Solicitation - FA850125Q0065.pdf

Solicitation/Contract Form 78 FSS/FSR Hot Food Vending Machines

Product Service Code: 3550

FA850125Q0065

Supplies or Services & Prices or Costs Additional Information/Notes

Item Supplies / Services Quantity Unit Unit Price Amount

(3) new autonomous hot food kiosks that will provide 24/7 unattended access to high-quality meals.

Product Service Code: 3550 Pricing Arrangement: Firm Fixed Price

3 Each

Shipping of vending machines.

Product Service Code: 3550 Pricing Arrangement: Firm Fixed Price

1 Each

Description/Specifications/Statement of Work

Requirements Purchase 3 new autonomous hot food kiosks that will provide 24/7 unattended access to high-quality meals. Feature at least a 55-inch interactive touchscreen, operate on a 220V power supply, and accept various payment methods. Please see SOW for full requirement details.

This is a NAF purchase request, and all payments will be made with NAF funds and therefore not issued through WAWF.

Packaging and Marking

Inspection and Acceptance Overall Contract Inspection/Acceptance Locations

Inspection and Acceptance Location

Both Destination Instructions: Please Statement of Work (SOW) for Inspection/Acceptance criteria.

Please do not submit invoices through Wide Area Work Flow (WAWF). Send invoices to Rebecca, email: rebecca.jackson.5@us.af.mil and John Enterman, email: john.enterman@us.af.mil.

Inspection/Acceptance will occur in the approved NAF electronic purchasing system.

DoDAAC: 2AM044 CountryCode: USA

NAF ROBINS AFB, 78SG/SVF

755 WARNER ROBINS ST BLD 1011, ROBINS AFB GA 31098-1469

ROBINS AFB, GA 31098-1469

UNITED STATES

John Enterman Email: john.enterman@us.af.mil

Inspection and Acceptance Location

Both Destination Instructions: Please Statement of Work (SOW) for Inspection/Acceptance criteria.

Please do not submit invoices through Wide Area Work Flow (WAWF). Send invoices to Rebecca, email: rebecca.jackson.5@us.af.mil and John Enterman, email: john.enterman@us.af.mil.

Inspection/Acceptance will occur in the approved NAF electronic purchasing system

DoDAAC: 2AM044 CountryCode: USA

NAF ROBINS AFB, 78SG/SVF

755 WARNER ROBINS ST BLD 1011, ROBINS AFB GA 31098-1469

ROBINS AFB, GA 31098-1469

UNITED STATES

John Enterman Email: john.enterman@us.af.mil

Deliveries or Performance Vending Machine Delivery Address:

475 Oak Street

Bldg. 608

Robins AFB, GA 31098

POC:

John Enterman johnenterman@us.af.mil

(478)-222-7685

Line Item Delivery Schedule Quantity Address and POC Special Handling/Notes

Delivery On Or Before Delivery Date 22 Sep

3 Each Ship To DoDAAC: 2AM044 CountryCode: USA

NAF ROBINS AFB, 78SG/SVF

755 WARNER ROBINS ST BLD 1011, ROBINS AFB GA

31098-1469

ROBINS AFB, GA 31098-1469

UNITED STATES

John Enterman Email: john.enterman@us.af.mil

FoB Details Contractor Destination

Delivery On Or Before Delivery Date 22 Sep

1 Each Ship To DoDAAC: 2AM044 CountryCode: USA

NAF ROBINS AFB, 78SG/SVF

755 WARNER ROBINS ST BLD 1011, ROBINS AFB GA

31098-1469

ROBINS AFB, GA 31098-1469

UNITED STATES

John Enterman Email: john.enterman@us.af.mil

FoB Details Contractor Destination

Contract Administration Data Inspection/Acceptance will occur in the approved NAF electronic purchasing system.

Special Contract Requirements

Contract Clauses

NONAPPROPRIATED FUND STANDARD CLAUSES

l. DEFINITIONS

As used throughout this contract, the following terms and abbreviations have the meanings set forth below:

a. Contract.An agreement that creates a legal obligation. The elements of a contract are a mutual agreement; between competent parties; for a legal purpose; involving theexchange of legal consideration; and that creates a mutuality of obligation toperform between the parties. The term contract, as used herein, includes without limitation, formal bilateral contracts, purchase orders, consignmentsales agreements, amendments and modifications thereto, as well as otheragreements entered into by an authorized Contracting Officer acting within hisor her authority.

b. Contracting Officer. An individual delegated the authority to legally bind the NAFI byentering into, modifying, administering, and terminating contracts.

c. Contractor.Any legal entity that is awarded a contract. The Contractor is the partyresponsible for and agrees to furnish supplies and/or services at specifiedprices/rates and/or to pay the NAFI mutually agreed to commissions and/or feesin conjunction with providing services to NAFI customers under this contract.Contractor may include but is not limited to the following terms"vendor," "seller," "supplier," "manufacturer,""distributor," "concessionaire" and/or "licensee."

d. ContractingOfficer's Representative (COR). An individual authorized in writing by aContracting Officer to monitor Contractor performance and/or help administer acontract but does not have authority to legally bind the NAFI into anycontractual or legal obligations. Definition applies to Contracting Officer'sTechnical Representative (COTR) and Alternate COR (ACOR).

e. Day. Aday means, unless otherwise provided, a 24 hour period of time denoted asmidnight to midnight of a calendar day, unless the last day of a specifiednumber of days within which the contractor must file a claim or notice with theContracting Officer falls on Saturday, Sunday or a federal holiday, in whichcase the last day shall be the next business day denoted as Monday throughFriday.

f. NonappropriatedFund Instrumentality (NAFI). A DoD organizational and fiscal entity supportedin whole or in part by Nonappropriated Funds. A NAFI, as an instrumentality ofthe U.S. Government, enjoys the same immunities and privileges as the U.S.Government in the absence of specific Federal statute. It is not incorporatedunder the law of any State but has the legal status of an instrumentality ofthe United States. References to United States, the Government, and otherrelated references will generally be implied to mean the NAFI throughout thiscontract.

2. LEGALSTATUS

The Nonappropriated Fund Instrumentality (NAFI), which isparty to this contract, is an integral part of the Department of Defense and isan instrumentality of the United States Government. No appropriated funds ofthe United States shall become due or be paid the Contractor by reason of thiscontract.

3. CLAIMS,PROTESTS & APPEALS

a. Thiscontract is not subject to the Contract Disputes Act of 1978 (41 U.S.C.7101-7109), and therefore, not subject to the jurisdiction of the GovernmentAccountability Office (GAO), except when issued by an Appropriated Fund buyingoffice. Disputes arising under or relating to this contract shall be resolvedunder this clause IAW DoDI 4105.67 and DAFMAN 64-119. When the contract isissued by an Appropriated Fund buying office, disputes shall be resolved by theAppropriated Fund buying office dispute procedures.

b. Protestsand/or protest appeals shall be filed with the Contracting Officer that issuedthe contract, or other designated authority, in strict accordance with theprocedures and timelines in DAFMAN 64-119.

c. "Claims,"as used in this clause, means the inability of a Contractor and the ContractingOfficer to reach a mutual agreement related to contractual issues incontroversy resulting in the filing of a written demand or assertion seekingpayment of money, adjustment or interpretation of contract, or other relief,and issuance of a Contracting Officer's final decision. A voucher, invoice, orother routine request for payment that is not in dispute when submitted is nota claim under this clause. The submission may be converted to a claim underthis clause, by complying with the submission requirements of this clause. Ifit is disputed either as to liability or amount or is not acted upon in areasonable time.

(1) A claim bythe Contractor shall be made in writing and submitted to the ContractingOfficer for a written decision. A claim by the NAFI against the Contractorshall be subject to a written decision by the Contracting Officer.

(2) ForContractor claims exceeding $100,000, the Contractor shall submit with theclaim a certification that contains the following statement: "Subject to theFalse Claims Act, 31 USC 3729, I certify the claim is made in good faith; thatthe supporting data is accurate and complete to the best of my knowledge andbelief; that the amount requested accurately reflects the contract adjustmentfor which the Contractor believes the NAFI is liable; and that I am dulyauthorized to certify on behalf of the Contractor."

(3) Forcontract claims of less than $100,000, the Contracting Officer must, ifrequested in writing by the Contractor, render a decision within 60 days of therequest. For Contractor-certified claims over $100,000, the Contracting Officermust, within 60 days, decide the claim or notify the Contractor of the date bywhich the decision will be made.

d. TheContracting Officer's decision shall be final unless the contractor appeals asprovided in paragraph (d) of this clause.

(1) TheContracting Officer's final decision on claims may be appealed by submitting awritten appeal to Armed Services Board of Contract Appeals with a copy to theContracting Officer, within 90 days of receipt of the Contracting Officer'sfinal decision. Decisions of the Armed Services Board of Contract Appeals arefinal, but certain claims may be subject to the jurisdiction of the U.S. Courtof Federal Claims.

(2) TheContractor shall proceed diligently with performance of this contract, pendingfinal resolution of any request for relief, claim, appeal, or action arisingunder the contract, and comply with any decision of the Contracting Officer.

4. REPRESENTATIONS

a. Thiswritten contract, including identified attachments, enclosures and documentsincorporated by reference, is the entire agreement between the parties.

TheNAFI will not be bound by any oral or written representation not included orincorporated in the written contract or a written modification thereto. TheNAFI will not be bound by any terms on Contractor forms or letters unless suchterms are specifically agreed to and incorporated in the contract and signed bythe Contracting Officer. Except as otherwise specifically provided in thiscontract, all additions, changes or deletions to this contract must be preparedin writing as a modification and signed either unilaterally by the ContractingOfficer or bilaterally by both parties in accordance with applicableregulations.

b. TheContractor shall not represent itself to be an agent or representative of theNAFI or any other agency or instrumentality of the United States.

5. ADVERTISEMENTS

The Contractor shall not represent in any manner, expresslyor by implication, that items or services purchased or sold under this contractare approved or endorsed by any element of the

U.S. Government, including the NAFI. All Contractoradvertisements that refer to the NAFI or a NAFI activity will contain astatement that the advertisement was neither paid for nor sponsored, in wholeor in part, by the U.S. Government or the NAFI.

6. EXAMINATIONOF RECORDS

a. TheContractor agrees that the Contracting Officer or a duly authorizedrepresentative(s) shall have the right to examine and audit the books andrecords of the Contractor directly pertaining to the contract during the periodof the contract and until expiration of three (3) years after the final paymentunder the contract.

b. TheContractor shall include this clause in all subcontracts.

7. HOLD ANDSAVE HARMLESS

The Contractor agrees to indemnify and hold harmless theNAFI and any other agency or instrumentality of the United States, and theirofficers, agents, and employees, from any loss, expense, damage, injury, claim, suit or judgment (includingadministrative actions taken against the NAFI by other federal, state or localagencies) arising from the Contractor's (employees, agents or subcontractors)acts or omissions or the items/services provided pursuant to the contract(including any patent, copyright, or trademark infringement claimed by a thirdparty in connection with the items/services provided by the contractor).Nothing contained herein, however, shall relieve or be construed as relievingthe NAFI or any other agency or instrumentality of the United States from anyliability resulting from its negligence.

8. INSURANCE

a. TheContractor shall, at its own expense, provide and maintain during the entireperformance period of this contract at least the insurance coverage as statedin this contract. In no event shall the coverage be less than the minimumrequirements established by applicable state and local regulations and laws forthe risk associated with the services to be provided by the contract. TheContractor shall be fully responsible to the NAFI for errors and omissions ofits associates and subcontractors under this contract.

b. TheContractor shall furnish to the Contracting Officer a current certificate ofinsurance prior to the commencement of performance under the contract.

The"INSURED" block of the Certificate of Insurance must list both the Contractor'sname (or Contractor's d.b.a. name) / and the contract number. The Certificatesof Insurance shall evidence that all lines of insurance coverage required bythe contract are in effect, and that not less than thirty (30) days priorwritten notice shall be provided to the Contracting Officer in the event ofmodification, cancellation, or non-renewal of any portion of the insurancecoverage(s). All certificates of insurance must list the NAFI as thecertificate holder, name the NAFI and the United States as additional insureds,and carry an endorsement waiving the Contractor's rights to subrogation againstthe NAFI and the United States.

9. PROCUREMENTINTEGRITY

By submission of an offer or performance of this contract,the offeror or Contractor certifies with respect to this NAFI contract action:

a. That nodiscussion, offer, or promise of future employment or business opportunity hasnor will be made to NAFI civilian or military personnel who personally andsubstantially participated in the contract action.

(1) That nooffer, promise, or gift of any gratuity, entertainment, money, or other thingof value has nor will be made to any NAFI civilian or military personnel or anyother employee of the NAFI or member of their family or household.

(2) That noinformation proprietary to other offerors or other contracting information(offeror list, prices offered, technical evaluations, rankings, etc.) is soughtor obtained until it is available to the public under NAFI procedures.

(3) That noperson or selling agency has been employed or retained to secure this contractfor a commission, percentage, brokerage, or contingent fee except bona fideemployees or bona fide established commercial selling agencies retained by theContractor for the purpose of securing business.

b. TheContractor certifies that no gratuities (entertainment, gifts, money,kickbacks, or other things of value) were nor will be solicited or accepted bythe Contractor or Contractor representative, nor from any Subcontractor orSubcontractor representative, for the purpose of obtaining or rewardingfavorable treatment in connection with this contract or any subcontract underit.

c. TheContractor will report in writing to the Contracting Officer any possibleviolation of this clause when there are reasonable grounds to believe aviolation may have occurred. The Contractor will cooperate fully with anyfederal agency investigation of a possible violation of this clause.

d. For breachof any of these certifications, the NAFI may terminate this contract fordefault, and/or deduct from amounts due under this or other contracts or chargethe Contractor for the total value of any contingent fee, gratuity, kickback orother loss to the NAFI arising out of the breach.

10. ASSIGNMENTOF CLAIMS

The Contractor cannot assign any right or delegate anyobligations under this contract without the prior written permission of theContracting Officer.

11. TERMINATIONFOR CONVENIENCE

The Contracting Officer, by written notice, may terminatethis contract, in whole or in part, when it is in the best interest of theNAFI. If this contract is for supplies and is so terminated, the Contractorshall be compensated in accordance with FAR, Sub Parts 49.1 and 49.2 in effecton this contract's date. To the extent that this contract is for services andis so terminated, the NAFI shall be liable only for payment in accordance withthe payment clauses of this contract for services rendered prior to theeffective date of termination, providing there are no Contractor claimscovering nonrecurring costs for capital investment. If there are any suchContractor claims, they shall be settled in accordance with FAR, Sub Parts 49.1and 49.2.

12. CANCELLATIONBY MUTUAL AGREEMENT

Should the situation warrant, the parties upon mutualagreement and no costs, may cancel this contract without further recourse tothe other and mutual release of any further obligations.

13. TERMINATIONFOR CAUSE

a. The NAFImay, subject to paragraphs c. and d. below, by written notice of cause to theContractor, terminate this contract in whole or in part if the Contractor failsto-

(1) Deliverthe supplies or perform the service within the time specified within thiscontract or any extension;

(2) Makeprogress, so as to endanger performance of this contract (however, seeparagraph b. below); or

(3) Performany of the other clauses of this contract (however see paragraph b. below).

b. TheNAFI's right to terminate this contract under paragraph a.2., and a.3. above,may be exercised if the Contractor does not cure such failure within 10 days(or more if authorized in writing by the Contracting Officer) after receipt ofnotice from the Contracting Officer specifying the failure.

c. If theNAFI terminates this contract in whole or in part, it may acquire, under theterms and in the manner the Contracting Officer considers appropriate, suppliesor services similar to those terminated, and the Contractor will remain liableto the NAFI for any excess costs for those supplies or services. However, theContractor must continue the work not terminated.

d. Defaultsby subcontractors at any tier for any reason do not constitute causes beyondthe control and without the fault or negligence of the Contractor.

TheContractor shall not be liable for any excess costs if the failure to performthe contract arises from causes beyond the control and without the fault ornegligence of the Contractor. Examples of such causes include:

(1) Acts ofGod or of the public enemy

(2) Act of theNAFI in either its sovereign or contractual capacity

(3) Fires

(4) Floods

(5) Epidemics

(6) Quarantinerestrictions

(7) Strikes

(8) Freightembargoes

(9) Unusuallysevere weather

e. If thiscontract is terminated for cause, the NAFI may require the Contractor totransfer title and deliver to the NAFI as directed by the Contracting Officer,any

(1) completedsupplies, and

(2) partiallycompleted supplies and materials, parts, tool dies, jigs, fixtures, plans,drawings, information, and contract rights (collectively referred to asmanufacturing materials in the clause) that the Contractor has specificallyproduced or acquired for the terminated portion of this contract. Upondirection of the Contracting Officer, the Contractor shall also protect andpreserve property in its possession in which the NAFI has an interest.

f. The NAFIshall pay the contract price for completed supplies delivered and accepted. TheContractor and Contracting Officer shall agree on the amount of payment formanufacturing materials delivered and accepted and for the protection andpreservation of the property. Failure to agree will be a dispute under theClaims Clause. The NAFI may withhold from these amounts any sum the ContractingOfficer determines to be necessary to protect the NAFI against loss because ofoutstanding liens or claims of former lien holders.

g. If, aftertermination, it is determined that the cause by the Contractor was excusable,the rights and obligations of the parties shall be the same as if thetermination had been issued for convenience of the NAFI.

h. The rightsand remedies of the NAFI in this clause are in addition to any other rights andremedies provided by law or under this contract.

i. Thiscontract is automatically terminated for the convenience of the NAFI in theevent the NAFI is dissolved.

14. CHANGES

a. TheContracting Officer may at any time, by written order, and without notice tothe sureties, if any, make changes within the general scope of this contract inany one or more of the following:

(1) If therequirement is for supplies and/or services: Drawings, designs, orspecifications; method of shipment or packing; description of services to beperformed; time of performance (i.e., hours of the day, days of the week,etc.); place of delivery or place of performance of services.

(2) If therequirement is for concession services (including public private ventures):Specifications (including drawings and designs); method or manner ofperformance of work; NAFI-furnished facilities, equipment, materials, services,or site; and/or directing acceleration in the performance of work.

(3) If therequirement is for transportation services: Specifications; work or services;place of origin; place of delivery; tonnage to be shipped; and/or amount ofNAFI-furnished property.

b. If anysuch change causes an increase or decrease in the cost of, or the time requiredfor, performance of any part of the work under this contract, whether or notchanged by the order, the Contracting Officer will make an equitable adjustmentin the contract price, the delivery schedule, or both, and modify the contract.

c. TheContractor must assert its right to an adjustment under this clause within 30days from the date of receipt of the written order; however, if the ContractingOfficer decides that the facts justify it, the Contracting Officer may receive andact upon a proposal submitted before final payment of the contract.

d. If theContractor's proposal includes the cost of property made obsolete or excess bythe change, the Contracting Officer shall have the right to prescribe themanner of the disposition of the property.

e. If therequirement is for architect-engineer or other professional services, noservices for which an additional cost or fee will be charged by the Contractorshall be furnished without the prior written authorization of the ContractingOfficer.

f. If therequirement is for concession services (including public private ventures), theContractor shall notify the Contracting Officer in writing within seven (7)days of the occurrence of any event that the Contractor considers a change tothe contract that has not been authorized in writing signed by the ContractingOfficer. The Contractor will be deemed to have waived any right to anadjustment if timely notice is not provided to the Contracting Officer asrequired herein. For purposes of this clause, "event" shall include,but not be limited to, an order or direction by a NAFI or other NAFI official,a contested contract interpretation, interference with or interruption of thecontract work, or any other event that increases the cost or time to performthe contract as compared to the cost or time that would be required if theContractor performed the contract in accordance with its terms.

g. Failureto agree to any adjustment shall be a "claim" under the "Claims" clause of thisContract; however, nothing in this clause shall excuse the Contractor fromproceeding with the Contract as changed.

15. SOCIALRESPONSIBILITY AND LABOR STANDARDS NONRESALE

By performance of this contract, the Contractor and anysubcontractors shall comply with the Social Responsibility requirementsaddressed herein:

a. CombatingTrafficking in Persons (CTIP). Applicable to all contracts, regardless oflocation performed.

(1) Definitions.The meanings of the terms coercion, commercial sex act, debt bondage, forcedlabor, involuntary servitude, severe forms of trafficking in persons, and sextrafficking are as is defined in the Trafficking Victims Protection Act of2000, Public Law 106-386, October 28, 2000 <http://www.state.gov/ documents/organization/10492.pdf >.

(2) Policy.DoD NAFIs have adopted the U.S. Government's zero tolerance policy regardingtrafficking in persons. During the contract period of performance, Contractorand Contractor employees shall not: (a) Engage in severe forms of trafficking;(b) Procure commercial sex; or (c) Use forced labor

(3) ContractorRequirements. Contractor shall: (a) Notify its employees of: Zero tolerancepolicy described in this clause; and actions that will be taken againstemployees for violations of this policy. (Such actions may include, but are notlimited to, removal from the Contract, reduction in benefits, or termination ofemployment); and (b) Take appropriate action against employees orsubcontractors that violate policy in paragraph a.(2) of this clause, up to andincluding termination.

(4) Notification.Contractor shall inform the Contracting Officer immediately of: (a) Anyinformation it receives from any source (including host country lawenforcement) alleging a Contractor employee, subcontractor, or subcontractoremployee has engaged in conduct that violates this policy; and (b) Any actionstaken against Contractor employees, subcontractors, or subcontractor employeespursuant to this clause.

(5) Remedies.In addition to other remedies available to the NAFI, Contractor's failure tocomply with the requirements of this clause may result in (a) Requiring theContractor to remove a Contractor employee or employees from performance underthe contract; (b) Requiring the Contractor to terminate a subcontract;

(c)Suspension of contract or fee payments; (d) Termination of the contract fordefault or cause, in accordance with the termination clause of this contract;and/or (e) Suspension or debarment.

(6) MitigatingFactors. The Contracting Officer may consider whether Contractor had aTrafficking in Persons awareness program at the time of any violation as amitigating factor when determining remedies.

(7) Additionalinformation about Trafficking in Persons and examples of awareness programs canbe found on the U.S. Department of State, Office to Monitor and CombatTrafficking in Persons (OMCTP) website <http://www.state.gov/j/tip/index.htm >.

b. Labor;Work Hours, Compensation and Benefits; Discipline; Freedom of Association;Discrimination; and Workspaces. Applicable to all contracts, regardless oflocation performed. Contractor Requirements:

(1) Labor.Contractor shall not employ any person under the age of 14 years, unless localand national laws stipulate a higher age for work or mandatory schooling, inwhich case the higher age will apply. Contractor shall not use force or othercompulsory labor in performance of this contract, nor require employees tolodge "deposits" or identity papers upon commencing employment withthe Contractor or subcontractor.

(2) WorkingHours, Compensation and Benefits. Contractor shall comply with applicable localand national laws on maximum daily/weekly working hours.

Contractor shallensure that wages paid for a standard workweek are consistent with local andnational laws.

(3) Safe andHealthy Workplace. Contractors shall provide employees with a safe and healthyworkplace in compliance with all local and national laws.

(4) Discipline.Contractor shall not engage in or support the use of corporal punishment,mental or physical coercion, verbal abuse, or withholding passports or traveldocuments.

(5) Freedom ofAssociation & Right to Collective Bargaining. Contractor shall respect theright of all employees to form and join trade unions of their choice,consistent with prevailing local and national laws and to bargain collectivelywithout any activity that impedes or suppresses freedom of association.Contractors shall ensure that representatives of such employees are not subjectto discrimination and that such representatives have access to their members inthe workplace.

(6) Discrimination.Contractors shall comply consistently with local and national laws with regardto discrimination in hiring, compensation, access to training, promotion,termination, or retirement based on race, caste, national origin, religion,disability, sex, maternity status, union membership, or political affiliation.

c. U.S.Labor Statutes.

(1) Applicableto all contracts, performed within the United States. Where a statute specifieswhere within the U.S. it applies, the definition in the statute supersedesdefinitions in this clause.

(2) Definitions

(a) "UnitedStates" in general means the 50 States, the District of Columbia, OutlyingAreas, and Outer Continental Shelf lands as defined in the Outer ContinentalShelf Lands Act (43 U.S.C. 1331, et seq.), but does not include any other placesubject to

U.S. jurisdiction or any U.S. base or possession in aforeign country (29 CFR 4.112).

(b) "OutlyingAreas" means: (1) Commonwealths of Puerto Rico and the Northern MarianaIslands; (2) Territories: American Samoa, Guam, and U.S. Virgin Islands; and(3) Minor outlying islands (Baker Island, Howland Island, Jarvis Island,Johnston Atoll, Kingman Reef, Midway Islands, Navassa Island, Palmyra Atoll andWake Atoll).

d. TheContractor shall:

(1) Complywith all applicable statutes to include, but not limited to the Fair Laborstandards Act (FLSA), Service Contract Labor Standards Statute and ConstructionWage Rate Requirements.

(2) Providesubcontractor names and performance addressees within 24 hours, if requested bythe Contracting Officer.

(3) Have aneffective program for monitoring compliance with applicable statutes and asapplicable ensure U.S. Department of Labor (DoL) Wage and Hour Division postersin workers' language are posted at U.S. work sites.

(4) Ensurecompliance with all applicable hours, wages, labor relations (includingcollective bargaining), workmen's compensation, working conditions and othermatters pertaining to labor standards of the country, or political matterspertaining to labor standards of the country, or political subdivision thereof,where contract is performed.

e. To ensurefull compliance with requirements of this clause, the NAFI (or third partydesignated by the NAFI) has the right to conduct announced or unannouncedinspections of any site utilized by the Contractor to perform this Contract.

f. Prohibitionon Illicit Substance. The Contractor, its employee(s) or representative(s)working under this contract agree(s) not to possess or use any illicitsubstance(s) while performing on the site(s) of this contract whether onmilitary installation(s) or Federal property(s). Any incompliant or finding ofviolation of this paragraph, render the Contractor subject to suspension ofcontract payments, termination of the contract or default, and suspension ordebarment.

g. Subcontracts.Contractor shall include this clause in all subcontracts.

16. INSPECTIONAND ACCEPTANCE

Inspection and acceptance will be at destination, unlessotherwise provided in this contract. Notwithstanding the requirements for anyNAFI inspection and test contained in specifications applicable to thiscontract, except where specialized inspections or tests are specified forperformance solely by the NAFI, the Contractor, shall perform or have performedthe inspections and tests required to substantiate that the supplies providedunder the contract conform to the drawings, specifications, and contract requirementslisted herein, including if applicable the technical requirements for themanufacturer's part numbers specified herein.

The Contractor shall only tender for acceptance only thoseitems that conform to the requirements of this contract. The NAFI reserves theright to inspect or test any supplies or services that have been tendered foracceptance. The NAFI may require repair or replacement of nonconformingsupplies or performance of nonconforming services at no increase in contractprice. Acceptance of the supplies or services or a written notice of rejectionsmust be accomplished on or before the first working day following delivery ofthe supplies or services, unless otherwise specified in this contract.

17. COMMERICALTERMS AND CONDITONS

a. Commercialterms and conditions are not inherently enforceable under NAF contract(s). TheContractor shall not unilaterally obligate or bind the NAFI to pay any futureservices, subscriptions, fees, penalties, interest, legal costs or require theNAFI indemnify the Contractor or any person or entity for damages, costs, fees,or any other loss or liability. Contractor shall not unilaterally revoke,terminate or suspend any rights granted to the NAFI. The Contractor agrees anyupdates, changes or addendums to the contract shall be bilaterally agreed uponby the Contractor and the Contracting Officer, via written modification.

b. TheContractor agrees supplies or services furnished under this contract shall becovered by the most favorable commercial warranties the Contractor gives to anycustomer for such supplies or services. The rights and remedies provided hereinare in addition to and do not limit any rights afforded to the NAFI by anyother clause of this contract. Contractor shall provide printed terms andconditions of such warranty and comply with the Magnuson- Moss Warranty Act (15U.S.

Code (S) 2302). Warranty shall commence upon acceptance of the items and isin addition to other warranties of additional scope given by the Contractor.

18. TAXES

a. Except asmay be otherwise provided in this contract, the contract price includes alltaxes, duties, or other public charges in effect and applicable to thiscontract on the contract date, except any tax, duty or other public chargewhich by law, regulation or NAFI agreement is not applicable to expendituresmade by the NAFI or on its behalf, or any tax, duty, or other public chargefrom which the Contractor, or any subcontractor hereunder, is exempt by law,regulation or otherwise. If any such tax, duty, or other public charge has beenincluded in the contract price, through error or otherwise, the contract priceshall be correspondingly reduced.

b. If forany reason, after the contract date of execution, the Contractor orsubcontractor is relieved in whole or in part from the payment or the burden ofany tax, duty or other public charge included in the contract price, thecontract price shall be correspondingly reduced; or if the Contractor or asubcontractor is required to pay in whole or in part any tax, duty, or otherpublic charge which was not included in the contract price and which was notapplicable at the contract date of execution, the contract price shall becorrespondingly increased.

c. Noadjustment of less than $250 shall be made in the contract price pursuant tothis clause unless otherwise waived at the unilateral discretion of theContracting Officer.

d. NAFIslocated in foreign countries will not pay foreign taxes nor collect for anyforeign country or political subdivision any tax unless the United States hasconsented to levy collection by treaty, convention, or executive agreement.

19. INVOICES

a. An invoiceis a written request for payment under the contract for supplies delivered orfor services rendered. In order to be proper, an invoice should include (and inorder to support the payment of interest penalties, must include) thefollowing:

(1) Invoicedate;

(2) Name ofContractor;

(3) Contractnumber (including order number, if any), contract line item number, contractdescription of supplies or services, quantity, contract unit of measure andunit price, and extended total;

(4) Shipmentnumber and date of shipment (Bill of Lading number and weight of shipment willbe shown for shipments on NAFI Bills of Lading);

(5) Name andaddress to which payment is to be sent (which must be the same as that in thecontract or on a proper notice of assignment);

(6) Name(where practicable), title, phone number and mailing address of person to benotified in event of a defective invoice; and

(7) Any otherinformation or documentation required by other clauses of the contract (such asevidence of shipment). Invoices shall be prepared and submitted in duplicate(one copy shall be marked "Original") unless otherwise specified.

b. Forpurposes of determining if interest begins to accrue under the Prompt PaymentAct (Public Law 97-177):

(1) A properinvoice will be deemed to have been received when it is received by the officedesignated in the contract for receipt of invoices and acceptance of thesupplies delivered or services rendered has occurred.

(2) Paymentshall be considered made on the date on which a check for such payment isdated.

(3) Paymentterms (e.g., "Net 20") offered by the contractor will not be deemedrequired payment dates.

(4) Thefollowing periods of time will not be included:

(a) Afterreceipt of improper invoice and prior to notice of any defect or impropriety,but not to exceed three days for meat and meat food products, five days forperishable agricultural commodities, and 15 days in all other cases, and

(b) Betweenthe date of a notice of any defect or impropriety and the date a proper invoiceis received. When the notice is in writing, it shall be considered made on thedate shown on the notice.

20. LAWGOVERNING CONTRACTS

This contract shall be construed and interpreted inaccordance with the Federal laws of the United States of America. NAFprocurement is governed by Department of Defense Instruction (DODI) 4105.67,NAF Procurement Policy and Procedure, available at http://www.dtic.mil/whs/directives/(or any successor website).

21. SUSTAINABILITY

Go Green. The NAFI encourages contractors/vendors toembrace, establish and promote environmentally sustainable "Green Initiatives."We look to the Contractor to accomplish this by:

. Wherepossible utilize environmentally friendly products

b. Wherepossible promote energy-efficiency and water conservation

c. Wherepossible eliminate/reduce the production or generation of hazardous waste andthe need for special material processing (including special handling, storage,treatment and disposal)

22. PROOF OFSHIPMENT

Applicable to shipments outside the United States throughthe Surface Deployment and Distribution Command and Parcel Post shipments tooverseas destinations.

a. Notwithstandingany clause of this contract to the contrary, payment will be made for items notyet received, upon receipt of an invoice accompanied by an appropriate proof ofshipment. If shipment is made by insured parcel post, the Contractor must furnisha copy of the Insured Mail Receipt issued by the US Postal Service. Otherwise,a stamped copy of a Certificate of Mailing issued by the US Postal Service mustbe furnished. If shipment is made by a common carrier (rail, air or motorfreight), the Contractor must furnish a signed copy of the shipping document onwhich items are receipted for by the common carrier. A signed receipt by a NAFIrepresentative at the delivery point, Consolidation Containerization Point orPort of Embarkation is also acceptable evidence of proof of shipment.

b. Forwardinga proof of shipment and an invoice for payment by the Contractor shall beconstrued as a certification by the Contractor that the items shipped conformto the specifications.

c. Notwithstandingany provisions of this clause or any payment made pursuant to the terms of thisclause prior to receipt of the items contracted for, the NAFI retains the rightto inspect upon receipt and the right to reject nonconforming items. The liabilityof the Contractor with respect to items for which payments have been made will,after inspection by the NAFI or after the expiration of a reasonable timefollowing delivery to the NAFI within which inspection may be made, whicheveroccurs first, be limited to exceptions taken at the time of inspection, andlatent defects, fraud, or such gross mistakes as amount to fraud.

23. VARIATION INQUANTITY

No variation in quantity of any item called for by thiscontract will be accepted unless authorized by the Contracting Officer.

24. PARTIALDELIVERIES

Partial deliveries are not permitted unless authorized bythe terms of the contract or approved by the Contracting Officer.

25. PAYMENTS

Partial payments will be made when deliveries are authorizedor as approved by the Contracting Officer. Payments and penalties for latepayments are subject to the requirements established by the Prompt Payment Act,as amended, and as implemented for NAFIs. If the NAFI makes payment but suchpayment fails to include a prompt payment penalty due to the Contractor within10 days from when the contract payment is made, penalty amounts will not bepaid unless the Contractor makes a written request within forty days after thedate of payment.

26. DISCOUNTSFOR PROMPT PAYMENT

a. Discountsfor prompt payment will not be considered in the evaluation of offers. However,any offered discount will form a part of the award and will be taken if paymentis made within the discount period indicated in the offer by the offeror. As analternative to offering a prompt payment discount in conjunction with theoffer, offerors awarded contracts may include prompt payment discounts onindividual invoices.

b. Inconnection with any discount offered for prompt payment, time shall be computedfrom the date of the invoice. If the Contractor has not placed a date on theinvoice, the due date shall be calculated from the date the designated billingoffice receives a proper invoice, provided the agency annotates such invoicewith the date of receipt at the time of receipt. For the purpose of computingthe discount earned, payment shall be considered to have been made on the datethat appears on the payment check or, for an electronic funds transfer, thespecified payment date. When the discount date falls on a Saturday, Sunday, orlegal holiday when Federal NAFI offices are closed and NAFI business is notexpected to be conducted, payment may be made on the following business day.

27. NOTIFICATIONOF DEBARMENT/SUSPENSION STATUS

The Contractor shall provide immediate notice to theContracting Officer in the event of being suspended, debarred or declaredineligible by any other Federal Department or agency, or upon receipt of anotice of proposed debarment from another DoD Agency, during the performance ofthis contract.

28. NON WAIVEROF DEFAULTS

Any failure by the NAFI at any time to enforce or requirestrict performance of any terms or conditions shall not constitute waiverthereof, and shall not affect or impair such terms or conditions in any way or the NAFI's right at any time toavail itself of such remedies as it may have for any breach or breaches of suchterms or conditions.

29. TRAVELCLAUSE

Contractors and/or their duly appointed representative willmake their own travel arrangements, purchase their own tickets, and submitrequests for reimbursement to the issuing office found in Block 12 of theaward. Travel costs will be paid by the contracting NAFI, up to the maximumamount authorized in the federal travel regulations. The Contractor shallsubmit original receipts of airline tickets, lodging, car rental and otherexpenses exceeding $75.00.

Contractor personnel must acquire airline travel by the mosteconomical methods, to include obtaining coach fares, buy advance purchasetickets (when possible), and plan minimal travel time necessary to accomplishthe task. The Contractor is liable for costs associated with unused or changedairline tickets, where non-use is not caused by the NAFI. Documents arerequired to support payment of travel costs. The Contracting Officer and ortheir duly appointed representative will approve, in advance, any changes inthe itinerary. Contractors must obtain approval before submitting other thanlowest airfare travel reimbursement requests from the invoicing office. Localtravel for which mileage is claimed; to include travel to and from the airportwhen air travel is involved must be indicated on the itinerary on form 1351-2or other approved form.

30. INCREASINGTHE MINIMUM WAGE FOR FEDERAL CONTRACTORS

a. ThisContract is subject to Executive Order 14026, the regulations issued by theSecretary of Labor in 29 CFR part 23 pursuant to the Executive Order, andspecifically to all the provisions set forth in Appendix A to 29 CFR part 23.The Contractor shall pay to workers, while performing in the United States, andperforming on, or in connection with, this contract, the applicable minimumwage per the Executive Order. Accordingly, Appendix A is hereby incorporated byreference and has the same force and effect as if set forth in full in thiscontract. The full text of the final rule, to include the regulations andclause "Increasing the Minimum Wage for Federal Contractors" at 29 CFR part 23,is available at: https://www.ecfr.gov/current/title-29/part-23/appendix- Appendix%20A%20to%20Part%2023.

b. TheContractor is responsible for subcontractor compliance with the requirements ofthis clause and may be held liable for unpaid wages due subcontractor workers.The Contractor shall include this clause, including this paragraph, in allsubcontracts, regardless of dollar value, that are subject to Service ContractLabor Standards statute (formerly known as the Service Contract Act) or theWage Rate Requirements (Construction) statute (formerly known as the DavisBacon Act), and are to be performed in whole or in part in the United States.

31. ESTABLISHINGPAID SICK LEAVE FOR FEDERAL CONTRACTORS

a. Thiscontract is subject to Executive Order (EO) 13706 and to the regulations issuedby the Secretary of Labor pursuant thereto at 29 CFR part 13 (Establishing PaidSick Leave for Federal Contractors). 29 CFR part 13, Appendix A, is herebyincorporated by reference, having the same force and effect as if set forth in full inthis contract. Refer tohttps://www.gpo.gov/fdsys/pkg/FR-2016-09-30/pdf/2016-22964.pdf

b. TheContractor shall establish a sick leave policy in full compliance with theapplicable provisions of EO 13706 and 29 CFR part 13.

c. Thisclause applies to all subcontracts where EO 13706 and 29 CFR part 13 apply tothe prime contract. Accordingly, the Contractor is responsible forsubcontractor compliance with EO 13706, 29 CFR part 13, and the requirements ofthis clause. The Contractor shall include this clause, including thisparagraph, in all subcontracts where applicable.

d. TheContractor may be subject to penalties for noncompliance as described in 29 CFR

(S)13.44.

32. REPRESENTATIONREGARDING CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OREQUIPMENT.

a. Prohibition.

(1) Section889(a)(1)(A) of the John S. McCain National Defense Authorization Act forFiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency onor after August 13, 2019, from procuring or obtaining, or extending or renewinga contract to procure or obtain, any equipment, system, or service that usescovered telecommunications equipment or services as a substantial or essentialcomponent of any system, or as critical technology as part of any system.Nothing in the prohibition shall be construed to-

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

(b) Covertelecommunications equipment that cannot route or redirect user data traffic orcannot permit visibility into any user data or packets that such equipmenttransmits or otherwise handles.

(2) Section889(a)(1)(B) of the John S. McCain National Defense Authorization Act forFiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency onor after August 13, 2020, from entering into a contract or extending orrenewing a contract with an entity that uses any equipment, system, or servicethat uses covered telecommunications equipment or services as a substantial oressential component of any system, or as critical technology as part of anysystem. This prohibition applies to the use of covered telecommunicationsequipment or services, regardless of whether that use is in performance of workunder a Federal contract. Nothing in the prohibition shall be construed to-

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

(b) Covertelecommunications equipment that cannot route or redirect user data traffic orcannot permit visibility into any user data or packets that such equipmenttransmits or otherwise handles.

b. Procedures.The Offeror shall review the list of excluded parties in the System for AwardManagement (SAM) (https://www.sam.gov) for entities excluded from receivingfederal awards for "covered telecommunications equipment or services".

c. Representation.The Offeror represents that-

(1) It will, will not provide covered telecommunications equipment or services to the NAFIin the performance of any contract, subcontract or other contractual instrumentresulting from this solicitation. The Offeror shall provide the additionaldisclosure information required at paragraph (d)(1) of this section if theOfferor responds "will" in paragraph (c) (1) of this section; and

(2) Afterconducting a reasonable inquiry, for purposes of this representation, theOfferor represents that It does, does not use covered telecommunicationsequipment or services, or use any equipment, system, or service that usescovered telecommunications equipment or services. The Offeror shall provide theadditional disclosure information required at paragraph (d) (2) of this sectionif the Offeror responds "does" in paragraph

(c) (2) of this section.

d. Disclosures.

(1) Disclosurefor the representation in paragraph (c) (1) of this provision. If the Offerorhas responded "will" in the representation in paragraph (c) (1) of thisprovision, the Offeror shall provide the following information as part of theoffer:

(a) Forcovered equipment-

(i) Theentity that produced the covered telecommunications equipment (include entityname, unique entity identifier, CAGE code, and whether the entity was theoriginal equipment manufacturer (OEM) or a distributor, if known);

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

(iii) Explanationof the proposed use of covered telecommunications equipment and any factorsrelevant to…