RFQ_75N95022Q00120.pdf

COMBINED SYNOPSIS / SOLICITATION-COMPETITIVE

Title: Extended Warranty and Technical Support for BBI-piPET-314-13

1. This is a combined synopsis/solicitation for commercial items prepared in accordance with the format in Federal Acquisition Regulation (FAR) Subpart 12.6 as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; quotes are being requested and a separate written solicitation will not be issued.

2. The solicitation number is 75N95022Q00120 and the solicitation is issued as request for quotation (RFQ).

This acquisition is for a commercial item or service and is conducted under the authority of the FAR Part 13 —Simplified Acquisition Procedures; and FAR Part 12—Acquisition of Commercial Items and is not expected to exceed the simplified acquisition threshold. A fixed-price type of purchase order is contemplated for this requirement.

The National Institute on Drug Abuse (NIDA) Intramural Research Program (IRP) Neuroimaging Research Branch owns a BBI-piPET-314-13 primate PET scanner to perform imaging studies on preclinical models. The purpose of this acquisition is to acquire a service contract to support the operation of this scanner. This service is required to ensure continued high-quality imaging performance of the scanner to support research in substance use disorders (SUD). See Attachment 1 – Statement of Work, for additional details.

3. The solicitation document and incorporated provisions and clauses are those in effect through Federal Acquisition Circular 2022-05, dated 03-07-2022.

4. The North American Industry Classification System (NAICS) Code for this procurement is

334510 - Electromedical and Electrotherapeutic Apparatus Manufacturing, and the small business size standard 1,250 employees or less. This requirement is not a total small business set-aside.

5. Line Items: NIDA anticipates the use of a Firm-Fixed-Price type contract as a result of this solicitation. NIDA also anticipates the use of Options in accordance with the Federal Acquisition Regulation 52.217- 9 Option to Extend the Term of the Contract (Mar 2000). It is anticipated that this contract will consist of a 12-month Base Period, with two (2) additional 12-month Option Periods. This period of performance will allow for the greatest flexibility given the program needs and funding availability. It is estimated that the Base Period will begin on April 18, 2022 and run through April 17, 2023. Below is a table that contains a list of line item number and description of the requirement for the anticipated award of the Base Period.

Line No.

Description

1 FY22. Base Period. Extended Warranty and Technical Support for BBI-piPET- 314-13. April 18, 2022 – April 17, 2023.

6. Project Requirements: Independently and not as an agent of the Government, the

Contractor shall furnish all the necessary services, qualified personnel, material, equipment, and facilities, not otherwise provided by the Government as needed to perform the Statement of Work below to provide:

One annual Preventative Maintenance service call during warranty extension period including complete system re-calibration and mechanical evaluation.

Officially released software updates not requiring additional hardware or hardware upgrades will be made available at no charge during the warranty extension period.

Diagnostic Service and On-Site Field Service as needed by a certified technician qualified to perform maintenance on the NRB’s BBI-piPET-314-13 PET scanner (Serial Number 19-811).

Telephone support and remote troubleshooting.

Equipment Repair and Replacement parts, as needed.

Emergency assessment and repair, as needed.

All parts and labor - Contractor shall schedule and perform onsite preventive maintenance from 8:00 am – 5:00 pm Monday through Friday, excluding Federal holidays.

Please see Attachment 1 – Statement of Work for the complete description and details of the requirement.

7. The anticipated period of performance for the order shall be:

Base Year: April 18, 2022 through April 17, 2023

Option Period 1: April 18, 2023 through April 17, 2024

Option Period 2: April 18, 2024 through April 17, 2025

The ultimate period of performance if all options are exercised shall be April 18, 2022 through April 17, 2025.

8. The provision at FAR clause 52.212-1, Instructions to Offerors – Commercial Items, applies to this acquisition.

9. The provision at FAR clause 52.212-2, Evaluation – Commercial Items, applies to this acquisition. The following is provided as an addendum to clause 52.212-2:

The award resulting from this solicitation will be made to the responsible Offeror whose quote is most advantageous to the Government, price and other factors considered. The following factors shall be used to evaluate quotations: Technical Criteria, Price, and Options.

A tradeoff process shall be used for this acquisition because it has been determined to be in the best interest of the Government to consider award to other than the lowest priced Offeror or other than the highest technically rated offeror. All evaluation factors and significant sub-factors are listed below in terms of their relative importance. Technical Factors are significantly more important than price.

Evaluations will be based on the demonstrated capabilities of the prospective Offeror in relation to the needs of the project. The merits of each quote will be evaluated carefully.

Each quote must document the feasibility of successful implementation of the requirements of this solicitation. The Offeror must submit information sufficient to evaluate its quotes based on the detailed factors listed below.

a. Technical Evaluation Criteria

As part of the Technical Quote, the Offeror shall include the following:

1. Technical Capability and Functionality

NIDA shall evaluate the offeror’s technical approach for overall capability and functionality in relation to the General Requirement, Salient Characteristics, Quantity and Deliverables as described in the Statement of Work.

2. Contract Management and Customer Support

NIDA shall evaluate the offeror’s ability to provide a high level of customer service, particularly in the area of initial responsiveness and resolution of device and service problems. Specifically, the Government will evaluate the Offeror’s capability based on its description of any applicable warranty, customer support process.

3. Speed of Delivery, Installation and Set-up

NIDA shall evaluate the offeror’s technical approach for completeness, feasibility, soundness and practicality of the proposed approach and work plan for accomplishing the requirements of the Statement of Work.

4. Past Performance

The Offeror shall provide past performance information. Past performance information shall cover a minimum of 1 year in relevant services and deliveries of comparable systems. The Offeror shall provide at least one reference for any project identified under the experience factor that has a performance period within the past three years. For each reference, the offeror shall provide: (1) Organization/contracting partner's name; (2) Point of contact's (POC) name and contact information: Current phone numbers. Valid email addresses; (3) Description that precisely explains: General scope of the contract. Specific requirements of the contract.

Offerors will be evaluated based on information obtained from references provided by the offeror, other relevant past performance information obtained from other sources known to the Government, and any information supplied by the offeror concerning problems encountered on the identified contracts and corrective action taken. Furthermore, the Government will assess the relative risks associated with each offeror. Performance risks are those associated with an offeror's likelihood of success in performing the acquisition requirements as indicated by that offeror's record of past performance. The assessment of performance risk is not intended to be the product of a mechanical or mathematical analysis of an offeror's performance on a list of contracts but rather the product of subjective judgment by the Government after it considers all available and relevant information.

b. Price Evaluation Offerors price quote will be evaluated for reasonableness. For a price to be reasonable, it must represent a price to the government that a prudent person would pay when consideration is given to prices in the market. Normally, price reasonableness is established through adequate price competition, but may also be determined through cost and price analysis techniques. Price evaluation will not be conducted on any Offeror determined to be technically unacceptable.

c. Evaluation of Options

It is anticipated that any contract(s) awarded from this solicitation will contain option provision(s) and period(s). In accordance with FAR Clause 52.217-5, Evaluation of Options, (July 1990), the Government will evaluate offers for award purposes by adding the total price for all options to the total price for the basic requirement, except when it is determined in accordance with FAR 17.206(b) not to be in the Government's best interests. Evaluation of options will not obligate the Government to exercise the option(s). However, this evaluation will not be conducted on any offeror whose Quote is determined to be technically unacceptable.

10. The Offeror is to include a completed copy of the provision at FAR clause 52.212-3, Offeror

Representations and Certifications—Commercial Items, with its offer. Offerors must include the representation at 52.204-24 if it is not in in their completed FAR Representations and Certifications. A copy of that representation is attached as Attachment 2 - Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment.

11. The FAR clause at 52.212-4, Contract Terms and Conditions – Commercial Items, applies to this acquisition and is supplemented by Attachment 3 - 52.212-4 Addendum and Supplemental Clauses.

12. The FAR clause at 52.212-5, Contract Terms and Conditions Required to Implement Statutes or Executive Orders—Commercial Items, applies to this acquisition and is supplemented by Attachment 4 - 52.212-5 Addendum.

13. The following additional contract requirement(s) or terms and conditions as determined by the Contracting Officer are necessary for this acquisition and consistent with customary commercial practices. Additional contract requirement(s) or terms and conditions determined by the Contracting Officer to be necessary for this acquisition are supplemented by the following attachments:

Attachment 1 - Statement of Work Attachment 2 – Representation Regarding Certain Telecommunications and Video

Surveillance Services or Equipment Attachment 3 - 52.212-4 Contract Terms and Conditions – Commercial Items (October

2018) Attachment 4 - 52.212-5 Contract Terms and Conditions Required to Implement Statutes or Executive Orders-Commercial Items Attachment 5 – Invoice Instructions

14. This is not a rated order under the Defense Priorities and Allocations System (DPAS). The resultant purchase order will provide that HHS reserves the right to exercise priorities and allocations authority with respect to this contract, to include rating this order in accordance with 45 CFR Part 101, Subpart A—Health Resources Priorities and Allocations System.

15. The response to the combined synopsis/solicitation is due no later than March 30, 2022 at 3:00 P.M. Eastern Standard Time (EST). Offers submitted after the deadline may not be considered. The response should be submitted in a searchable electronic format to the Contract Specialist, Shaun Rostad at Shaun.Rostad@nih.gov. Electronic submittals must include the combined synopsis/solicitation 75N95022Q00120 and the Title in the Subject Line.

In addition, the Unique Entity Identifier (UEI) number, the Taxpayer Identification Number (TIN), and the certification of business size must be included in the response. All offerors must have an active registration in the System for Award Management (SAM) www.sam.gov.

The Offeror must submit with their quote the following information:

technical quote in accordance with this combined synopsis/solicitation in a searchable

PDF format;

Price quote in an Excel format;

the Unique Entity Identifier (UEI) number; and Verification of System for Award Management (SAM) Registration www.sam.gov.

Technical quotes shall be submitted in accordance with the Project Requirements identified in Section 6 of this combined synopsis/solicitation.

The Offeror should submit a separate business quotes in searchable PDF format.

In its business quote, the Offeror shall add the total price for the Option Periods to the total price for the basic requirements.

Any quote, modification, or revision that is received at the designated Government office after the exact date and time specified for receipt of quotations is “late” and may not be considered. Quotes received “late” may not be evaluated or considered for award and may be returned to the Offeror.

If an emergency or unanticipated event interrupts normal Government processes so that quotes cannot be received at the Government office designated for receipt of quotes by the exact time specified in the solicitation, and urgent Government requirements preclude amendment of the solicitation closing date, the time specified for receipt of quotes will be deemed to be extended to the same time of day specified in the solicitation on the first work day on which normal Government processes resume.

The Government reserves the right to award without discussions if the Contracting Officer determines that the initial prices are fair and reasonable and that discussions are not necessary.

16. Questions and requests for clarification should be submitted electronically to the Contract Specialist, Shaun Rostad at Shaun.Rostad@nih.gov on or before 3:00 pm March 28, 2022.

Any questions or request for clarification must include the combined synopsis/solicitation 75N95022Q00120 and the Title in the Subject Line.

Version 11-30-2016-1 FAR Part 11—Describing Agency Needs

STATEMENT OF WORK (SERVICES)

(SOW)

GENERAL INFORMATION

Title of Project:

Extended Warranty and Technical Support for BBI-piPET-314-13

Statement of Need and Purpose:

The National Institute on Drug Abuse (NIDA) Intramural Research Program (IRP) Neuroimaging Research Branch owns a BBI-piPET-314-13 primate PET scanner to perform imaging studies on preclinical models. The purpose of this acquisition is to acquire a service contract to support the operation of this scanner. This service is required to ensure continued high-quality imaging performance of the scanner to support research in substance use disorders (SUD).

Background Information and Objective:

The mission of the IRP of the NIDA is to conduct state-of-the-art research on basic mechanisms that underlie drug use and substance use disorders, and to develop new methods for the treatment of substance use disorders. Research is supported at the molecular, genetic, cellular, animal, and clinical levels and is conceptually integrated, highly innovative, and focused on major problems in the field. The long-term goal of the research is to better understand the biological and behavioral factors contributing to initiation and maintenance of substance use disorders (and associated diseases), and to translate this knowledge into improved strategies for preventing, treating, and reducing the negative consequences of substance use disorders for the individual and for society.

The goal of the Biobehavioral Imaging and Molecular Neuropsychopharmacology Unit is to better understand the neurobiological antecedents of illicit drug use and development of an SUD, the neuronal consequences of short and long-term drug use and the potential reversibility of these neuroadaptations. The major paradigm employed towards this goal is the development and application of novel neuroimaging tools, predominantly PET imaging applied together with behavioral, and pharmacological manipulations and genetic investigations in preclinical protocols. The long-term objective of this research is to inform the development of better behavioral and pharmacological interventions to treat SUDs and help prevent vulnerable individuals from initiating drug use.

Period of Performance:

Base Period: April 18, 2022 – April 17, 2023 Option Period 1: April 18, 2023 – April 17, 2024 Option Period 2: April 18, 2024 – April 17, 2025

SCOPE OF WORK

General Requirements:

Independently and not as an agent of the Government, the Contractor shall furnish all the necessary services, qualified personnel, material, equipment, and facilities, not otherwise provided by the Government as needed to perform the Statement of Work below to provide:

RFQ 75N95022Q00120 Attachment 1 - Statement of Work

1. One annual Preventative Maintenance service call during warranty extension period including complete system re-calibration and mechanical evaluation.

2. Officially released software updates not requiring additional hardware or hardware upgrades will be made available at no charge during the warranty extension period.

3. Diagnostic Service and On-Site Field Service as needed by a certified technician qualified to perform maintenance on the NRB’s BBI-piPET-314-13 PET scanner (Serial Number 19-811).

4. Telephone support and remote troubleshooting.

5. Equipment Repair and Replacement parts, as needed.

6. Emergency assessment and repair, as needed.

7. All parts and labor - Contractor shall schedule and perform onsite preventive maintenance from 8:00 am – 5:00 pm Monday through Friday, excluding Federal holidays.

Specific Requirements:

1. Preventive Maintenance:

a. One per year to provide preventive maintenance to the PET scanner.

b. Visits shall include labor and travel.

c. Assessment and evaluation of overall functionality of the scanner, and system re-calibration and software updates.

d. Preventive Replacement of working parts as necessary, to prevent future failures.

2. Repair services for all parts of the equipment, which includes the following:

a. The contractor shall have either an adequate supply of parts in stock and readily available to the service technicians or be able to obtain any required part within 48 hours of the service technician assessment.

b. The service technicians need to be OEM trained and qualified.

c. All service is to be warrantied for 6 months and any replacement part must have at least a 12-month warranty.

Contractor shall have access to proprietary parts and test instrumentation for effective repair in case of malfunction. Technical performance requirements include system coverage on the subject equipment by Original Equipment Manufacturer (OEM) factory-trained, authorized technicians and providers of any required parts and software or proprietary diagnostic software and software enhancements must be OEM certified (new or like-new) and compatible with the subject equipment.

Contractor shall be required to provide written documentation in achieving this statement of work during the period of performance. The original documentation shall be provided by the vendor to show they completed service.

Service shall include labor and parts coverage, extended coverage hours, on-site labor response, technical telephone response (call-back to schedule), and planned maintenance, diagnostics software license and service documentation, and preferred labor rate.

SALIENT CHARACTERISTICS:

Equipment Model: BBI-piPET-314-13 (piPET® PRIMAVERA)

Description: piPET® Positron Emission Tomography (PET) scanner for preclinical and veterinary research.

PET Detector Ring comprising 15 gamma ray detectors. Each gamma ray detector contains 1,014 lutetium-based scintillating crystal elements (2mm x 2mm x 13mm) read out by PS PMTs.

Linear stages, and motors mounted in detector housing

Data acquisition electronics

Data processing/image reconstruction software Vertical mount system (AwakePET™)

LEVEL OF EFFORT:

One Preventive Maintenance Service Plan at fixed pricing is anticipated.

GOVERNMENT RESPONSIBILITIES:

The government owns the scientific instrumentation. The field service technician will be required to notify the POC from the NIDA/IRP for access to the Neuroimaging Research Branch.

The unit is housed at NIDA-IRP, located at the Biomedical Research Center (BRC) at 251 Bayview Boulevard, Suite 200, Baltimore, Maryland 21224.

DELIVERY OR DELIVERABLES:

Documentation shall be provided by the vendor to show they completed the preventive service on the equipment and left with the COR or POC. The service technician is to present a service ticket that briefly details the work performed during the service visit to the POC for signature and a copy of the ticket is to be left with the POC.

A detailed written report of any service and\or preventive maintenance is to be submitted to the Contracting Officer’s Representative, or a delegated entity, within 24 hours of service being performed.

TRAVEL:

Not Applicable - All travel time must be included within the provided service agreement quote.

KEY PERSONNEL:

Original Equipment Manufacturer (OEM) factory-trained, authorized technicians.

OTHER CONSIDERATIONS:

Information System Security Plan:

Not Applicable

Data Rights:

Not Applicable

Contracting Officer’s Representative:

1. The following Contracting Officer's Representative (COR) will represent the Government for the purpose of this contract:

Name: Carolina Smith National Institute on Drug Abuse, Intramural Research Program Neuroimaging Research Branch 251 Bayview Boulevard Baltimore, MD 21224 Email: smithcaro@nida.nih.gov

2. The COR is responsible for: (1) monitoring the Contractor's technical progress, including the surveillance and assessment of performance and recommending to the Contracting Officer changes in requirements; (2) interpreting the statement of work and any other technical performance requirements; (3) performing technical evaluation as required; (4) performing technical inspections and acceptances required by this contract; and (5) assisting in the resolution of technical problems encountered during performance.

3. The Contracting Officer is the only person with authority to act as agent of the Government under this contract. Only the Contracting Officer has authority to: (1) direct or negotiate any changes in the statement of work; (2) modify or extend the period of performance; (3) change the delivery schedule; (4) authorize reimbursement to the Contractor for any costs incurred during the performance of this contract; (5) otherwise change any terms and conditions of this contract; or (6) sign written licensing agreements. Any signed agreement shall be incorporated by reference in Section K of the contract

4. The Government may unilaterally change the COR designation for this contract.

Confidentiality of Information:

The service contractor will hold in confidence and not disclose any information they obtain by means which is designated by NIDA-IRP as confidential or proprietary. The service contractor will use reasonable efforts to protect against any such disclosure.

SURVEILLANCE SERVICES OR EQUIPMENT (OCT 2020)

The Offeror shall not complete the representation at paragraph (d)(1) of this provision if the Offeror has represented that it “does not provide covered telecommunications equipment or services as a part of its offered products or services to the Government in the performance of any contract, subcontract, or other contractual instrument” in the provision at 52.204-26, Covered Telecommunications Equipment or Services—Representation, or in paragraph (v) of the provision at 52.212-3, Offeror Representations and Certifications-Commercial Items.

(a) Definitions. As used in this provision-

Backhaul, covered telecommunications equipment or services, critical technology, interconnection arrangements, reasonable inquiry, roaming, and substantial or essential component have the meanings provided in the clause 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment.

(b) Prohibition. (1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. Nothing in the prohibition shall be construed to—

(i) Prohibit the head of an executive agency from procuring with an entity to provide a service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or

(ii) Cover telecommunications equipment that cannot route or redirect user data traffic or cannot permit visibility into any user data or packets that such equipment transmits or otherwise handles.

(2) Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2020, from entering into a contract or extending or renewing a contract with an entity that uses any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract.

Nothing in the prohibition shall be construed to—

52.204-24 REPRESENTATION REGARDING CERTAIN TELECOMMUNICATIONS AND VIDEO

RFQ 75N95022Q00120

Attachment 2 - 52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment (OCT 2020) https://www.acquisition.gov/content/52204-26-covered-telecommunications-equipment-or-services-representation#id19CAC0P0ESS https://www.acquisition.gov/content/52212-3-offeror-representations-and-certifications-commercial-items#i1060550 https://www.acquisition.gov/content/52204-25-prohibition-contracting-certain-telecommunications-and-video-surveillance-services-or-equipment

(i) Prohibit the head of an executive agency from procuring with an entity to provide a service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or

(ii) Cover telecommunications equipment that cannot route or redirect user data traffic or cannot permit visibility into any user data or packets that such equipment transmits or otherwise handles.

(c) Procedures. The Offeror shall review the list of excluded parties in the System for Award Management (SAM) (https://www.sam.gov) for entities excluded from receiving federal awards for “covered telecommunications equipment or services.”

(d) Representations. The Offeror represents that—

(1) It will, will not provide covered telecommunications equipment or services to the Government in the performance of any contract, subcontract or other contractual instrument resulting from this solicitation. The Offeror shall provide the additional disclosure information required at paragraph (e)(1) of this section if the Offeror responds “will” in paragraph (d)(1) of this section; and

(2) After conducting a reasonable inquiry, for purposes of this representation, the Offeror represents that—

It does, does not use covered telecommunications equipment or services, or use any equipment, system, or service that uses covered telecommunications equipment or services. The Offeror shall provide the additional disclosure information required at paragraph (e)(2) of this section if the Offeror responds “does” in paragraph (d)(2) of this section.

(e) Disclosures. (1) Disclosure for the representation in paragraph (d)(1) of this provision. If the Offeror has responded “will” in the representation in paragraph (d)(1) of this provision, the Offeror shall provide the following information as part of the offer:

(i) For covered equipment—

(A) The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier, CAGE code, and whether the entity was the original equipment manufacturer (OEM) or a distributor, if known);

(B) A description of all covered telecommunications equipment offered (include brand;

model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); and

(C) Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(1) of this provision.

RFQ 75N95022Q00120

Attachment 2 - 52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment (OCT 2020) https://www.sam.gov/SAM/

(ii) For covered services—

(A) If the service is related to item maintenance: A description of all covered telecommunications services offered (include on the item being maintained: Brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); or

(B) If not associated with maintenance, the Product Service Code (PSC) of the service being provided; and explanation of the proposed use of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(1) of this provision.

(2) Disclosure for the representation in paragraph (d)(2) of this provision. If the Offeror has responded “does” in the representation in paragraph (d)(2) of this provision, the Offeror shall provide the following information as part of the offer:

(i) For covered equipment—

(A) The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier, CAGE code, and whether the entity was the OEM or a distributor, if known);

(B) A description of all covered telecommunications equipment offered (include brand;

model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); and

(C) Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(2) of this provision.

(ii) For covered services—

(A) If the service is related to item maintenance: A description of all covered telecommunications services offered (include on the item being maintained: Brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); or

(B) If not associated with maintenance, the PSC of the service being provided; and explanation of the proposed use of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(2) of this provision.

(End of provision)

RFQ 75N95022Q00120

Attachment 2 - 52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment (OCT 2020)

CERTIFICATION:

Signature of Authorized Individual Date

Title:

Organization:

RFQ 75N95022Q00120

Attachment 2 - 52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment (OCT 2020)

FAR CLAUSE 52.212-4

CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS (OCTOBER 2018)

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

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

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

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

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

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

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

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of

RFQ 75N95022Q00120

Attachment 3 - 52.212-4 Contract Terms and Conditions – Commercial Items (October 2018) any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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

RFQ 75N95022Q00120

Attachment 3 - 52.212-4 Contract Terms and

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

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C.

3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR part 1315.

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

(i) Payment.

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period at fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

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Attachment 3 - 52.212-4 Contract Terms and

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon:

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor’s records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law.

If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

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(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

(9) The specification.

(t) Reserved

(u) Unauthorized Obligations.

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(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End Use License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

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

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

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

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

(End of Clause)

Alternate I (Jan 2017) When a time-and-materials or labor-hour contract is contemplated, substitute the following paragraphs (a), (e), (i), (l), and (m) for those in the basic clause.

(a) Inspection/Acceptance.

(1) The Government has the right to inspect and test all materials furnished and services performed under this contract, to the extent practicable at all places and times, including the period of performance, and in any event before acceptance. The Government may also inspect the plant or plants of the Contractor or any subcontractor engaged in contract performance. The Government will perform inspections and tests in a manner that will not unduly delay the work.

(2) If the Government performs inspection or tests on the premises of the Contractor or a subcontractor, the Contractor shall furnish and shall require subcontractors to furnish all reasonable facilities and assistance for the safe and convenient performance of these duties.

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Attachment 3 - 52.212-4 Contract Terms and

(3) Unless otherwise specified in the contract, the Government will accept or reject services and materials at the place of delivery as promptly as practicable after delivery, and they will be presumed accepted 60 days after the date of delivery, unless accepted earlier.

(4) At any time during contract performance, but not later than 6 months (or such other time as may be specified in the contract) after acceptance of the services or materials last delivered under this contract, the Government may require the Contractor to replace or correct services or materials that at time of delivery failed to meet contract requirements.

Except as otherwise specified in paragraph (a)(6) of this clause, the cost of replacement or correction shall be determined under paragraph (i) of this clause, but the “hourly rate” for labor hours incurred in the replacement or correction shall be reduced to exclude that portion of the rate attributable to profit. Unless otherwise specified below, the portion of the “hourly rate” attributable to profit shall be 10 percent. The Contractor shall not tender for acceptance materials and services required to be replaced or corrected without disclosing the former requirement for replacement or correction, and, when required, shall disclose the corrective action taken. [Insert portion of labor rate attributable to profit.]

(5)

(i) If the Contractor fails to proceed with reasonable promptness to perform required replacement or correction, and if the replacement or correction can be performed within the ceiling price (or the ceiling price as increased by the Government), the Government may—

(A) By contract or otherwise, perform the replacement or correction, charge to the Contractor any increased cost, or deduct such increased cost from any amounts paid or due under this contract; or

(B) Terminate this contract for cause.

(ii) Failure to agree to the amount of increased cost to be charged to the Contractor shall be a dispute under the Disputes clause of the contract.

(6) Notwithstanding paragraphs (a)(4) and (5) above, the Government may at any time require the Contractor to remedy by correction or replacement, without…