SF1449_15A00023Q00000141.pdf

15A00023Q00000141 Page 1 of 55

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES

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

1. REQUISITION NUMBER PAGE 1 OF

5. SOLICITATION NUMBER

15A00023Q00000141

2. CONTRACT NUMBER 3. AWARD/EFFECTIVE

DATE

4. ORDER NUMBER 6. SOLICITATION ISSUE

DATE

09/28/2023

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME

Steven Jaimes Steven.Jaimes@ATF.gov

b. TELEPHONE NUMBER (No collect calls) 8. OFFER DUE DATE / LOCAL

TIME

09/28/2023 11:00 ET

CODE 15A000

ATF - ACQUISITION BRANCH

99 New York Ave. NE - #3.S-125

Washington, DC 20226

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):

562910

SIZE STANDARD:

1000 Employees

10. THE ACQUISITION IS

SEE SCHEDULEX

11. DELIVERY FOR FREE ON BOARD

(FOB) DESTINATION UNLESS

BLOCK IS MARKED

NET 30

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

15A000CODE15. DELIVER TO

See Schedule

CODE A40105016. ADMINISTERED BY

ATF - PASD - Acquisitions Branch 99 New York Ave NE

WASHINGTON, DC 20226

FACILITY

CODE

CODE

TELEPHONE NUMBER

17a. CONTRACTOR/

OFFEROR

CODE18a. PAYMENT WILL BE MADE BY

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

Industrial Cleaning services for the National Disposal Branch facility in Martinsburg, WV per the Statement of Work (SOW) 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

X ARE 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 1 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)

Sheray A. Millhouse

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

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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

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Table of Contents

Section Description Page Number

Solicitation/Contract Form 1 Commodity or Services Schedule

2.1 Price/Cost Info for Contractor

3.3 ATF Points of Contact

ATF-29 STATEMENT OF WORK/OBJECTIVES, PERFORMANCE WORK STATEMENT or SPECIFICATIONS (March 23, 2009)

2 Contract Clauses 52.204-21 Basic Safeguarding of Covered Contractor Information Systems (Nov 2021) 52.212-5 Contract Terms and Conditions Required To Implement Statutes or Executive Orders- Commercial Products and Commercial Services (Sep 2023) 52.217-8 Option to Extend Services (Nov 1999) 52.217-9 Option to Extend the Term of the Contract (Mar 2000) 2852.212-4 Contract Terms and Conditions, Commercial Items (FAR Deviation) (NOV 2020) 2852.222-70 Domestic Violence, Sexual Assault, and Stalking (DEC 2014) 2852.223-70 Unsafe Conditions Due to the Presence of Hazardous Material (NOV 2020) ATF-04 BACKGROUND INVESTIGATION (BI) REQUIREMENTS (May 2010, Revised October 31, 2019) ATF-10 CONTRACTOR-ACQUIRED INSURANCE REQUIREMENTS (July 19, 2007)

ATF-11 ATF IDENTIFICATION (ID) MEDIA

ATF-13 INCORPORATION OF VENDOR TERMS AND CONDITIONS (Revised July 19, 2007) ATF-14 ELECTRONIC INVOICING (Revised October 27, 2008)

ATF-17 NOTICE TO THE GOVERNMENT OF DELAYS

ATF-19 AUTHORITY TO OBLIGATE THE GOVERNMENT

ATF-22 CONFIDENTIALITY OF INFORMATION AND DISCLOSURE

ATF-25 OBSERVANCE OF LEGAL HOLIDAYS / FEDERAL NON-WORK DAYS

ATF-32 TRASH REMOVAL

ATF-41 DEPARTMENT POLICY ON DOMESTIC VIOLENCE, SEXUAL ASSAULT, AND

STALKING (July 2019)

ATF-46 CORPORATE REPRESENTATION REGARDING FELONY CONVICTION UNDER ANY

FEDERAL LAW OR UNPAID DELINQUENT TAX LIABILITY - Award (DEVIATION 2015-02) (March 2015)

ATF-47 CONTRACTOR INTERNAL CONFIDENTIALITY AGREEMENTS OR STATEMENTS

PROHIBITING OR RESTRICTING REPORTING OF WASTE, FRAUD, AND ABUSE

(DEVIATION 2015-02) (March 2015) ATF-50 LIMITATIONS ON SUBCONTRACTING UNDER SMALL BUSINESS SET-ASIDES (May 24, 2019) ATF-51 INDEPENDENT CONTRACTOR (March 9, 2021) ATF-52 INDEMNIFICATION CLAUSE (May 2021) ATF-55 Personnel Security Requirements for Contractor Employees (Nov 2021) DOJ-02 Contractor Privacy Requirements (JAN 2022) DOJ-03 Personnel Security Requirements For Contractor Employees (Nov 2021) DOJ-05 Security of Department Information and Systems (APR 2015) 52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) 52.204-9 Personal Identity Verification of Contractor Personnel (Jan 2011) 52.204-13 System for Award Management Maintenance (Oct 2018) 52.204-18 Commercial and Government Entity Code Maintenance (Aug 2020) 52.204-19 Incorporation by Reference of Representations and Certifications (Dec 2014) 52.212-4 Contract Terms and Conditions-Commercial Products and Commercial Services (Dec 2022) 52.222-25 Affirmative Action Compliance (Apr 1984) 52.232-39 Unenforceability of Unauthorized Obligations (Jun 2013) 52.244-6 Subcontracts for Commercial Products and Commercial Services (Sep 2023) 52.246-1 Contractor Inspection Requirements (Apr 1984)

3 List of Attachments

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4 Solicitation Provisions 52.204-20 Predecessor of Offeror (Aug 2020) 52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment (Nov 2021) 52.204-26 Covered Telecommunications Equipment or Services-Representation (Oct 2020)

4.1 Quotation Instructions

4.2 Evaluation Criteria

ATF-44 CONTRACTOR INTERNAL CONFIDENTIALITY AGREEMENTS OR STATEMENTS

PROHIBITING OR RESTRICTING REPORTING OF WASTE, FRAUD, AND ABUSE

(DEVIATION 2015-02) (March 2015) 52.204-7 System for Award Management (Oct 2018) 52.204-16 Commercial and Government Entity Code Reporting (Aug 2020) 52.204-17 Ownership or Control of Offeror (Aug 2020) 52.222-22 Previous Contracts and Compliance Reports (Feb 1999) 52.223-22 Public Disclosure of Greenhouse Gas Emissions and Reduction Goals-Representation (Dec 2016)

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Section 1 - Commodity or Services Schedule

SCHEDULE OF SUPPLIES/SERVICES

CONTINUATION SHEET

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0001 Provide 1st industrial-level cleaning of the Base Year (BY) for the National Disposal Branch (NDB) facility per the Statement of Work

(SOW).

PSC: F108

Line Period of Performance: 09/30/2023 - 03/29/2024

Base Period

1 JB $________ $_________________

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0002 Provide 2nd industrial-level cleaning of the BY for the NBD facility per the SOW.

PSC: F108

Line Period of Performance: 03/30/2024 - 09/29/2024

Base Period

1 JB $________ $_________________

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

1001 Provide semi-annual (once every six {6}months), of industrial-level cleaning of the NBD facility per the SOW.

PSC: F108

Line Period of Performance: 09/30/2024 - 09/29/2025

Option Period 1

2 JB $________ $_________________

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

2001 Provide semi-annual (once every six {6} months), of industrial-level cleaning of the NBD facility per the SOW.

PSC: F108

Line Period of Performance: 09/30/2025 - 09/29/2026

Option Period 2

2 JB $________ $_________________

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

3001 Provide semi-annual (once every six {6} months), of industrial-level cleaning of the NBD facility per the SOW.

PSC: F108

Line Period of Performance: 09/30/2026 - 09/29/2027

Option Period 3

2 JB $________ $_________________

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

4001 Provide semi-annual (once every six {6} months), of industrial-level cleaning of the NBD facility per the SOW.

PSC: F108

Line Period of Performance: 09/30/2027 - 09/29/2028

Option Period 4

2 JB $________ $_________________

Wage Determination 2015-4297, as revised, hereby applies.

2.1 Price/Cost Info for Contractor

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Vendors shall propose pricing for the below NDB taskings by completing table.

Item # Description of task Unit (EA) BP 1 of the

BY - Line

BP 2 of the BY - Line

Option Year (OY) 1 - Line

OY 2 - Line

OY 3 - Line

OY 4 - Line

1 Wipe down desks and cubicles in the office spaces and area Quantity

(QTY): 2

2 Wipe Down of all Pelican Containers

(QTY: 2)

3 Use high-efficiency-particulate air (HEPA) to vacuum all walls and ceilings

(QTY: 2)

4 Clean the concrete floor with a self-contained, pressure washer (QTY:

2)

5 Provide and use a lift when necessary

(QTY: 2)

6 Provide and use scaffolding when necessary

(QTY: 2)

7 Wipe down any areas of the inside of the NDB facility that require cleaning

(QTY: 2)

8 Run

HEPA-50,

Air Scrubbers throughout the cleaning

(QTY: 2)

TOTAL N/A $ $ $ $ $ $

GRAND TOTAL $

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*Since the BY consists of two- (2-) performance periods (BP 1 and BP 2), their QTY will be one (1) each for a total of two (2).

Note: Since the contractor shall perform tasks and cleanings semi-annually, a QTY of two (2) equals completion for a particular year.

3.3 ATF Points of Contact

Contract Specialist (CS): Steven Jaimes (Steven.Jaimes@ATF.gov), 202.648.8666

Contracting Officer (CO): Sheray Millhouse (Sheray.Millhouse@ATF.gov ), 202.648.9071

Program Office's Representative/Technical Point of Contact (TPOC): To be disclosed at Award

ATF-29 STATEMENT OF WORK/OBJECTIVES, PERFORMANCE WORK STATEMENT or SPECIFICATIONS (March 23, 2009)

The Contractor shall furnish the necessary personnel, material, equipment, services and facilities (except as otherwise specified) to perform the Statement of Work (SOW), Statement of Objectives (SOO), Performance Work Statement (PWS) or Specifications and all Section J attachments, as applicable.

(End of Clause)

SOW - Industrial-Cleaning Services

1. Introduction. The Bureau of Alcohol, Tobacco, Firearms and Explosives (ATF) is a federal law-enforcement agency within the Department of Justic (DOJ). ATF’s mission is to reduce violent crime and protect the public by enforcing Federal laws and regulations relating to alcohol, tobacco, firearms, explosives, and arson. ATF is committed to working directly, and through partnerships, to investigate and reduce crime involving firearms, explosives, acts of arson, and illegal trafficking of alcohol and tobacco products. ATF utilizes the National Disposal Branch (NDB), a centralized destruction facility located in Martinsburg, West Virginia, for destroying all its forfeited and non-forfeited firearms, firearm parts and accessories, and drug evidence. This process is dirty in nature and requires frequent clean up to ensure a safe and efficient workspace.

2. Objective. As recommended by ATF’s Environment, Safety, and Health section (ESH), and in response to an Occupational Safety and Health Administration (OSHA) report concerning the work environment, ATF aims to have the NDB facility thoroughly cleaned.

ATF’s Asset Forfeiture and Seized Property Division (AFSPD) is seeking a contractor to provide all equipment, materials, specialty services, management, supervision, and labor to thoroughly clean the entire NDB facility(approximately 3,500 Sq. Ft.). The ATF building manager and designee will be the on-site primary Technical Point of Contact (TPOC) for the project to include site visits, inquiries, change orders, progress reports, daily inspections, and security/access issues. The contractor shall take all field measurements, quantify material and parts, including all incidental materials required to complete the project, in a manner that meets or exceeds OSHA standards.

*ATF is providing photos of the NDB facility and its rooms, storage, flooring, and condition in place of a pre-bid site visit (see "Att.

1_NDB_FACILITY").

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3. Description/Scope of Work. ATF has a need for semi-annual (once every 6 months) industrial-level cleaning of its NDB facility, to include the office, shipping, vault, and shop areas. The contractor shall perform the below tasks:

• Wipe down desks and cubicles in all office areas and spaces within NDB.

• Wipe Down of all Pelican Containers within NDB.

• Use high-efficiency-particulate air (HEPA) to vacuum all walls and ceilings.

• Clean the concrete floor with a self-contained, pressure washer.

• Provide and use a lift when necessary (see "Att. 2_LIFT_EXAMPLE).

• Provide and use scaffolding when necessary.

• Wipe down any areas of the inside of the NDB facility that require cleaning.

• Run HEPA-50, Air Scrubbers throughout the cleaning.

4. Contract Type. ATF anticipates using a firm-fixed price (FFP) contract type.

5. Place of Performance. The contractor shall perform the services at the address listed below:

NDB Facility 244 Needy Road Building A Martinsburg, WV 25405

6. Period of Performance. This FFP contract/task order (C/TO) shall consist of one (1) base year (BY) and four (4) option years, from the date of award, with services commencing no later than 30 days after award. The BY will consist of two- (2-) performance periods: BP 1 and BP 2.

7. Technical Point of Contact (TPOC). The TPOC(s) for this requirement is the individual within a program-management function who has overall technical responsibility for efforts. Said individual(s) support the Contract Specialist (CS) and Contracting Officer (CO) during administration of this C/TO in the below manner:

• Performs inspection, rejection, and acceptance of deliverables, as necessary, and identifies deficiencies in delivered/ installed goods and rendered services, as necessary.

• Provides final decisions regarding any recommended rejection of deliverables.

• Provides technical clarification relative to overall contracting matters.

• Provides advice and guidance to the contractor in the preparation of deliverables.

• Recommends to the CS/CO any changes in the requirements.

• Maintains files of the contract, modifications, invoices, and important communications.

The Contractor shall not proceed with any instruction or direction given by the TPOC(s) before receiving a modification from the CS/CO of the approved change(s).

8. ATF’s Points of Contact

Steven Jaimes, CS 202.648.8666-Phone Steven.Jaimes@ATF.gov

Sheray Millhouse, CO 202.648.9071-Phone Sheray.Millhouse@ATF.gov

The TPOC will be provided at time of award.

9. Administration of the Contract. Notwithstanding the contractor's responsibility for total-management during the performance of this C/TO order, its administration requires maximum coordination among the CO, the TPOC, and the contractor. The CS, CO, and TPOC will be the Government’s POCs during performance of this C/TO:

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The CS is responsible for drafting and reviewing supporting documentation for the contract file, as well as contractual documents (i.e., including determinations, memos, modifications, etc.). Additionally, the CS performs similar duties as the CO, yet without any signatory authority.

The CO is the only person authorized to approve changes in the terms, conditions, delivery/installation schedules, technical requirements, or price, as set forth in the contract. Any changes not made expressly by the CO will be considered to have been without authority. In such cases, the Contractor is operating at its own risk because no adjustment will be made in the contract, price or otherwise to cover any increase in charges incurred as a result thereof. During any absence of the CO identified for this C/TO, other warranted COs from ATF may authorize work under the C/TO.

The TPOC will serve as an unofficial Contracting Officer’s Representative and have the authority to monitor all technical aspects and assist in administering the C/TO. Said individual shall ensure the contractor performs the technical requirements of the C/TO by: performing, or causing to be performed, inspections necessary in connection with performance of the contract; maintaining both written and oral communications with the contractor concerning the aspects of the C/TO within his/her purview; monitoring and assessing the contractor's performance under the C/TO and notifying the contractor and CO of any deficiencies observed; receiving and approving/rejecting deliverables, invoices and certain-other requests as mentioned in a previous Section(s); also coordinating GFP availability and providing for site entry of contractor personnel, if required.

10. Other Direct Costs (ODCs). ATF does not anticipate ODCs or Travel.

11. Level of Effort. The Contractor shall ensure it has the proper staff, qualified and/or certified personnel to provide the services as required throughout this SOW.

12. Inspection & Acceptance. The Contractor shall only tender for acceptance those items that conform to and comply with this requirement. The Government reserves the right to inspect, and/or test any goods and/or services, including deliverables (hereby referred to as “item{s}”), the contractor tenders for acceptance in accordance with (IAW) the Federal Acquisition Regulation (FAR) 52.212-4(a) and 52.246-4. The TPOC(s) or designee will either accept or reject the item(s).

When accepted, said individual(s) or designee will sign off on the item(s). When rejected, the contractor shall correct the item(s) IAW the applicable clause(s).

13. Quality Control (QC). The Contractor is responsible for QC and delivery of quality goods and services to the Government, to ensure compliance with the contract’s requirements.

14. Quality Assurance (QA). IAW FAR 46.401(a), Government-contract QA shall be performed at such times (including any stage of manufacture or performance of services) and places (including subcontractors’ plants) as may be necessary to determine the supplies and/or services conform to the contract requirements. Contractor shall establish and maintain a QA plan based on the electrical trade or industry standards for the work covered to assure compliance with all requirements herein.

15. Invoicing and Payment. The contractor shall submit proper invoices to Finance.Branch@ATF.gov per ATF clause #ATF-14 and IAW FAR 32.9, Prompt Payment. Payment for all goods and/or services shall be made upon Government acceptance IAW FAR clause 52.232-1, Payments, and 52.232-8, Discounts.

16. Government-Contractor Relationships. This requirement involves non-personal services to be performed/rendered; therefore, no employer/employee relationship exists or will exist between the Government and contractor’s employees. As such, the contractor will supervise its employees, not the Government.

17. Closeout. The contractor shall submit a final invoice within 45-calendar days after the end of the performance period. Within 15-calendar days of receiving the final payment, the contractor shall furnish a completed and signed Release of Claims to the CO; such may be in the form of a Closeout-modification to the contract.

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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 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.

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(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.

(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

15A00023Q00000141 Page 12 of 55 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 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.

15A00023Q00000141 Page 13 of 55

(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 Products and Commercial Services (Dec 2022)

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)

52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or

Statements (Jan 2017)

52.204-9 Personal Identity Verification of Contractor Personnel (Jan 2011)

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

52.204-18 Commercial and Government Entity Code Maintenance (Aug 2020)

52.204-19 Incorporation by Reference of Representations and Certifications (Dec

2014)

52.212-4 Contract Terms and Conditions-Commercial Products and Commercial

Services (Dec 2022)

52.222-25 Affirmative Action Compliance (Apr 1984)

52.232-39 Unenforceability of Unauthorized Obligations (Jun 2013)

15A00023Q00000141 Page 14 of 55

Clause Title Fill-ins (if applicable)

52.244-6 Subcontracts for Commercial Products and Commercial Services (Sep

2023)

52.246-1 Contractor Inspection Requirements (Apr 1984)

Clauses By Full Text

52.204-21 Basic Safeguarding of Covered Contractor Information Systems (Nov 2021)

(a) Definitions. As used in this clause--

"Covered contractor information system" means an information system that is owned or operated by a contractor that processes, stores, or transmits Federal contract information.

"Federal contract information" means information, not intended for public release, that is provided by or generated for the Government under a contract to develop or deliver a product or service to the Government, but not including information provided by the Government to the public (such as on public Web sites) or simple transactional information, such as necessary to process payments.

"Information" means any communication or representation of knowledge such as facts, data, or opinions, in any medium or form, including textual, numerical, graphic, cartographic, narrative, or audiovisual (Committee on National Security Systems Instruction

(CNSSI) 4009).

"Information system" means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information (44 U.S.C. 3502).

"Safeguarding" means measures or controls that are prescribed to protect information systems.

(b) Safeguarding requirements and procedures.

(1) The Contractor shall apply the following basic safeguarding requirements and procedures to protect covered contractor information systems. Requirements and procedures for basic safeguarding of covered contractor information systems shall include, at a minimum, the following security controls:

(i) Limit information system access to authorized users, processes acting on behalf of authorized users, or devices (including other information systems).

(ii) Limit information system access to the types of transactions and functions that authorized users are permitted to execute.

(iii) Verify and control/limit connections to and use of external information systems.

(iv) Control information posted or processed on publicly accessible information systems.

(v) Identify information system users, processes acting on behalf of users, or devices.

(vi) Authenticate (or verify) the identities of those users, processes, or devices, as a prerequisite to allowing access to organizational information systems.

(vii) Sanitize or destroy information system media containing Federal Contract Information before disposal or release for reuse.

(viii) Limit physical access to organizational information systems, equipment, and the respective operating environments to authorized individuals.

15A00023Q00000141 Page 15 of 55

(ix) Escort visitors and monitor visitor activity; maintain audit logs of physical access; and control and manage physical access devices.

(x) Monitor, control, and protect organizational communications (i.e., information transmitted or received by organizational information systems) at the external boundaries and key internal boundaries of the information systems.

(xi) Implement subnetworks for publicly accessible system components that are physically or logically separated from internal networks.

(xii) Identify, report, and correct information and information system flaws in a timely manner.

(xiii) Provide protection from malicious code at appropriate locations within organizational information systems.

(xiv) Update malicious code protection mechanisms when new releases are available.

(xv) Perform periodic scans of the information system and real-time scans of files from external sources as files are downloaded, opened, or executed.

(2) Other requirements. This clause does not relieve the Contractor of any other specific safeguarding requirements specified by Federal agencies and departments relating to covered contractor information systems generally or other Federal safeguarding requirements for controlled unclassified information (CUI) as established by Executive Order 13556.

(c) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (c), in subcontracts under this contract (including subcontracts for the acquisition of commercial products or commercial services, other than commercially available off-the-shelf items), in which the subcontractor may have Federal contract information residing in or transiting through its information system.

(End of clause)

52.217-8 Option to Extend Services (Nov 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract.

These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 10 days [insert the period of time within which the Contracting Officer may exercise the option].

(End of clause)

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

(a) The Government may extend the term of this contract by written notice to the Contractor within three (3) days [insert the period of time within which the Contracting Officer may exercise the option]; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 15 days [60 days unless a different number of days is inserted] before the contract expires.

The preliminary notice does not commit the Government to an extension.

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

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five (5) years; however, if 52.217-8 is exercised to its full extent, then such shall not exceed five (5) years and six (6) months (months)(years).

(End of clause)

2852.222-70 Domestic Violence, Sexual Assault, and Stalking (DEC 2014)

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(a) It is DOJ policy to enhance workplace awareness of and safety for victims of domestic violence, sexual assault, and stalking. This policy is summarized in “DOJ Policy Statement 1200.02, Federal Workforce Responses to Domestic Violence, Sexual Assault, and Stalking,” available in full for public viewing at: http://www.justice.gov/sites/default/files/ovw/legacy/2013/12/19/federal-workplacee-responses-to-domesticeviolence-sexualassault-stalking.pdf.

Vendor agrees, upon contract award, to provide notice of this Policy Statement, including at a minimum the above-listed URL, to all Vendor employees and employees of subcontractors who will be assigned to work on DOJ premises.

(b) Upon contract award, DOJ will provide the Contractor with the name and contact information of the point of contact for victims of domestic violence, sexual assault, and stalking for the component or components where the Contractor will be performing. The Contractor agrees to inform its employees and employees of subcontractors, who will be assigned to work on DOJ premises, with the name and contact information of the point of contact for victims of domestic violence, sexual assault, and stalking.

(End of Clause)

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…