RFQ - 15B11926Q00000002 - 00005.pdf

15B11926Q00000002 Page 1 of 46

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

NOTE: OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24 AND 30.

1. REQUISITION NUMBER

15B11926PR000049

PAGE 1 OF

5. SOLICITATION NUMBER

15B11926Q00000002

2. CONTRACT NUMBER 3. AWARD/EFFECTIVE

DATE

4. ORDER NUMBER 6. SOLICITATION ISSUE

DATE

01/15/2026

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME

Jessica Hutchison J2Hutchison@bop.gov

b. TELEPHONE NUMBER (No collect calls)

304-626-2500

8. OFFER DUE DATE / LOCAL

TIME

02/20/2026 04:00 ET

CODE 15B119

Federal Bureau of Prisons

FCI Gilmer

201 FCI LANE

Glenville, WV 26351

9. ISSUED BY UNRESTRICTED OR X SET ASIDE:100.00 % FOR

X SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

(SDVOSB)

WOMEN-OWNED SMALL

BUSINESS (WOSB)

ECONOMICALLY DISADVANTAGED

WOMEN-OWNED SMALL BUSINESS

(EDWOSB)

8(A)

NORTH AMERICAN

INDUSTRY CLASSIFICATION

STANDARD (NAICS):

238290

SIZE STANDARD:

10. THE ACQUISITION IS

SEE SCHEDULE

11. DELIVERY FOR FREE ON BOARD

(FOB) DESTINATION UNLESS

BLOCK IS MARKED

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER THE

DEFENSE PRIORITIES AND

ALLOCATIONS SYSTEM -

DPAS (15 CFR 700)

13b. RATING

X REQUEST

FOR QUOTE

(RFQ)

INVITATION

FOR BID

(IFB)

REQUEST

FOR

PROPOSAL

(RFP)

14. METHOD OF SOLICITATION

CODE15. DELIVER TO CODE 15B11916. ADMINISTERED BY

Federal Bureau of Prisons FCI Gilmer

201 FCI LANE

Glenville, WV 26351

FACILITY

CODE

CODE

TELEPHONE NUMBER

17a. CONTRACTOR/

OFFEROR

15B119CODE18a. PAYMENT WILL BE MADE BY

Federal Bureau of Prisons FCI Gilmer

201 FCI LANE

Glenville, WV 26351

Business Office GIL-BusinessOffice-S@bop.gov

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN

OFFER SEE ADDENDUM

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

BELOW IS CHECKED

19.

ITEM NUMBER

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

FCI Gilmer intends to make a single award to a responsible entity that will provide all necessary equipment, labor, materials, and incidentals required for replacing and repairing elevator components for three elevators Firm Fixed Price

See Continuation Sheet(s) (Use Reverse and/or Attach Additional Sheets as Necessary)

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Government Use Only)

X 27a. SOLICITATION INCORPORATES BY REFERENCE (FEDERAL ACQUISITION REGULATION) FAR 52.212-1, 52.212-4. FAR 52.212-3

AND 52.212-5 ARE ATTACHED. ADDENDA

ARE X 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

X 28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN ____ COPIES TO

ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DELIVER ALL ITEMS SET FORTH

OR OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS SUBJECT TO THE

TERMS AND CONDITIONS SPECIFIED.

29. AWARD OF CONTRACT: REFERENCE _____________________________

OFFER DATED _________________ . YOUR OFFER ON SOLICITATION (BLOCK

5) INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH

HEREIN, IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER (Type or print) 30c. DATE SIGNED 31b. NAME OF THE CONTRACTING OFFICER (Type or print)

Jessica L Hutchison

31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 11/2021)

Prescribed by GSA - FAR (48 CFR) 53.212

15B11926Q00000002 Page 2 of 46

19.

ITEM NUMBER

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: _________________________________

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

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

PARTIAL FINAL

33. SHIP NUMBER 34. VOUCHER NUMBER 35. AMOUNT VERIFIED

CORRECT FOR

COMPLETE PARTIAL FINAL

36. PAYMENT 37. CHECK NUMBER

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

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT 42a. RECEIVED BY (Print)

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42b. RECEIVED AT (Location)

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

STANDARD FORM 1449 (REV. 11/2021) BACK

15B11926Q00000002 Page 3 of 46

Table of Contents

Section Description Page Number

Solicitation/Contract Form 1 Commodity or Services Schedule 2 Contract Clauses

2852.212-4 Contract Terms and Conditions, Commercial Items (FAR Deviation) (NOV 2020) 52.203-7 Anti-Kickback Procedures (Jun 2020) 52.203-12 Limitation On Payments to Influence Certain Federal Transactions (Jun 2020) 52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) 52.204-2 Security Requirements (Mar 2021) 52.204-13 Alt I (DEV) System for Award Management-Maintenance (Oct 2018) - Alternate I

(DEVIATION NOV 2025)

52.204-18 Commercial and Government Entity Code Maintenance (Aug 2020) 52.204-19 Incorporation by Reference of Representations and Certifications (Dec 2014) 52.209-10 (DEV) Prohibition on Contracting With Inverted Domestic Corporations (Nov 2015)

(DEVIATION NOV 2025)

52.222-6 (DEV) Construction Wage Rate Requirements (Aug 2018) (DEVIATION AUG 2025) 52.222-7 (DEV) Withholding of Funds (May 2014) (DEVIATION DEC 2025) 52.222-8 (DEV) Payrolls and Basic Records (Jul 2021) (DEVIATION DEC 2025) 52.222-9 (DEV) Apprentices and Trainees (July 2005) (DEVIATION DEC 2025) 52.222-10 (DEV) Compliance with Copeland Act Requirements (Feb 1988) (DEVIATION DEC 2025) 52.222-11 (DEV) Subcontracts (Labor Standards) (May 2014) (DEVIATION DEC 2025) 52.222-12 Contract Termination - Debarment (May 2014) 52.222-13 Compliance with Construction Wage Rate Requirements and Related Regulations (May 2014) 52.222-14 (DEV) Disputes Concerning Labor Standards (Feb 1988) (DEVIATION DEC 2025) 52.222-15 Certification of Eligibility (May 2014) 52.222-55 (DEV) Minimum Wages for Contractor Workers Under Executive Order 14026 (Jan

2022) (DEVIATION DEC 2025)

52.222-62 (DEV) Paid Sick Leave Under Executive Order 13706 (Jan 2022) (DEVIATION

DEC 2025)

52.223-2 (DEV) Reporting of Biobased Products Under Service and Construction Contracts (May 2024) (DEVIATION DEC 2025) 52.223-5 Pollution Prevention and Right-to-Know Information (May 2024) 52.226-7 Drug-Free Workplace (May 2024) 52.226-8 Encouraging Contractor Policies To Ban Text Messaging While Driving (May 2024) 52.227-2 Notice and Assistance Regarding Patent and Copyright Infringement (Jun 2020) 52.227-4 Patent Indemnity-Construction Contracts (Dec 2007) 52.228-2 Additional Bond Security (Oct 1997) 52.228-5 Insurance-Work on a Government Installation (Jan 1997) 52.228-11 Individual Surety-Pledge of Assets (Feb 2021) 52.228-12 Prospective Subcontractor Requests for Bonds (Dec 2022) 52.228-15 Performance and Payment Bonds-Construction (Jun 2020) 52.232-5 Payments under Fixed-Price Construction Contracts (May 2014) 52.232-17 Interest (May 2014) 52.232-23 Assignment of Claims (May 2014) 52.232-27 Prompt Payment for Construction Contracts (Jan 2017) 52.232-39 Unenforceability of Unauthorized Obligations (Jun 2013) 52.232-40 Providing Accelerated Payments to Small Business Subcontractors (Mar 2023) 52.233-3 (DEV) Protest after Award (Aug 1996) (DEVIATION NOV 2025)

15B11926Q00000002 Page 4 of 46

52.233-3 Alt I (DEV) Protest after Award (Aug 1996) - Alternate I (Jun 1985) (DEVIATION

NOV 2025)

52.233-4 (DEV) Applicable Law for Breach of Contract Claim (Oct 2004) (DEVIATION NOV 2025) 52.236-3 (DEV) Site Investigation and Conditions Affecting the Work (Apr 1984) (DEVIATION

AUG 2025)

52.236-5 (DEV) Material and Workmanship (Apr 1984) (DEVIATION AUG 2025) 52.236-6 (DEV) Superintendence by the Contractor (Apr 1984) (DEVIATION AUG 2025) 52.236-7 (DEV) Permits and Responsibilities (Nov 1991) (DEVIATION AUG 2025) 52.236-8 (DEV) Other Contracts (Apr 1984) (DEVIATION AUG 2025) 52.236-9 (DEV) Protection of Existing Vegetation, Structures, Equipment, Utilities, and Improvements (Apr 1984) (DEVIATION AUG 2025) 52.236-10 (DEV) Operations and Storage Areas (Apr 1984) (DEVIATION AUG 2025) 52.236-11 (DEV) Use and Possession Prior to Completion (Apr 1984) (DEVIATION AUG 2025) 52.236-12 (DEV) Cleaning Up (Apr 1984) (DEVIATION AUG 2025) 52.236-14 (DEV) Availability and Use of Utility Services (Apr 1984) (DEVIATION AUG 2025) 52.236-17 (DEV) Layout of Work (Apr 1984) (DEVIATION AUG 2025) 52.236-26 Preconstruction Conference (Feb 1995) 52.243-5 (DEV) Changes and Changed Conditions (Apr 1984) (DEVIATION JUL 2025) 52.244-6 (DEV) Subcontracts for Commercial Products and Commercial Services (JAN 2025)

(DEVIATION FEB 2025)

52.246-21 Warranty of Construction (Mar 1994) 52.246-21 Alt I Warranty of Construction (Mar 1994) - Alternate I (Apr 1984) 52.249-10 Default (Fixed-Price Construction) (Apr 1984) 52.204-2 Alt II Security Requirements (Mar 2021) - Alternate II (Apr 1984) 52.222-1 (DEV) Notice to the Government of Labor Disputes (Feb 1997) (DEVIATION DEC 2025) 52.222-4 (DEV) Contract Work Hours and Safety Standards--Overtime Compensation (May

2018) (DEVIATION DEC 2025)

52.227-1 Authorization and Consent (Jun 2020) 52.236-2 (DEV) Differing Site Conditions (Apr 1984) (DEVIATION AUG 2025) 2852.223-70 Unsafe Conditions Due to the Presence of Hazardous Material (NOV 2020) DOJ-01 Whistleblower Information Distribution (Oct 2021) DOJ-02 Contractor Privacy Requirements (JAN 2022) DOJ-05 Security of Department Information and Systems (OCT 2023) FAO-0001 Bonds FAO-0002 Magnitude FAO-0003 Required Insurance FAO-0004 Pre-Construction Conference FAO-0005 Submittals FAO-0006 Contractor Use of Premises FAO-0007 Payment Services FAO-0008 Request for Final Inspection FAO-0009 Contract Security (Program Statement 3000.03 Human Resource Management Manual) FAO-0010 Assignment of Contract Administration Office and Functions FAO-0012 Progress Meetings FAO-0015 Changes FAO-0016 Equitable Adjustments: Waiver and Release of Claims 52.212-5 Alt II Contract Terms and Conditions Required To Implement Statutes or Executive Orders-Commercial Products and Commercial Services (Oct 2025) - Alternate II (Oct 2025)

3 List of Attachments 4 Solicitation Provisions

52.212-3 Offeror Representations and Certifications-Commercial Products and Commercial Services (Oct 2025) 52.215-1 (DEV) Instructions to Offerors-Competitive Acquisition (Nov 2021) (DEVIATION DEC 2025)

15B11926Q00000002 Page 5 of 46

52.215-1 Alt I (DEV) Instructions to Offerors-Competitive Acquisition (Nov 2021) - Alternate I

(DEVIAITION DEC 2025)

52.215-1 Alt II (DEV) Instructions to Offerors-Competitive Acquisition (Nov 2021) - Alternate II

(DEVIATION DEC 2025)

15B11926Q00000002 Page 6 of 46

Section 1 - Commodity or Services Schedule

SCHEDULE OF SUPPLIES/SERVICES

CONTINUATION SHEET

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0001 Alpha Unit Elevator *See attached Statement of Work*

The Contractor is required to supply, replace, and install the following components:

Non periptery MCE control Power unit motor Key activated fixtures, Best Key flat type Car operating panel GAL door operator Hanger rolls GAL Interlocks GAL hoist door hangers All new travel and hoist cable wiring Car guide rollers replaced or repaired Replace current leveling system with MCE leveling system All electronics and electronic wiring

*Offerors or quoters are urged and expected to inspect the site where services are to be performed and to satisfy themselves regarding all general and local conditions that may affect the cost of contract performance, to the extent that the information is reasonably obtainable. In no event shall failure to inspect the site constitute grounds for a claim after contract award.* FAR 52.237-1

PSC: Z2FF

Delivery Schedule:

Quantity: 0.000000

Place of Performance Address: Federal Bureau of Prisons FCI Gilmer

201 FCI LANE

Glenville, WV 26351

1 EA $________ $_________________

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0002 Bravo Unit Elevator *See attached Statement of Work*

The Contractor is required to supply, replace, and install the following components:

Non periptery MCE control Power unit motor Key activated fixtures, Best Key flat type Car operating panel GAL door operator Hanger rolls GAL Interlocks GAL hoist door hangers All new travel and hoist cable wiring Car guide rollers replaced or repaired Replace current leveling system with MCE leveling system All electronics and electronic wiring

*Offerors or quoters are urged and expected to inspect the site where services are to be performed and to satisfy themselves regarding all general and local conditions that may affect the cost of contract performance, to the extent that the information is reasonably obtainable. In no event shall failure to inspect the site constitute grounds for a claim after contract award.* FAR 52.237-1

FCI Gilmer

201 FCI LANE

Glenville, WV 26351

1 EA $________ $_________________

15B11926Q00000002 Page 7 of 46

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0003 Charlie Unit Elevator *See attached Statement of Work*

The Contractor is required to supply, replace, and install the following components:

Non periptery MCE control Power unit motor Key activated fixtures, Best Key flat type Car operating panel GAL door operator Hanger rolls GAL Interlocks GAL hoist door hangers All new travel and hoist cable wiring Car guide rollers replaced or repaired Replace current leveling system with MCE leveling system All electronics and electronic wiring

*Offerors or quoters are urged and expected to inspect the site where services are to be performed and to satisfy themselves regarding all general and local conditions that may affect the cost of contract performance, to the extent that the information is reasonably obtainable. In no event shall failure to inspect the site constitute grounds for a claim after contract award.* FAR 52.237-1

FCI Gilmer

201 FCI LANE

Glenville, WV 26351

1 EA $________ $_________________

15B11926Q00000002 Page 8 of 46

Section 2 - Contract Clauses

2852.212-4 Contract Terms and Conditions, Commercial Items (FAR Deviation) (NOV 2020)

When a commercial item is contemplated (using FAR part 12 procedures or otherwise) and the contract will include FAR 52.212-4, the following replaces subparagraph (g)(2); paragraph (h); subparagraph (i)(2); paragraph (s); and paragraph (u), Unauthorized Obligations, of the basic FAR clause, and adds paragraph (w), as follows:

(g)(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment act regulations at 5 CFR part 1315, as modified by subparagraph (i)(2), Prompt payment, of this clause.

(h) Patent indemnity. Contractor shall indemnify and hold harmless the Government and its respective affiliates, officers, directors, employees, agents, successors and assigns (collectively, “Indemnities”) from and against any and all liability and losses incurred by the Indemnities that are (i) included in any settlement and/or (ii) awarded by a court of competent jurisdiction arising from or in connection with any third party claim of infringement made against Indemnities asserting that any product or service supplied under this contract constitutes infringement of any patent, copyright, trademark, service mark, trade name or other proprietary or intellectual right. This indemnity shall not apply unless Contractor shall have been informed within a reasonable time by the Government of the claim or action alleging such infringement and shall have been given such opportunity as is afforded by applicable laws, rules, or regulations to participate in its defense. This indemnity also shall not apply to any claim unreasonably settled by the Government which obligates Contractor to make any admission or pay any amount without written consent signed by an authorized officer of Contractor, unless required by final decree of a court of competent jurisdiction.

(i)(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C.

3903) and prompt payment regulations (5 CFR part 1315), with the following modification regarding the due date: For the sole purpose of computing an interest penalty due the Contractor, the Government agrees to inspect and determine the acceptability of any supply delivered or service performed specified in the invoice within thirty (30) days of receipt of a proper invoice from the Contractor, after which time, if no affirmative action has been taken by the Government to accept such supply or service, the supply or service will be deemed accepted and payment due thirty (30) days from the date of deemed acceptance. If the Government makes the determination that the item delivered or service performed is deficient or otherwise unacceptable, or the invoice is otherwise determined not to be a proper invoice, the terms and conditions of this paragraph regarding prompt payment will apply to the date the Contractor corrects the deficiency in the item delivered or service performed or submits a proper invoice. If actual acceptance occurs within the constructive acceptance period, the Government will base the determination of an interest penalty on the actual date of acceptance. The constructive acceptance requirement does not, however, compel Government officials to accept supplies or services, perform contract administration functions, or make payment prior to fulfilling their responsibilities.

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

(1) The schedule of supplies/services.

(2) The Assignments, Payments, Invoice, Other Compliances, and Compliance with Laws Unique to Government Contracts provisions of the basic FAR clause at 52.212-4, and the Unauthorized Obligations and Contractor's Commercial Supplier Agreements—Unenforceable Clauses provisions of JAR 2852.212-4.

(3) FAR 52.212-5.

(4) Other paragraphs of the basic FAR clause at 52.212-4, with the exception of paragraph (o), Warranty, and those paragraphs identified in this deviation of 52.212-4.

(5) Addenda to this solicitation, contract, or order, including contractor's Commercial supplier agreements incorporated into the contract.

(6) Solicitation provisions if this is a solicitation.

(7) Paragraph (o), Warranty, of the basic FAR clause at 52.212-4.

(8) The Standard Form 1449.

(9) Other documents, exhibits, and attachments.

(10) The specification.

(u) Unauthorized obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract or order is subject to any Commercial supplier agreement that includes any language, provision, or clause requiring the Government

15B11926Q00000002 Page 9 of 46 to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (see 31 U.S.C. 1341), the following shall govern:

(i) Any such language, provision, or clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the commercial supplier agreement. If the commercial supplier agreement is invoked through an “I agree” click box or other similar mechanism ( e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such language, provision, or clause is deemed to be stricken from the commercial supplier agreement and have no effect.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(w) Commercial supplier agreements—unenforceable clauses. When any supply or service acquired under this contract or order is subject to a contractor's commercial supplier agreement, the following shall be deemed incorporated into such agreement and modifies and replaces any similar language, provision, or clause in such agreement. As used herein, “this agreement” means any contractor commercial supplier agreement:

(1) Notwithstanding any other provision of this agreement, when the end user is an agency or instrumentality of the U.S.

Government, the following shall apply:

(i) Applicability. This agreement is a part of a contract between commercial supplier and the U.S. Government for the acquisition of the supply or service that necessitates a license or other similar legal instrument (including all contracts, task orders, and delivery orders under FAR part 12).

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

(iii) Law and disputes. This agreement is governed by Federal law.

(A) Any language, provision, or clause purporting to subject the U.S. Government to the laws of any U.S. state, territory, district, or municipality, or the laws of a foreign nation, except where Federal law expressly provides for the application of such laws, is hereby deleted and shall have no effect.

(B) Any language, provision, or clause requiring dispute resolution in a specific forum or venue that is different from that prescribed by applicable Federal law is hereby deleted and shall have no effect.

(C) Any language, provision, or clause prescribing a different time period for bringing an action than that prescribed by applicable Federal law in relation to a dispute is hereby deleted and shall have no effect.

(iv) Continued performance. Notwithstanding any other provision in this agreement, if the Contractor believes the Government to be in breach of this contract, order, or agreement, it shall pursue its rights under the Contract Disputes Act or other applicable Federal statute while continuing performance as set forth in subparagraph (d), Disputes, of FAR 52.212-4.

(v) Arbitration; equitable or injunctive relief. In the event of a claim or dispute arising under or relating to the contract, order, or this agreement, (A) binding arbitration shall not be used unless otherwise specifically authorized by agency guidance, and (B) equitable or injunctive relief, including the award of attorney fees, costs or interest, may be awarded against the Government only when explicitly provided by statute.

(vi) Updating terms.

(A) After award, the contractor may unilaterally revise terms if they are not material. Material terms are defined as:

(1) Terms that change Government rights or obligations;

(2) Terms that increase Government prices;

(3) Terms that decrease the overall level of service; or

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

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

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

(vii) Order of precedence. Any Order of Precedence clause in any commercial supplier agreement is not enforceable against the Government. The applicable Order of Precedence for this contract, order, or agreement is FAR 52.212-4(s), as revised by JAR 2812.302 and 2852.212-4(s).

(viii) No automatic renewals. If any license or service tied to period payment is provided under this agreement (e.g., annual software maintenance or annual lease term), such license or service shall not renew automatically upon expiration of its current term without prior express consent by a properly warranted contracting officer, and any provision or term of any license or service purporting to provide for automatic renewal is unenforceable against the Government.

(ix) Indemnification by the Government or end-user. Any language, provision, or clause of this commercial supplier agreement requiring the Government or End-user to indemnify the commercial supplier or licensor is not enforceable against the Government.

15B11926Q00000002 Page 10 of 46

(x) Indemnification by the commercial supplier or licensor. Any clause of this agreement requiring or permitting the commercial supplier or licensor to defend the Government as a condition of indemnifying the Government for any claim of infringement is hereby amended to provide that the U.S. Department of Justice has the sole right to represent the United States in any such action, in accordance with 28 U.S.C. 516.

(xi) Audits. Any language, provision, or clause of this commercial supplier agreement permitting Contractor to audit the end user's compliance with this agreement is not enforceable against the Government. To the extent any language, provision or clause of this agreement permits Contractor to audit the Government's compliance under this contract, order, or agreement, such language, provision, or clause of this agreement is hereby stricken and replaced as follows:

“(A) If Contractor reasonably believes that the Government has violated the terms of this agreement with regard to the restrictions on authorized use and/or the number of authorized users, upon written request from Contractor, including an explanation of the basis for the request, DOJ will provide a redacted version of the Government's most recent Security Assessment and Authorization package (SAA) to Contractor on a confidential basis, so that Contractor may reasonably verify the Government's compliance with its obligations under this agreement. Contractor understands and agrees that the Government will remove or redact any information from the SAA that it reasonably believes may compromise (a) the security of the Government's information technology environment; (b) the confidentiality of any third-party proprietary or confidential information; (c) any confidential, sensitive law enforcement information; and (d) any other information that the Government believes may compromise a past, current, or prospective investigation, prosecution, or litigation.

Notwithstanding the preceding, and subject to the Government's policies and procedures for such review, including but not limited to complying with all Government security requirements prior to being granted access to the Government's facilities, including the execution of appropriate confidentiality and/or non-disclosure agreements, the Government will arrange, upon Contractor's written request, for Contractor to view an un-redacted version of the SAA on Government premises. Contractor understands that Contractor will be provided a copy of the un-redacted SAA on Government premises only and that no un-redacted copy of the SAA, or any medium containing information relating to it, will be permitted to be removed from Government premises.

(B) The Contractor also understands and agrees that the Contractor shall make a request under this paragraph no more than on an annual basis and only during the period of the contract, and that any activities performed by Contractor under this clause will be performed at Contractor's expense, without reimbursement by the Government.

(C) Discrepancies found with regard to the restrictions on authorized use and/or the number of authorized users may result in a charge by Contractor to the Government. Any resulting invoice must comply with the proper invoicing and payment requirements specified in the contract. This charge, if disputed by the Government, will be resolved through the Disputes clause at 52.212-4(d); no payment obligation shall arise on the part of the Government until the conclusion of the dispute process.”

(xii) Taxes or surcharges. Any taxes or surcharges which the Contractor seeks to pass along to the Government as end user will be governed by the terms of the underlying Government contract and, in any event, must be submitted to the Contracting Officer for a determination of applicability prior to invoicing unless specifically agreed to otherwise in the Government contract.

(xiii) Non-assignment. This agreement may not be assigned, nor may any rights or obligations thereunder be delegated, without the Government's prior approval, except as expressly permitted under FAR 52.212-4 (b), Assignment.

(xiv) Confidential information.

(A) During the term of this contract or order, either party may identify information as “confidential information,” and there shall be no disclosure, dissemination, or publication of any such information except to the extent required for the performance of this contract or order and otherwise provided in this clause or by statute or regulation. Specifically, the parties agree that the party receiving confidential information may only disclose such information to its employees and contractors on a “need-to-know” basis to carry out the obligations of this contract or order, and that subcontractors performing under this Agreement are subject to the same stipulations provided in this provision. The parties also agree that this provision shall survive the termination of this contract or order, and any confidential information obtained or received which comes within these restrictions shall remain confidential, provided that the obligation to treat information as confidential shall not apply to information which is or becomes publicly available through no improper action of the receiving party; is or comes to be in the receiving party's possession independent of its relationship with the disclosing party; is developed by or becomes known to the receiving party without use of any confidential information of the disclosing party; or is obtained rightfully from a third party not bound by an obligation of confidentiality. Additionally, nothing in this contract or order shall restrict disclosure by the receiving party pursuant to any applicable law, including but not limited to the Freedom of Information Act, 5 U.S.C. 552, et seq., or an order of any court of competent jurisdiction, provided that in either such case the receiving party gives prompt notice to the disclosing party to allow the disclosing party to interpose an objection to such disclosure, take action to assure confidential handling of the confidential information, or take such other action as it deems appropriate to protect its confidential information.

(B) The Government considers and hereby identifies as confidential any and all information related to any inquiries and/ or searches performed by the Government or by contractor at the Government's direction under this contract or order, including the subject of any such inquiry or search and any and all search terms, regardless of whether provided in writing or orally to Contractor, and Contractor agrees that it may only disclose such information to its employees and contractors

15B11926Q00000002 Page 11 of 46 on a “need-to-know” basis to carry out the obligations of this contract or order and that it will not share, reveal, divulge, disclose, disseminate, or publicize any such information to any third party except as provided in this provision without the prior written approval of the Contracting Officer. Contractor also understands and agrees that any subcontractors performing under this contract or order are subject to the same stipulations and that Contractor may be held responsible for any violations of confidentiality by a subcontractor.

(C) These provisions are consistent with and do not supersede, conflict with, or otherwise alter an employee's obligations, rights, or liabilities created by existing statute or Executive order relating to (1) classified information, (2) communications to Congress, (3) the reporting to an Inspector General of a violation of any law, rule, or regulation, or mismanagement, a gross waste of funds, an abuse of authority, or a substantial and specific danger to public health or safety, or (4) any other whistleblower protection. The definitions, requirements, obligations, rights, sanctions, and liabilities created by Executive orders and statutory provisions relating to whistleblower protection are incorporated into this contract and are controlling.

(D) The Government may share the terms, conditions and prices set forth in this Order with, and provide a copy of the Order to, other Executive branch agencies of the U.S. Government, provided that the Government shall ensure that other Executive branch agencies to which it provides such information will be required to treat all such information consistent with terms and conditions set forth in this Order.

(E) Notwithstanding anything in this agreement, the Government may retain any confidential information as required by law, regulation, or its internal document retention procedures for legal, regulatory, or compliance purposes; provided, however, that all such retained confidential information will continue to be subject to the confidentiality obligations of this Order.

(xv) Authorized users. Authorized users may include full and part-time employees of the Government, including those working at or from remote locations, and contractors and contractor employees working within the scope of their contract with the Government, including those at or from remote locations.

(xvi) Authorized use. Authorized users are authorized to use the product or service acquired under this contract in performing business on behalf of the Government. Any information obtained or acquired by the Government under this contract may be used by the Government in the performance of Government business.

(2) If any language, provision, or clause of this agreement conflicts or is inconsistent with the preceding paragraph (w)(1), the language, provisions, or clause of paragraph (w)(1) shall prevails to the extent of such inconsistency.

A.1 ADDENDUM TO FAR 52.212-4, Contract Terms and Conditions, Commercial Items (FAR Deviation) (NOV 2020)

The terms and conditions for the following clauses are hereby incorporated into this solicitation and resulting contract as an addendum to FAR clause 52.212-4.

Clauses By Reference

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): www.acquisition.gov

Clause Title Fill-ins (if applicable)

52.203-7 Anti-Kickback Procedures (Jun 2020)

52.203-12 Limitation On Payments to Influence Certain Federal

Transactions (Jun 2020)

52.203-19 Prohibition on Requiring Certain Internal Confidentiality

Agreements or Statements (Jan 2017)

52.204-2 Security Requirements (Mar 2021)

15B11926Q00000002 Page 12 of 46

Clause Title Fill-ins (if applicable)

52.204-13 Alt I (DEV) System for Award Management-Maintenance (Oct 2018)

- Alternate I (DEVIATION NOV 2025)

52.204-18 Commercial and Government Entity Code Maintenance

(Aug 2020)

52.204-19 Incorporation by Reference of Representations and

Certifications (Dec 2014)

52.209-10 (DEV) Prohibition on Contracting With Inverted Domestic

Corporations (Nov 2015) (DEVIATION NOV 2025)

52.222-6 (DEV) Construction Wage Rate Requirements (Aug 2018)

(DEVIATION AUG 2025)

52.222-7 (DEV) Withholding of Funds (May 2014) (DEVIATION DEC

2025)

52.222-8 (DEV) Payrolls and Basic Records (Jul 2021) (DEVIATION

DEC 2025)

52.222-9 (DEV) Apprentices and Trainees (July 2005) (DEVIATION DEC

2025)

52.222-10 (DEV) Compliance with Copeland Act Requirements (Feb

1988) (DEVIATION DEC 2025)

52.222-11 (DEV) Subcontracts (Labor Standards) (May 2014)

(DEVIATION DEC 2025)

52.222-12 Contract Termination - Debarment (May 2014)

52.222-13 Compliance with Construction Wage Rate Requirements and Related Regulations (May 2014)

52.222-14 (DEV) Disputes Concerning Labor Standards (Feb 1988)

(DEVIATION DEC 2025)

52.222-15 Certification of Eligibility (May 2014)

52.222-55 (DEV) Minimum Wages for Contractor Workers Under

Executive Order 14026 (Jan 2022) (DEVIATION DEC

2025)

52.222-62 (DEV) Paid Sick Leave Under Executive Order 13706 (Jan

2022) (DEVIATION DEC 2025)

15B11926Q00000002 Page 13 of 46

52.223-2 (DEV) Reporting of Biobased Products Under Service and

Construction Contracts (May 2024) (DEVIATION DEC

2025)

52.223-5 Pollution Prevention and Right-to-Know Information

(May 2024)

52.226-7 Drug-Free Workplace (May 2024)

52.226-8 Encouraging Contractor Policies To Ban Text

Messaging While Driving (May 2024)

52.227-2 Notice and Assistance Regarding Patent and Copyright

Infringement (Jun 2020)

52.227-4 Patent Indemnity-Construction Contracts (Dec 2007)

52.228-2 Additional Bond Security (Oct 1997)

52.228-5 Insurance-Work on a Government Installation (Jan

1997)

52.228-11 Individual Surety-Pledge of Assets (Feb 2021)

52.228-12 Prospective Subcontractor Requests for Bonds (Dec

2022)

52.228-15 Performance and Payment Bonds-Construction (Jun

2020)

52.232-5 Payments under Fixed-Price Construction Contracts

(May 2014)

52.232-17 Interest (May 2014)

52.232-23 Assignment of Claims (May 2014)

52.232-27 Prompt Payment for Construction Contracts (Jan 2017)

52.232-39 Unenforceability of Unauthorized Obligations (Jun 2013)

52.232-40 Providing Accelerated Payments to Small Business

Subcontractors (Mar 2023)

52.233-3 (DEV) Protest after Award (Aug 1996) (DEVIATION NOV 2025)

52.233-3 Alt I (DEV) Protest after Award (Aug 1996) - Alternate I (Jun 1985)

(DEVIATION NOV 2025)

15B11926Q00000002 Page 14 of 46

52.233-4 (DEV) Applicable Law for Breach of Contract Claim (Oct 2004)

(DEVIATION NOV 2025)

52.236-3 (DEV) Site Investigation and Conditions Affecting the Work

(Apr 1984) (DEVIATION AUG 2025)

52.236-5 (DEV) Material and Workmanship (Apr 1984) (DEVIATION

AUG 2025)

52.236-6 (DEV) Superintendence by the Contractor (Apr 1984)

(DEVIATION AUG 2025)

52.236-7 (DEV) Permits and Responsibilities (Nov 1991) (DEVIATION

AUG 2025)

52.236-8 (DEV) Other Contracts (Apr 1984) (DEVIATION AUG 2025)

52.236-9 (DEV) Protection of Existing Vegetation, Structures, Equipment, Utilities, and Improvements (Apr 1984)

(DEVIATION AUG 2025)

52.236-10 (DEV) Operations and Storage Areas (Apr 1984) (DEVIATION

AUG 2025)

52.236-11 (DEV) Use and Possession Prior to Completion (Apr 1984)

(DEVIATION AUG 2025)

52.236-12 (DEV) Cleaning Up (Apr 1984) (DEVIATION AUG 2025)

52.236-14 (DEV) Availability and Use of Utility Services (Apr 1984)

(DEVIATION AUG 2025)

52.236-17 (DEV) Layout of Work (Apr 1984) (DEVIATION AUG 2025)

52.236-26 Preconstruction Conference (Feb 1995)

52.243-5 (DEV) Changes and Changed Conditions (Apr 1984)

(DEVIATION JUL 2025)

52.244-6 (DEV) Subcontracts for Commercial Products and Commercial

Services (JAN 2025) (DEVIATION FEB 2025)

52.246-21 Warranty of Construction (Mar 1994)

52.246-21 Alt I Warranty of Construction (Mar 1994) - Alternate I (Apr

1984)

52.249-10 Default (Fixed-Price Construction) (Apr 1984)

15B11926Q00000002 Page 15 of 46

Clauses By Full Text

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):

ACQUISITION.GOV

[Insert one or more Internet addresses]

(End of clause)

52.204-2 Alt II Security Requirements (Mar 2021) - Alternate II (Apr 1984)

(a) This clause applies to the extent that this contract involves access to information classified "Confidential," "Secret," or "Top Secret."

(b) The Contractor shall comply with--

(1) The Security Agreement (DDForm441), including the National Industrial Security Program Operating Manual (32 CFR part 117); and

(2) Any revisions to that manual, notice of which has been furnished to the Contractor.

(c) If, subsequent to the date of this contract, the security classification or security requirements under this contract are changed by the Government and if the changes cause an increase or decrease in security costs or otherwise affect any other term or condition of this contract, the contract shall be subject to an equitable adjustment as if the changes were directed under the Changes clause of this contract.

(d) The Contractor agrees to insert terms that conform substantially to the language of this clause, including this paragraph (d) but excluding any reference to the Changes clause of this contract, in all subcontracts under this contract that involve access to classified information.

(e) The Contractor shall be responsible for furnishing to each employee and for requiring each employee engaged on the work to display such identification as may be approved and directed by the Contracting Officer. All prescribed identification shall immediately be delivered to the Contracting Officer, for cancellation upon the release of any employee.

When required by the Contracting Officer, the Contractor shall obtain and submit fingerprints of all persons employed or to be employed on the project.

(End of clause)

52.222-1 (DEV) Notice to the Government of Labor Disputes (Feb 1997) (DEVIATION DEC 2025)

If the Contractor has knowledge that any actual or potential labor dispute is delaying or threatens to delay the timely performance of this contract, the Contractor must immediately give notice, including all relevant information, to the Contracting Officer.

(End of clause)

52.222-4 (DEV) Contract Work Hours and Safety Standards--Overtime Compensation (May 2018) (DEVIATION DEC 2025)

15B11926Q00000002 Page 16 of 46

(a) Overtime requirements. No Contractor or subcontractor employing laborers or mechanics (see Federal Acquisition Regulation 22.301-1) must require or permit them to work over 40 hours in any workweek unless they are paid at least 1 and 1/2 times the basic rate of pay for each hour worked over 40 hours.

(b) Violation; liability for unpaid wages; liquidated damages. The responsible Contractor and subcontractor are liable for unpaid wages if they violate the terms in paragraph (a) of this clause. In addition, the Contractor and subcontractor are liable for liquidated damages payable to the Government. The Contracting Officer will assess liquidated damages at the rate specified at 29 CFR 5.5(b)(2) per affected employee for each calendar day on which the employer required or permitted the employee to work in excess of the standard workweek of 40 hours without paying overtime wages required by the Contract Work Hours and Safety Standards statute (found at 40 U.S.C. chapter 37). In accordance with the Federal Civil Penalties Inflation Adjustment Act of 1990 ( 28 U.S.C. 2461 Note), the Department of Labor adjusts this civil monetary penalty for inflation no later than January 15 each year.

(c) Withholding for unpaid wages and liquidated damages. The Contracting Officer will withhold from payments due under the contract sufficient funds required to satisfy any Contractor or subcontractor liabilities for unpaid wages and liquidated damages. If amounts withheld under the contract are insufficient to satisfy Contractor or subcontractor liabilities, the Contracting Officer will withhold payments from other Federal or federally assisted contracts held by the same Contractor that are subject to the Contract Work Hours and Safety Standards statute.

(d) Payrolls and basic records. (1) The Contractor and its subcontractors must maintain payrolls and basic payroll records for all laborers and mechanics working on the contract during the contract and must make them available to the Government until 3 years after contract completion. The records must contain the name and address of each employee, social security number, labor classifications, hourly rates of wages paid, daily and weekly number of hours worked, deductions made, and actual wages paid. The records need not duplicate those required for construction work by Department of Labor regulations at 29 CFR 5.5(a)(3) implementing the Construction Wage Rate Requirements statute.

(2) The Contractor and its subcontractors must allow authorized representatives of the Contracting Officer or the Department of Labor to inspect, copy, or transcribe records maintained under paragraph (d)(1) of this clause. The Contractor or subcontractor also must allow authorized representatives of the Contracting Officer or Department of Labor to interview employees in the workplace during working hours.

(e) Subcontracts. The Contractor must insert the provisions set forth in paragraphs (a) through (d) of this clause in subcontracts that may require or involve the employment of laborers and mechanics and require subcontractors to include these provisions in any such lower tier subcontracts. The Contractor must be responsible for compliance by any subcontractor or lower-tier subcontractor with the provisions set forth in paragraphs (a) through (d) of this clause.

52.227-1 Authorization and Consent (Jun 2020)

(a) The Government authorizes and consents to all use and manufacture, in performing this contract or any subcontract at any tier, of any invention described in and covered by a United States patent--

(1) Embodied in the structure or composition of any article the delivery of which is accepted by the Government under this contract; or

(2) Used in machinery, tools, or methods whose use necessarily results from compliance by the Contractor or a subcontractor with (i) specifications or written provisions forming a part of this contract or (ii) specific written instructions given by the Contracting Officer directing the manner of performance. the entire liability to the Government for infringement of a United States patent shall be determined solely by the provisions of the indemnity clause, if any, included in this contract or any subcontract hereunder (including any lower-tier subcontract), and the Government assumes liability for all other infringement to the extent of the authorization and consent hereinabove granted.

(b) The Contractor shall include the substance of this clause, including this paragraph (b), in all subcontracts that are expected to exceed the simplified acquisition threshold, as defined in Federal Acquisition Regulation (FAR) 2.101 on the date of subcontract award. However, omission of this clause from any subcontract, including those at or below the simplified acquisition threshold, as defined in FAR 2.101 on the date of subcontract award, does not affect this authorization and consent.

15B11926Q00000002 Page 17 of 46

52.236-2 (DEV) Differing Site Conditions (Apr 1984) (DEVIATION AUG 2025)

(a) The Contractor shall promptly, and before the conditions are disturbed, give a written notice to the Contracting Officer of

(1) Latent physical conditions or subsurface conditions at the site which differ materially from those indicated in this contract; or

(2) Unknown physical conditions at the site, of an unusual nature, which differ materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in the contract.

(b) (1) The Contracting Officer will investigate the site conditions promptly after receiving such a notice.

(2) If the conditions materially so differ and cause an increase or decrease in the Contractor's cost of, or the time required for, performing any part of the work under this contract an equitable adjustment must be made under this clause.

(c) No request for an equitable adjustment to the contract under this clause will be allowed, unless the Contractor has given the written notice required.

(d) No request for an equitable adjustment to the contract for differing site conditions will be allowed if made after final payment under this contract.

2852.223-70 Unsafe Conditions Due to the Presence of Hazardous Material (NOV 2020)

(a) “Unsafe condition” as used in this clause means the actual or potential exposure of Contractor or Government employees to a hazardous material.

(b) “Hazardous Material” as used in this clause includes any material defined as hazardous under the latest version of Federal Standard No. 313 (including revisions adopted during the term of the contract), any other potentially hazardous material requiring safety controls, or any other material or working condition designated as hazardous by the Contracting Officer's Representative (COR).

(c) The Occupational Safety and Health Administration (OSHA) is responsible for issuing and administering regulations that require Contractors to apprise its employees of all hazards to which they may be exposed in the course of their employment; proper conditions and precautions for safe use and exposure; and related symptoms and emergency treatment in the event of exposure.

(d) Prior to commencement of work, Contractors are required to inspect for and report to the Contracting Officer the presence of, or suspected presence of, any unsafe condition including asbestos or other hazardous materials or working conditions in areas in which they will be working.

(e) If during the performance of the work under this contract, the Contractor or any of its employees, or subcontractor employees, discovers the existence of an unsafe condition, the Contractor shall immediately notify the Contracting Officer, or designee (with written notice provided not later than three (3) working days thereafter), of the existence of an unsafe condition. Such notice shall include the Contractor's recommendations for the protection and the safety of Government, Contractor and subcontractor personnel and property that may be exposed to the unsafe condition.

(f) When the Government receives notice of an unsafe condition from the Contractor, the parties will agree on a course of action to mitigate the effects of that condition and, if necessary, the contract will be amended.