Solicitation - FA483023Q0021.pdf

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

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

1. REQUISITION NUMBER PAGE 1 OF

2. CONTRACT NO. 3. AWARD/EFFECTIVE

DATE

4. ORDER NUMBER 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE

DATE

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME b. TELEPHONE NUMBER (No collect calls)

8. OFFER DUE DATE/

LOCAL TIME

9. ISSUED BY

13b. RATING

14. METHOD OF SOLICITATION

CODE

15. DELIVER TO 16. ADMINISTERED BY CODE

18a. PAYMENT WILL BE MADE BY CODE17a. CONTRACTOR/

OFFEROR

CODE

FACILITY

CODE

CODE

TELEPHONE NO.

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

OFFER

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

BELOW IS CHECKED

RFQ IFB RFP

SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

(Use Reverse and/or Attach Additional Sheets as Necessary)

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

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

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

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

29. AWARD OF CONTRACT: REF. 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

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

31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

31b. NAME OF CONTRACTING OFFICER (Type or print) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA - FAR (48 CFR) 53.212

10. THIS ACQUISITION IS UNRESTRICTED OR

NAICS:

SIZE STANDARD:

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

SET ASIDE: % FOR:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

ARE ARE NOT ATTACHED

ARE ARE NOT ATTACHED

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

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

8 (A)

EDWOSB

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SMALL BUSINESS

Created On: 05 Jan 2023, 10:22 PM Eastern Standard Time

1116416707C Typewritten Text Victor Houston, 23 CONS/PKB Services Flight, victor.houston.1@us.af.mil

Solicitation/Contract Form

347th RGS Medical Spin up Training

Proposal Identifier: FA483023Q0003 Date: 05 Jan 2023

FA483023Q0003

Supplies or Services & Prices or Costs

Additional Information/Notes

Item Supplies/Service Quantity Unit Unit Price

Amount

347th Medical Spin up exercise. Contractor will provide personnel and services in support of Scenario 1 and Scenario 2. See Statement of Work (SOW) for details.

Product Service Code: U006 Pricing Arrangement: Firm Fixed Price

1 Lot

Description/Specifications/Statement of Work

Requirements 347th RGS Medical Spin up Training

Packaging and Marking

Inspection and Acceptance

Deliveries or Performance

Line Item Delivery Schedule QTY Address and POC

Delivery Period From 21 Feb 2023 to 27 Feb 2023

Period of Performance From 21 Feb 2023 To 27 Feb 2023

1 Lot Ship To DoDAAC: F3E102 CountryCode: USA

347 OSS CCQ ORDERLY RM CCQ

AF BPN NO MILSBILLS PROCESSES

8049 ROBINSON RD BLDG 647

MOODY AFB, GA 31699-1537

UNITED STATES

TSgt Benjamin J. Griggs Email: benjamin.griggs@us.af.mil Telephone: 229-257-4023

Contract Administration Data

DFARS Clauses Incorporated by Reference

Number Title Effective Date 252.204-7006 Billing Instructions. Oct 2005 252.232-7003 Electronic Submission of Payment Requests and Receiving Reports. Dec 2018

DFARS Clauses Incorporated by Full Text

252.232-7006 Wide Area WorkFlow Payment Instructions. Dec 2018

As prescribed in 232.7004(b), use the following clause:

WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (DEC 2018)

(a) As used in this clause- Definitions.

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

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

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

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

(b) The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as Electronic invoicing.

authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

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

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

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

(d) The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice WAWF training.

Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the "Web Based Training" link on the WAWF home page at https://wawf.eb.mil/

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

Protocol.

(f) The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF payment instructions.

WAWF for this contract or task or delivery order:

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

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

(ii) For fixed price line items-

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

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

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

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

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

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

(f) [Note: The Contractor may use a WAWF "combo" document type to create some combinations of invoice and receiving report in one step.]

(3) The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF Document routing.

when creating payment requests and receiving reports in the system.

Routing Data Table*

Field Name in WAWF Data to be entered in WAWF

Pay Official DoDAAC F88770

Issue By DoDAAC FA4830

Admin DoDAAC FA4830

Inspect By DoDAAC F3E102

Ship To Code F3E102

Ship From Code ____

Mark For Code ____

Service Approver (DoDAAC) ____

Service Acceptor (DoDAAC) F3E102

Accept at Other DoDAAC ____

LPO DoDAAC ____

DCAA Auditor DoDAAC ____

Other DoDAAC(s) ____

(4) The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in Payment request.

accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

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

(g) WAWF point of contact.

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

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

(End of clause)

Special Contract Requirements

The purpose of this RFQ is to provide all personnel, equipment, supplies, facilities, tools, materials, supervision, and other items and non-personal services necessary to perform Advanced Medical Training Services for Moody AFB in accordance with - Attachment 1:

Statement of Work (SOW).

FOB Point: Avon Park Air Force Range (AFR) Sebring, FL (See Statement of Work)

Period of Performance: 21 - 27 Feb 2023

Questions and Answers:

Should you have any questions about this requirement, please submit questions by 23 Jan 2023, COB. Answers will be posted by 30 Jan 2023, COB. All questions must be submitted via email to POC's listed below.

Primary Point of Contact: 1Lt Austin Stolpestad, Email: austin.stolpestad.1@us.af.mil, : Victor Houston, Email: Alternate Point of Contact victor.houston.1@us.af.mil

Alternate Point of Contact: 23CONS.LGCB@us.af.mil

All quoters must be System for Award Management (SAM) registered and the online representation and certification in SAM must be completed.

Information concerning SAM requirements may be viewed via the internet at https://www.sam.gov/ or by calling 866-606-8220, or 334-206-7828 for international calls.

Quoters that reject the terms and conditions of the solicitation may be excluded from consideration. All clauses may be viewed in full text via the internet at http://acquisition.gov/.

Note: No Wage Determination has been issued for this requirement; therefore, in accordance with Title 29 C.F.R. Part 4, Section 4.6(d), the contractor is required to pay no less than the Federal minimum wage as applicable to Government Contracts. If a Wage Determination is subsequently issued for this requirement, an amendment will be posted to provide relevant details.

Contract Clauses

FAR Clauses Incorporated by Reference

Number Title Effective Date 52.212-4 Contract Terms and Conditions-Commercial Products and Commercial Services. Nov 2021 52.223-5 Pollution Prevention and Right-to-Know Information. May 2011 52.237-2 Protection of Government Buildings, Equipment, and Vegetation. Apr 1984 52.249-4 Termination for Convenience of the Government (Services) (Short Form). Apr 1984

DFARS Clauses Incorporated by Reference

Number Title Effective Date 252.203-7002 Requirement to Inform Employees of Whistleblower Rights. Sep 2013 252.204-7012 Safeguarding Covered Defense Information and Cyber Incident Reporting. Dec 2019 252.223-7006 Prohibition on Storage, Treatment, and Disposal of Toxic or Hazardous Materials. Sep 2014 252.225-7048 Export-Controlled Items. Jun 2013

FAR Clauses Incorporated by Full Text

52.212-5 Contract Terms and Conditions Required To Implement Statutes or Executive Orders-Commercial Products and Commercial Services. Oct 2022

As prescribed in , insert the following clause:12.301(b)(4)

Contract Terms and Conditions Required To Implement Statutes or Executive Orders-Commercial Products and Commercial Services (Oct 2022)

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

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

52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered (2) Entities (Section 1634 of Pub. L. 115-91).(Nov 2021)

52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (3) (Nov 2021) (Section 889(a)(1)(A) of Pub. L. 115-232).

52.209-10, Prohibition on Contracting with Inverted Domestic Corporations .(4) (Nov 2015)

52.233-3, Protest After Award (31 U.S.C. 3553).(5) (Aug 1996)

52.233-4, Applicable Law for Breach of Contract Claim (Public Laws 108-77 and 108-78 ( 19 U.S.C. 3805 note)).(6) (Oct 2004)

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

[ .]Contracting Officer check as appropriate

XX 52.203-6, Restrictions on Subcontractor Sales to the Government with (41 U.S.C. 4704 and 10 U.S.(1) (Jun 2020), Alternate I (Nov 2021) C. 2402).

52.203-13, Contractor Code of Business Ethics and Conduct (41 U.S.C. 3509)).(2) (Nov 2021)

52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (Section 1553 of Pub. L. (3) (Jun 2010) 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

XX 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Pub. L. 109-282) ( 31 U.S.C. 6101 note).(4) (Jun 2020)

[Reserved].(5)

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

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

XX 52.209-6, Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (8) (31 U.S.C. 6101 note).(Nov 2021)

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

[Reserved].(10)

52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (15 U.S.C. 657a).(11) ( )Oct 2022

52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (if the offeror elects to waive the (12) ( )Oct 2022 preference, it shall so indicate in its offer) (15 U.S.C. 657a).

[Reserved](13)

XX (14)

(i) 52.219-6, Notice of Total Small Business Set-Aside (15 U.S.C. 644).(Nov 2020)

Alternate I of 52.219-6.(ii) (Mar 2020)

(15)

(i) 52.219-7, Notice of Partial Small Business Set-Aside (15 U.S.C. 644).(Nov 2020)

Alternate I of 52.219-7.(ii) (Mar 2020)

XX 52.219-8, Utilization of Small Business Concerns (15 U.S.C. 637(d)(2) and (3)).(16) ( )Oct 2022

(17)

(i) 52.219-9, Small Business Subcontracting Plan (15 U.S.C. 637(d)(4)).( )Oct 2022

Alternate I of 52.219-9.(ii) (Nov 2016)

Alternate II of 52.219-9.(iii) (Nov 2016)

Alternate III of 52.219-9.(iv) (Jun 2020)

Alternate IV of 52.219-9.(v) (Sep 2021)

(18)

(i) 52.219-13, Notice of Set-Aside of Orders (15 U.S.C. 644(r)).(Mar 2020)

Alternate I of 52.219-13.(ii) (Mar 2020)

52.219-14, Limitations on Subcontracting (15 U.S.C. 637s).(19) ( )Oct 2022

52.219-16, Liquidated Damages-Subcontracting Plan (15 U.S.C. 637(d)(4)(F)(i)).(20) (Sep 2021)

52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (15 U.S.C. 657f).(21) ( )Oct 2022

XX (22)

(i) 52.219-28, Post Award Small Business Program Rerepresentation (15 U.S.C. 632(a)(2)).( )Oct 2022

Alternate I of 52.219-28.(ii) (Mar 2020)

52.219-29, Notice of Set-Aside for, or Sole-Source Award to, Economically Disadvantaged Women-Owned Small Business Concerns (23) ( (15 U.S.C. 637(m)).)Oct 2022

52.219-30, Notice of Set-Aside for, or Sole-Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-(24) Owned Small Business Program (15 U.S.C. 637(m)).( )Oct 2022

52.219-32, Orders Issued Directly Under Small Business Reserves (15 U.S.C. 644(r)).(25) (Mar 2020)

52.219-33, Nonmanufacturer Rule (15U.S.C. 637(a)(17)).(26) (Sep 2021)

XX 52.222-3, Convict Labor (E.O.11755).(27) (Jun 2003)

XX 52.222-19, Child Labor-Cooperation with Authorities and Remedies (E.O.13126).(28) (Jan 2022)

XX 52.222-21, Prohibition of Segregated Facilities .(29) (Apr 2015)

XX (30)

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

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

XX (31)

(i) 52.222-35, Equal Opportunity for Veterans (38 U.S.C. 4212).(Jun 2020)

Alternate I of 52.222-35.(ii) (Jul 2014)

XX (32)

(i) 52.222-36, Equal Opportunity for Workers with Disabilities (29 U.S.C. 793).(Jun 2020)

Alternate I of 52.222-36.(ii) (Jul 2014)

XX 52.222-37, Employment Reports on Veterans ( ) (38 U.S.C. 4212).(33) Jun 2020

XX 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (E.O. 13496).(34) (Dec 2010)

XX (35)

(i) 52.222-50, Combating Trafficking in Persons (22 U.S.C. chapter 78 and E.O. 13627).(Nov 2021)

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

52.222-54, Employment Eligibility Verification (Executive Order 12989). (Not applicable to the acquisition of commercially (36) (May 2022) available off-the-shelf items or certain other types of commercial products or commercial services as prescribed in FAR 22.1803.)

(37)

(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA-Designated Items (May 2008) ( 42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

Alternate I of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-(ii) (May 2008) shelf items.)

52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (Jun 2016) (E.O. 13693).(38)

52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (E.O. 13693).(39) (Jun 2016)

(40)

(i) 52.223-13, Acquisition of EPEAT(r)-Registered Imaging Equipment (E.O.s 13423 and 13514).(Jun 2014)

Alternate I of 52.223-13.(ii) (Oct 2015)

(41)

(i) 52.223-14, Acquisition of EPEAT(r)-Registered Televisions (E.O.s 13423 and 13514). (Jun 2014)

Alternate I (Jun2014) of 52.223-14.(ii)

52.223-15, Energy Efficiency in Energy-Consuming Products (42 U.S.C. 8259b).(42) (May 2020)

(43)

(i) 52.223-16, Acquisition of EPEAT(r)-Registered Personal Computer Products (E.O.s 13423 and 13514).(Oct 2015)

Alternate I of 52.223-16.(ii) (Jun 2014)

XX 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (E.O. 13513).(44) (Jun 2020)

52.223-20, Aerosols (E.O. 13693).(45) (Jun 2016)

52.223-21, Foams (Jun2016) (E.O. 13693).(46)

(47)

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

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

(48)

(i) 52.225-1, Buy American-Supplies (41 U.S.C. chapter 83).(Oct 2022)

Alternate I of 52.225-1.(ii) (Oct 2022)

(49)

(i) 52.225-3, Buy American-Free Trade Agreements-Israeli Trade Act (41 U.S.C.chapter83, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, (Oct 2022) 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, Pub. L. 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110-138, 112-41, 112-42, and 112-43.

Alternate I of 52.225-3.(ii) ( 2021)Jan

Alternate II of 52.225-3.(iii) ( 2021)Jan

Alternate III of 52.225-3.(iv) ( 2021)Jan

Alternate IV (Oct 2022) of 52.225-3.(v)

52.225-5, Trade Agreements (19 U.S.C. 2501, ., 19 U.S.C. 3301 note).(50) (Oct 2019) et seq

XX 52.225-13, Restrictions on Certain Foreign Purchases (E.O.'s, proclamations, and statutes administered by the Office of (51) (Feb 2021) Foreign Assets Control of the Department of the Treasury).

52.225-26, Contractors Performing Private Security Functions Outside the United States (Oct 2016) (Section 862, as amended, of the (52) National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302Note).

52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C. 5150).(53)

52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov2007) (42 U.S.C. 5150).(54)

52.229-12, Tax on Certain Foreign Procurements .(55) (Feb 2021)

52.232-29, Terms for Financing of Purchases of Commercial Products and Commercial Services (41 U.S.C. 4505, 10 U.S.(56) (Nov 2021) C. 2307(f)).

52.232-30, Installment Payments for Commercial Products and Commercial Services (41 U.S.C. 4505, 10 U.S.C. 2307(f)).(57) (Nov 2021)

XX 52.232-33, Payment by Electronic Funds Transfer-System for Award Management (31 U.S.C. 3332).(58) (Oct2018)

52.232-34, Payment by Electronic Funds Transfer-Other than System for Award Management (Jul 2013) (31 U.S.C. 3332).(59)

52.232-36, Payment by Third Party (31 U.S.C. 3332).(60) (May 2014)

52.239-1, Privacy or Security Safeguards (5 U.S.C. 552a).(61) (Aug 1996)

52.242-5, Payments to Small Business Subcontractors (15 U.S.C. 637(d)(13)).(62) (Jan 2017)

(63)

(i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (46 U.S.C. 55305 and 10 U.S.C. 2631).(Nov 2021)

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

Alternate II of 52.247-64.(iii) (Nov 2021)

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

[ ]Contracting Officer check as appropriate.

XX 52.222-41, Service Contract Labor Standards (41 U.S.C. chapter67).(1) (Aug 2018)

XX 52.222-42, Statement of Equivalent Rates for Federal Hires (29 U.S.C. 206 and 41 U.S.C. chapter 67).(2) (May 2014)

52.222-43, Fair Labor Standards Act and Service Contract Labor Standards-Price Adjustment (Multiple Year and Option Contracts) (3) (Aug (29 U.S.C. 206 and 41 U.S.C. chapter 67).2018)

52.222-44, Fair Labor Standards Act and Service Contract Labor Standards-Price Adjustment (May 2014) ( 29U.S.C.206 and 41 U.S.(4) C. chapter 67).

52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of (5) Certain Equipment-Requirements (May 2014) (41 U.S.C. chapter 67).

52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services-Requirements (6) (May (41 U.S.C. chapter 67).2014)

XX 52.222-55, Minimum Wages for Contractor Workers Under Executive Order 14026 .(7) (Jan 2022)

52.222-62, Paid Sick Leave Under Executive Order 13706 (E.O. 13706).(8) (Jan 2022)

52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (Jun 2020) (42 U.S.C. 1792).(9)

. The Contractor shall comply with the provisions of this paragraph (d) if this contract was (d) Comptroller General Examination of Record awarded using other than sealed bid, is in excess of the simplified acquisition threshold, as defined in FAR 2.101, on the date of award of this contract, and does not contain the clause at 52.215-2, Audit and Records-Negotiation.

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

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

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

(e)

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

52.203-13, Contractor Code of Business Ethics and Conduct (41 U.S.C. 3509).(i) (Nov 2021)

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

52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other (iii) Covered Entities (Section 1634 of Pub. L. 115-91).(Nov 2021)

52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (iv) (Nov 2021) (Section 889(a)(1)(A) of Pub. L. 115-232).

52.219-8, Utilization of Small Business Concerns (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further (v) ( )Oct 2022 subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds the applicable threshold specified in FAR 19.702(a) on the date of subcontract award, the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

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

52.222-26, Equal Opportunity (E.O.11246).(vii) (Sep 2015)

52.222-35, Equal Opportunity for Veterans (38 U.S.C. 4212).(viii) (Jun 2020)

52.222-36, Equal Opportunity for Workers with Disabilities (29 U.S.C. 793).(ix) (Jun 2020)

52.222-37, Employment Reports on Veterans (38 U.S.C. 4212).(x) (Jun 2020)

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

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

(xiii)

(A) 52.222-50, Combating Trafficking in Persons (22 U.S.C. chapter 78 and E.O 13627).(Nov 2021)

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

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

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

52.222-54, Employment Eligibility Verification (E.O. 12989).(xvi) (May 2022)

52.222-55, Minimum Wages for Contractor Workers Under Executive Order 14026 .(xvii) (Jan 2022)

52.222-62, Paid Sick Leave Under Executive Order 13706 (E.O. 13706).(xviii) (Jan 2022)

(xix)

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

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

52.225-26, Contractors Performing Private Security Functions Outside the United States (Section 862, as amended, of the (xx) (Oct 2016) National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note).

52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (42 U.S.C. 1792). Flow down required in (xxi) (Jun 2020) accordance with paragraph (e) of FAR clause 52.226-6.

52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (46 U.S.C. 55305 and 10 U.S.C. 2631). Flow (xxii) (Nov 2021) down required in accordance with paragraph (d) of FAR clause 52.247-64.

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

(End of clause)

52.252-2 Clauses Incorporated by Reference. Feb 1998

As prescribed in , insert the following clause:52.107(b)

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):

http://acquisition.gov/

(End of clause)

52.252-6 Authorized Deviations in Clauses. Nov 2020

As prescribed in , insert the following clause in solicitations and contracts that include any FAR or supplemental clause with an authorized 52.107(f) deviation. Whenever any FAR or supplemental clause is used with an authorized deviation, the contracting officer shall identify it by the same number, title, and date assigned to the clause when it is used without deviation, include regulation name for any supplemental clause, except that the contracting officer shall insert "(DEVIATION)" after the date of the clause.

AUTHORIZED DEVIATIONS IN CLAUSES (NOV 2020)

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

The use in this solicitation or contract of any [insert regulation name] (48 CFR ) clause with an authorized deviation is indicated (b) ____ ____ by the addition of "(DEVIATION)" after the name of the regulation.

(End of clause)

List of Attachments

Number Attachment Name

Attachment Description Reference Identifier

Date Line Item

Attachment 1 -

347 RQG SOW

Statement of Work SOW 30 Dec

Attachment 2 - Insurance Compliance

Proof of Insurance 06 Jan

Representations, Certification, & Other Statements

FAR Clauses Incorporated by Reference

Number Title Effective Date 52.204-7 System for Award Management. Oct 2018

FAR Clauses Incorporated by Full Text

52.204-8 Annual Representations and Certifications. May 2022

As prescribed in , insert the following provision:4.1202(a)

ANNUAL REPRESENTATIONS AND CERTIFICATIONS (MAY 2022)

(a) The North American Industry Classification System (NAICS) code for this acquisition is [insert NAICS code].(1) ____

The small business size standard is [insert size standard].(2) ____

The small business size standard for a concern that submits an offer, other than on a construction or service acquisition, but proposes to (3) furnish an end item that it did not itself manufacture, process, or produce is 500 employees if the acquisition-

Is set aside for small business and has a value above the simplified acquisition threshold;(i)

Uses the HUBZone price evaluation preference regardless of dollar value, unless the offeror waives the price evaluation preference; or(ii)

Is an 8(a), HUBZone, service-disabled veteran-owned, economically disadvantaged women-owned, or women-owned small business (iii) set-aside or sole-source award regardless of dollar value.

(b) If the provision at 52.204-7, System for Award Management, is included in this solicitation, paragraph (d) of this provision applies.(1)

If the provision at 52.204-7, System for Award Management, is not included in this solicitation, and the Offeror has an active (2) registration in the System for Award Management (SAM), the Offeror may choose to use paragraph (d) of this provision instead of completing the corresponding individual representations and certifications in the solicitation. The Offeror shall indicate which option applies by checking one of the following boxes:

Paragraph (d) applies.(i)

Paragraph (d) does not apply and the offeror has completed the individual representations and certifications in the solicitation.(ii)

(c) The following representations or certifications in SAM are applicable to this solicitation as indicated:(1)

52.203-2, Certificate of Independent Price Determination. This provision applies to solicitations when a firm-fixed-price contract or (i) fixed-price contract with economic price adjustment is contemplated, unless-

The acquisition is to be made under the simplified acquisition procedures in part 13;(A)

The solicitation is a request for technical proposals under two-step sealed bidding procedures; or(B)

The solicitation is for utility services for which rates are set by law or regulation.(C)

52.203-11, Certification and Disclosure Regarding Payments to Influence Certain Federal Transactions. This provision applies to (ii) solicitations expected to exceed $150,000.

52.203-18, Prohibition on Contracting with Entities that Require Certain Internal Confidentiality Agreements or Statements-(iii) Representation. This provision applies to all solicitations.

52.204-3, Taxpayer Identification. This provision applies to solicitations that do not include the provision at 52.204-7, System for (iv) Award Management.

52.204-5, Women-Owned Business (Other Than Small Business). This provision applies to solicitations that-(v)

Are not set aside for small business concerns;(A)

Exceed the simplified acquisition threshold; and(B)

Are for contracts that will be performed in the United States or its outlying areas.(C)

52.204-26, Covered Telecommunications Equipment or Services-Representation. This provision applies to all solicitations.(vi)

52.209-2, Prohibition on Contracting with Inverted Domestic Corporations-Representation.(vii)

52.209-5, CertificationRegarding Responsibility Matters. This provision applies to solicitations where the contract value is (viii) expected to exceed the simplified acquisition threshold.

52.209-11, Representation by Corporations Regarding Delinquent Tax Liability or a Felony Conviction under any Federal Law. This (ix) provision applies to all solicitations.

52.214-14, Place of Performance-Sealed Bidding. This provision applies to invitations for bids except those in which the place of (x) performance is specified by the Government.

52.215-6, Place of Performance. This provision applies to solicitations unless the place of performance is specified by the (xi) Government.

(xii) 52.219-1, Small Business Program Representations (Basic, Alternates I, and II). This provision applies to solicitations when the contract is for supplies to be delivered or services to be performed in the United States or its outlying areas, or when the contracting officer has applied part 19 in accordance with 19.000(b)(1)(ii).

The basic provision applies when the solicitations are issued by other than DoD, NASA, and the Coast Guard.(A)

The provision with its Alternate I applies to solicitations issued by DoD, NASA, or the Coast Guard.(B)

The provision with its Alternate II applies to solicitations that will result in a multiple-award contract with more than one NAICS (C) code assigned.

(xiii) 52.219-2, Equal Low Bids. This provision applies to solicitations when contracting by sealed bidding and the contract is for supplies to be delivered or services to be performed in the United States or its outlying areas, or when the contracting officer has applied part 19 in accordance with 19.000(b)(1)(ii).

52.222-22, Previous Contracts and Compliance Reports. This provision applies to solicitations that include the clause at 52.222-26, (xiv) Equal Opportunity.

52.222-25, Affirmative Action Compliance. This provision applies to solicitations, other than those for construction, when the (xv) solicitation includes the clause at 52.222-26, Equal Opportunity.

52.222-38, Compliance with Veterans' Employment Reporting Requirements. This provision applies to solicitations when it is (xvi) anticipated the contract award will exceed the simplified acquisition threshold and the contract is not for acquisition of commercial products or commercial services.

52.223-1, Biobased Product Certification. This provision applies to solicitations that require the delivery or specify the use of (xvii) USDA-designated items; or include the clause at 52.223-2, Affirmative Procurement of Biobased Products Under Service and Construction Contracts.

52.223-4, Recovered Material Certification. This provision applies to solicitations that are for, or specify the use of, EPA-(xviii) designated items.

52.223-22, Public Disclosure of Greenhouse Gas Emissions and Reduction Goals-Representation. This provision applies to (xix) solicitations that include the clause at 52.204-7.)

52.225-2, Buy American Certificate. This provision applies to solicitations containing the clause at 52.225-1.(xx)

52.225-4, Buy American-Free Trade Agreements-Israeli Trade Act Certificate. (Basic, Alternates I, II, and III.) This provision (xxi) applies to solicitations containing the clause at 52.225-3.

If the acquisition value is less than $25,000, the basic provision applies.(A)

If the acquisition value is $25,000 or more but is less than $50,000, the provision with its Alternate I applies.(B)

If the acquisition value is $50,000 or more but is less than $92,319, the provision with its Alternate II applies.(C)

If the acquisition value is $92,319 or more but is less than $100,000, the provision with its Alternate III applies.(D)

52.225-6, Trade Agreements Certificate. This provision applies to solicitations containing the clause at 52.225-5.(xxii)

52.225-20, Prohibition on Conducting Restricted Business Operations in Sudan-Certification. This provision applies to all (xxiii) solicitations.

52.225-25, Prohibition on Contracting with Entities Engaging in Certain Activities or Transactions Relating to Iran-(xxiv) Representation and Certifications. This provision applies to all solicitations.

52.226-2, Historically Black College or University and Minority Institution Representation. This provision applies to solicitations (xxv) for research, studies, supplies, or services of the type normally acquired from higher educational institutions.

The following representations or certifications are applicable as indicated by the Contracting Officer:(2)

[ ]Contracting Officer check as appropriate.

52.204-17, Ownership or Control of Offeror.(i)

52.204-20, Predecessor of Offeror.(ii)

52.222-18, Certification Regarding Knowledge of Child Labor for Listed End Products.(iii)

52.222-48, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain (iv)

Equipment- Certification.

52.222-52, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services-Certification.(v)

52.223-9, with its Alternate I, Estimate of Percentage of Recovered Material Content for EPA-Designated Products (Alternate I only).(vi)

52.227-6, Royalty Information.(vii)

Basic.(A)

Alternate I.(B)

52.227-15, Representation of Limited Rights Data and Restricted Computer Software.(viii)

The offeror has completed the annual representations and certifications electronically in SAM website accessed through https://www.sam.(d) gov. After reviewing the SAM information, the offeror verifies by submission of the offer that the representations and certifications currently posted electronically that apply to this solicitation as indicated in paragraph (c) of this provision have been entered or updated within the last 12 months, are current, accurate, complete, and applicable to this solicitation (including the business size standard applicable to the NAICS code referenced for this solicitation), as of the date of this offer and are incorporated in this offer by reference (see FAR 4.1201); except for the changes identified below [

]. These amended representation(s) and/or certification(s) are also offeror to insert changes, identifying change by clause number, title, date incorporated in this offer and are current, accurate, and complete as of the date of this offer.

FAR Clause # Title Date Change

Any changes provided by the offeror are applicable to this solicitation only, and do not result in an update to the representations and certifications posted on SAM.

(End of provision)

52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment. Nov

As prescribed in , insert the following provision:4.2105(a)

REPRESENTATION REGARDING CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT

(NOV 2021)

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 paragraph (c)(1) in the provision at 52.204-26, Covered Telecommunications Equipment or Services- Representation, or in paragraph (v)(2)(i) of the provision at 52.212-3, Offeror Representations and Certifications-Commercial Products or Commercial Services. The Offeror shall not complete the representation in paragraph (d)(2) of this provision if the Offeror has represented that it "does not use covered telecommunications equipment or services, or any equipment, system, or service that uses covered telecommunications equipment or services" in paragraph (c)(2) of the provision at 52.204-26, or in paragraph (v)(2)(ii) of the provision at 52.212-3.

As used in this provision-(a) Definitions.

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

Telecommunications and Video Surveillance Services or Equipment.

. (b) Prohibition Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) (1) 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-

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

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

Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the (2) 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-

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

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

The Offeror shall review the list of excluded parties in the System for Award Management (SAM) (https://www.sam.gov) for (c) Procedures.

entities excluded from receiving federal awards for "covered telecommunications equipment or services".

The Offeror represents that-(d) Representation.

It will, will not provide covered telecommunications equipment or services to the Government in the performance of any (1) 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

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

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

For covered equipment-(i)

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

A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number, (B) manufacturer part number, or wholesaler number; and item description, as applicable); and

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

For covered services-(ii)

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

If not associated with maintenance, the Product Service Code (PSC) of the service being provided; and explanation of the (B) 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.

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

For covered equipment-(i)

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

A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number, (B) manufacturer part number, or wholesaler number; and item description, as applicable); and

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

For covered services-(ii)

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

If not associated with maintenance, the PSC of the service being provided; and explanation of the proposed use of covered (B) 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)

52.212-3 Offeror Representations and Certifications-Commercial Products and Commercial Services. Oct 2022

As prescribed in , insert the following provision:12.301(b)(2)

OFFEROR REPRESENTATIONS AND CERTIFICATIONS-COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (OCT 2022)

The Offeror shall complete only paragraph (b) of this provision if the Offeror has completed the annual representations and certification electronically in the System for Award Management (SAM) accessed through https://www.sam.gov. If the Offeror has not completed the annual representations and certifications electronically, the Offeror shall complete only paragraphs of this provision.(c) through (v)

. As used in this provision-(a) Definitions

"Covered telecommunications equipment or services" has the meaning provided in the clause 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment.

means a small business concern that is at least 51 percent Economically disadvantaged women-owned small business (EDWOSB) concern directly and unconditionally owned by, and the management and daily business operations of which are controlled by, one or more women who are citizens of the United States and who are economically disadvantaged in accordance with 13 CFR part 127, and the concern is certified by SBA or an

It automatically qualifies as a women-owned small business eligible under the approved third-party certifier in accordance with 13 CFR 127.300.

WOSB Program.

means all work or service-Forced or indentured child labor

Exacted from any person under the age of 18 under the menace of any penalty for its nonperformance and for which the worker does not (1) offer himself voluntarily; or

Performed by any person under the age of 18 pursuant to a contract the enforcement of which can be accomplished by process or (2) penalties.

means the entity that owns or controls an immediate owner of the offeror, or that owns or controls one or more entities that Highest-level owner control an immediate owner of the offeror. No entity owns or exercises control of the highest level owner.

means an entity, other than the offeror, that has direct control of the offeror. Indicators of control include, but are not limited Immediate owner to, one or more of the following: ownership or interlocking management, identity of interests among family members, shared facilities and equipment,…