s terms and conditions.

(1) Applicability. This contract is between a commercial supplier and the U.S. Government for the acquisition of the supply or service that necessitates a license or other similar legal instrument.

(2) End user. This contract shall bind the Government as end user but shall not operate to bind a Government employee or person acting on behalf of the Government in his or her personal capacity.

(3) Law and disputes. This contract is governed by Federal law.

(i) Any language purporting to subject the U.S. Government to the laws of a U.S. state, U.S. territory, district, or municipality, or foreign nation, except where Federal law expressly provides for the application of such laws, is hereby deleted.

(ii) Any language requiring dispute resolution in a specific forum or venue that is different from that prescribed by applicable Federal law is hereby deleted.

(iii) Any language prescribing a different time period for bringing an action than that prescribed by applicable Federal law in relation to a dispute is hereby deleted.

(4) Continued performance. The vendor shall not unilaterally revoke, terminate, or suspend any rights granted to the Government except as allowed by this contract. If the supplier or licensor believes the ordering activity to be in breach of this contract, it shall pursue its rights under the Contract Disputes Act or other applicable Federal statute while continuing performance as set forth in FAR 52.233-1, Disputes.

(5) Arbitration; equitable or injunctive relief. In the event of a claim or dispute arising under or relating to this contract a binding arbitration shall not be used unless specifically authorized by agency guidance, and equitable or injunctive relief, including the award of attorney fees, costs or interest, may be awarded against the U.S.

Government only when explicitly provided by statute (e.g., Prompt Payment Act or Equal Access to Justice Act).

(6) Updating terms.

(i) After award, the contractor may unilaterally revise commercial supplier agreement terms provided the change is not material. A material change is defined as:

(A) Terms that significantly change Government rights or obligations;

(B) Terms that increase Government prices;

(C) Terms that decrease overall level of service; or

(D) Terms that limit any other Government right addressed elsewhere in this contract.

(ii) For revisions that will materially change the terms of the contract, the revised commercial supplier agreement must be incorporated into the contract using a bilateral modification.

(iii) Any license agreement terms or conditions unilaterally revised subsequent to award that are inconsistent with any material term or provision of this contract shall not be enforceable against the Government, and the Government shall not be deemed to have consented to them.

(7) No automatic renewals. The Government does not agree to any automatic renewal provisions because such agreements may violate the Anti-Deficiency Act, 31 U.S.C. § 1341(a)(1)(B). Any license or service tied to periodic payment is provided under this agreement (e.g., annual software maintenance or annual lease term), and such license or service shall not renew automatically upon expiration of its current term. Furthermore, the Government does not agree to any provision that limits the Government’s unilateral right under the FAR to exercise or not exercise an option at its sole discretion, such as conditioning the exercise of an option on the Government’s “best efforts” to obtain funding or requiring the exercise of an option absent termination for cause, for convenience, or for lack of appropriation.

(8) Indemnification. Any term or condition…