Solicitation SPE603-24-R-0504.pdf

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS 1. REQUISITION NUMBER PAGE 1 OF 84

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30 7006088706

2. CONTRACT NO. 3. AWARD/EFFECTIVE 4. ORDER NUMBER 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE

DATE DATE

SPE603-24-R-0504 2024 AUG 06

a. NAME b. TELEPHONE NUMBER (No Collect 8. OFFER DUE DA TE/

7. FOR SOLICITATION

ca/ls) LOCAL TIME

2024 SEP 20

INFORMATION CALL: Mark Laskoski C014407 Phone: 571-767-7051

04:00 PM

9. ISSUED BY CODE SPE603 10. THIS ACQUISITION IS □ UNRESTRICTED ORl:8JSET ASIDE: %FOR:

l:8JSMALL BUSINESS □ WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED DLA ENERGY □ HUBZONE SMALL SMALL BUSINESS PROGRAM BULK PETROLEUM SERVICES BUSINESS 8725 JOHN J. KINGMAN ROAD □ EDWOSB FORT BELVOIR VA 22060 SERVICE-DISABLED NAICS: 562910

USA □ VETERAN-OWNED

SMALL BUSINESS 08(A) SIZE STANDARD:

11. DELIVERYFOR FOB DESTINA- 12. DISCOUNT TERMS 13b. RATING TION UNLESS BLOCK IS □ 13a. THIS CONTRACT IS A MARKED RATED ORDER UNDER

DPAS (15 CFR 700) 14. METHOD OF SOLICITATION

IZI SEE SCHEDULE □ RFQ □ IFB IZI RFP

15. DELIVER TO CODE 16. ADMINISTERED BY CODE I

SEE SCHEDULE

17a. CONTRACTOR/ CODE I I FACILITY 18a. PAYMENT WILL BE MADE BY CODE I OFFEROR CODE

TELEPHONE NO.

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN 18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK

OFFER BELOW IS CHECKED □ SEE ADDENDUM

19. 20. 21. 22. 23. 24.

ITEM NO. SCHEDULE OF SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

See Schedule

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

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt. Use Only) l:8J 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

IZI ARE

DARE

□ ARE NOT ATTACHED

□ ARE NOT ATTACHED

l:8J 28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _1_ □29. AWARD OF CONTRACT: REF OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED . YOUR OFFER ON SOLICITATION

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY (BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

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

30b. NAME AND TITLE OF SIGNER (Type or Print)

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

30c. DATE SIGNED 31 b. NAME OF CONTRACTING OFFICER (Type or Print) 31c. DATE SIGNED

STANDARD FORM 1449 (REV. 212012)

Prescribed by GSA - FAR (48 CFR) 53.212

SPE603-24-R-0504

Table of Contents

SECTION B – SUPPLIES OR SERVICES AND PRICES/COSTS

B35 SERVICES TO BE FURNISHED AND PRICES (ENVIRONMENTAL) (DLA

ENERGY MAR 2009)

SECTION C – DESCRIPTION /SPECIFICATIONS/STATEMENT OF WORK

SECTION D – PACKAGE AND MARKING

SECTION E – INSPECTION AND ACCEPTANCE

SECTION F – DELIVERIES OR PERFORMANCE

F-0001 F.1.11 DLA INTERNET BID BOARD SYSTEM (DIBBS)(DLA ENERGY)(APR

2014)

SECTION G – CONTRACT ADMINISTRATION DATA

252.232-7006 WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (JAN 2023) .. 12

G-0001 G3 INVOICE NUMBERING REQUIREMENTS (DLA ENERGY FEB 1998) 15

G-0002 G9.06 ADDRESS TO WHICH REMITTANCE SHOULD BE MAILED (DLA

ENERGY JAN 2017)

SECTION H – SPECIAL CONTRACT REQUIREMENTS

H-0001 H9.01 TECHNICAL DIRECTION (DLA ENERGY FEB 1992)

H-0002 H51.03 INSURANCE REQUIREMENTS FOR CONTRACTORS AND

SUBCONTRACTORS (DLA ENERGY JAN 2012)

SECTION I – CONTRACT CLAUSES

52.252-2 CLAUSES INCORPORATED BY REFERENCE. (FEB 1998)

52.203-3 GRATUITIES (APR 1984)

52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL

(JAN 2011)

52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE (OCT 2018)

52.204-21 BASIC SAFEGUARDING OF COVERED CONTRACTOR INFORMATION

SYSTEMS (NOV 2021)

52.237-1 SITE VISIT (APR 1984)

52.237-2 PROTECTION OF GOVERNMENT BUILDINGS, EQUIPMENT, AND

VEGETATION (APR 1984)

52.237-3 CONTINUITY OF SERVICES (JAN 1991)

52.242-13 BANKRUPTCY (JUL 1995)

52.245-1 GOVERNMENT PROPERTY (SEP 2021)

52.245-9 USE AND CHARGES (APR 2012)

252.201-7000 CONTRACTING OFFICER'S REPRESENTATIVE (DEC 1991)

252.203-7000 REQUIREMENTS RELATING TO COMPENSATION OF FORMER DOD

OFFICIALS (SEP 2011)

252.203-7002 REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER

RIGHTS (DEC 2022)

252.203-7003 AGENCY OFFICE OF THE INSPECTOR GENERAL (AUG 2019)

252.204-7000 DISCLOSURE OF INFORMATION (OCT 2016)

252.204-7003 CONTROL OF GOVERNMENT PERSONNEL WORK PRODUCT (APR

1992)

252.204-7012 SAFEGUARDING COVERED DEFENSE INFORMATION AND CYBER

INCIDENT REPORTING (JAN 2023)

252.204-7018 PROHIBITION ON THE ACQUISITION OF COVERED DEFENSE

TELECOMMUNICATIONS EQUIPMENT OR SERVICES (JAN 2023)

252.204-7020 NIST SP 800-171 DOD ASSESSMENT REQUIREMENTS (NOV 2023) . 18

252.223-7006 PROHIBITION ON STORAGE, TREATMENT, AND DISPOSAL OF

TOXIC OR HAZARDOUS MATERIALS—BASIC (SEP 2014)

252.223-7008 PROHIBITION OF HEXAVALENT CHROMIUM (JAN 2023)

252.225-7012 PREFERENCE FOR CERTAIN DOMESTIC COMMODITIES (APR 2022)

252.225-7048 EXPORT CONTROLLED ITEMS (JUNE 2013)

252.226-7001 UTILIZATION OF INDIAN ORGANIZATIONS, INDIAN-OWNED

ECONOMIC ENTERPRISES, AND NATIVE HAWAIIAN SMALL BUSINESS

CONCERNS (JAN 2023)

252.227-7015 TECHNICAL DATA—COMMERCIAL ITEMS (MAR 2023)

252.227-7037 VALIDATION OF RESTRICTIVE MARKINGS ON TECHNICAL DATA

(JAN 2023)

252.232-7003 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS AND

RECEIVING REPORTS (DECEMBER 2018)

252.232-7010 LEVIES ON CONTRACT PAYMENTS (DEC 2006)

252.243-7001 PRICING OF CONTRACT MODIFICATIONS (DEC 1991)

252.243-7002 REQUESTS FOR EQUITABLE ADJUSTMENT (DEC 2022)

52.233-9001 DISPUTES: AGREEMENT TO USE ALTERNATIVE DISPUTE

RESOLUTION (ADR) (JUN 2020)

252.245-7003 CONTRACTOR PROPERTY MANAGEMENT SYSTEM

ADMINISTRATION (APR 2012)

252.245-7005 MANAGEMENT AND REPORTING OF GOVERNMENT PROPERTY

(JAN 2024)

252.246-7008 SOURCES OF ELECTRONIC PARTS (JAN 2023)

252.247-7023 TRANSPORTATION OF SUPPLIES BY SEA—BASIC (JAN 2023)

SECTION I – PART 2 CONTRACT CLAUSES INCORPORATED IN FULL TEXT THAT MAY

REQUIRE THE OFFEROR TO FILL-IN INFORMATION

52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE MAINTENANCE

(AUG 2020)

52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS (NOV

2023)

ADDENDUM 1 TO FAR 52.212-4 CONTRACT TERMS AND CONDITIONS -

COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (DEC 2022)

REFERENCES 52.243-1 CHANGES-FIXED PRICE (AUG 1987) WITH ALTERNATE II

(APR 1984)

52.243-1 CHANGES – FIXED-PRICE (AUG 1987) WITH ALTERNATE II (APR 1984) 27

ADDENDUM 2 TO FAR 52.212-4 CONTRACT TERMS AND CONDITIONS -

COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (DEC 2022)

REFERENCES 52.215-8 ORDER OF PRECEDENCE – UNIFORM CONTRACT FORMAT

(OCT 1997)

52.215-8 ORDER OF PRECEDENCE – UNIFORM CONTRACT (OCT 1997)

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS – COMMERCIAL ITEMS (FEB 2024)

52.216-18 ORDERING (AUG 2020)

52.216-19 ORDER LIMITATIONS (OCT 1995)

52.216-22 INDEFINITE QUANTITY (OCT 1995)

52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

52.219-14 LIMITATIONS ON SUBCONTRACTING (OCT 2022)

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES (NOV 2020)

252.225-7967 PROHIBITION REGARDING RUSSIAN FOSSIL FUEL BUSINESS

OPERATIONS (DEVIATION 2024-O0006, REVISION 1) (FEB 2024)

I-0002 I11.01-2 ADMINISTRATIVE COST OF TERMININATION FOR CAUSE –

COMMERCIAL ITEMS (DLA ENERGY FEB 1996)

I-0001 I605.01 DISCLOSURE OF INFORMATION (DLA ENERGY JAN 2012)

SECTION J – LIST OF ATTACHMENTS

SECTION K - REPRESENTATIONS, CERTIFICATIONS AND OTHER STATEMENTS OF

OFFERORS OR RESPONDENTS

SECTION K – PART 1 PROVISIONS INCORPORATED BY REFERENCE. SEE FAR 52.252-1

SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB 1998)

52.203-2 CERTIFICATE OF INDEPENDENT PRICE DETERMINATION (APR 1985) 43

252.203-7005 REPRESENTATION RELATING TO COMPENSATION OF FORMER

DOD OFFICIALS (SEP 2022)

252.204-7008 COMPLIANCE WITH SAFEGUARDING COVERED DEFENSE

INFORMATION CONTROLS (OCT 2016)

252.204-7016 COVERED DEFENSE TELECOMMUNICATIONS EQUIPMENT OR

SERVICES—REPRESENTATION (DEC 2019)

252.204-7017 PROHIBITION ON THE ACQUISITION OF COVERED DEFENSE

TELECOMMUNICATIONS EQUIPMENT OR SERVICES—REPRESENTATION (MAY

2021)

SECTION K – PART 2 PROVISIONS INCORPORATED IN FULL TEXT THAT MAY REQUIRE

THE OFFEROR TO FILL-IN INFORMATION

52.204-24 REPRESENTATION REGARDING CERTAIN TELECOMMUNICATIONS

AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT (NOV 2021)

52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—

COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES (MAY 2024)

252.225-7966 PROHIBION REGARDING RUSSIAN FOSSIL FUEL BUSINESS

OPERATIONS – REPRESENTATION (DEVIATION 2024-O0006, REVISION 1) (MAR

2024)

K-0001 K15 RELEASE OF PRICES (DLA ENERGY MAR 2009)

K-0002 K33.01 AUTHORIZED NEGOTIATORS (DLA ENERGY APR 2007)

K-0003 K150 WIDE AREA WORKFLOW (WAWF) SUPPLEMENTAL INVOICE

SUBMISSION (DLA ENERGY MAY 2014)

SECTION L – INSTRUCTIONS CONDITIONS AND NOTICES TO OFFERORS OR RESPONDENTS

SECTION L – PART 1 PROVISIONS INCORPORATED BY REFERENCE. SEE FAR 52.252-1

SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB 1998)

52.204-7 SYSTEM FOR AWARD MANAGEMENT (OCT 2018)

52.204-16 COMMERCIAL AND GOVERNMENT ENTITY CODE REPORTING (AUG

2020)

52.204-22 ALTERNATIVE LINE ITEM PROPOSAL (JAN 2017)

252.204-7019 NOTICE OF NIST SP 800-171 DOD ASSESSMENT REQUIREMENTS.

(MAR 2022)

252.215-7008 ONLY ONE OFFER (DEC 2022)

252.215-7010 REQUIREMENTS FOR CERTIFIED COST OR PRICING DATA AND

DATA OTHER THAN CERTIFIED COST OR PRICING DATA—BASIC (JAN 2023)

SECTION L – PART 2 PROVISIONS INCORPORATED IN FULL TEXT

52.212-1 INSTRUCTIONS TO OFFERORS -- COMMERCIAL ITEMS (SEP 2023) IS

INCORPORATED BY REFERENCE (SEE SF 1449 BLOCK 27A)

ADDENDUM TO 52.212-1

52.216-1 TYPE OF CONTRACT (APR 1984)

52.233-2 SERVICE OF PROTEST (SEP 2006)

52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB

1998) 74

52.252-5 AUTHORIZED DEVIATIONS IN PROVISIONS (NOV 2020)

L-0001 L1.02 PROPOSAL ACCEPTANCE PERIOD (DLA ENERGY NOV 1991)

L-0002 L54 SITE VISIT (DLA ENERGY OCT 1992)

L-0003 L82 WAGE DETERMINATION (DLA ENERGY FEB 2009)

L-0004 L198 PREPROPOSAL CONFERENCE (SERVICES) (DLA ENERGY FEB

2018)

SECTION M – EVALUATION FACTORS FOR AWARD

SECTION M – PART 1 PROVISIONS INCORPORATED BY REFERENCE. SEE FAR 52.252-1

SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB 1998)

52.217-5 EVALUATION OF OPTIONS (JUL 1990)

SECTION M – PART 2 – PROVISIONS INCORPORATED IN FULL TEXT

52.212-2 EVALUATION – COMMERCIAL ITEMS (NOV 2021)

M-0001 M72 EVALUATION OF OFFERS (EXCEPTIONS/DEVIATIONS) (DLA

ENERGY APR 1997)

SECTION B – SUPPLIES OR SERVICES AND PRICES/COSTS

B35 SERVICES TO BE FURNISHED AND PRICES (ENVIRONMENTAL) (DLA

ENERGY MAR 2009)

A. SERVICES TO BE FURNISHED DURING THE PERIOD SPECIFIED IN PARAGRAPH C

Non-personal services to perform, in accordance with Attachment 1, Performance Work Statement (PWS), to include the following: provide remediation, compliance, and facility maintenance services at Defense Fuel Support Point (DFSP) facility On Carquinez Strait Drive, Martinez, California (DFSP Ozol). The Government anticipates that the Contractor will perform the following: Project Management; Environmental Remediation Systems Operation and Maintenance (O&M) at the Site; Monitoring and Reporting of Site Environmental Conditions;

Data Management; Emergency Response Event Evaluation; Environmental Compliance Support;

and Environmental Facility Maintenance Activities.

B. ANTICIPATED CONTRACT PERIOD OF PERFORMANCE (All CLINS):

Base Period: March 5, 2025 – March 4, 2029 Option Period: March 5, 2029 – September 5, 2029

C. CONTRACT CLIN STRUCTURE AND DESCRIPTION:

0001 Restoration Program & Management Requirements 0002 Compliance Program & Management Requirements 0003 Facility Maintenance Program & Management Requirements 0004 Extraordinary Restoration Requirements 0005 Extraordinary Compliance Requirements 0006 Extraordinary Facility Maintenance Requirements 0007 Utility Costs 0008 Defense Environmental Restoration Account (DERA) Response

(typically associated the PFAS assessments)

CLINS 0001-0003 are comprised of tasks specifically defined in the PWS. The Contractor shall include any labor for processing payments to the utility companies in their pricing for CLIN 0003, Facility Maintenance Program & Management Requirements.

CLINS 0004-0006 are reserved for tasks which are within the scope of this contract but are not fully defined at time of contract award. Task Orders will be placed for these using the Reference Items from the Attachment 2 Price Proposal Worksheet.

CLIN 0004, Extraordinary Restoration Requirements may include but are not limited to the following examples: the sampling or remediation of emerging contaminants for which DoD policy and/or federal, state, or local regulations or relevant guidance do not yet exist, employing novel or innovative solutions for promoting cleanup objectives, or providing certain subject matter expertise to support DLA’s environmental program objectives (see Appendix E of PWS).

CLIN 0005, Extraordinary Compliance Requirements may include but are not limited to the following examples: responding to an unforeseeable incidental taking (to assess impacts to endangered species or management area) or conducting an assessment to third-party damages of a capitalized fuel pipeline.

CLIN 0006, Extraordinary Facility Maintenance Requirements may include but are not limited to the following examples: repairing a fence-line after a windstorm, addressing a leak from a drinking water line, or following up to an initial emergency response (e.g. making repairs and replacing locks after a forced entry from fire fighters), repairs for damage resulting from theft or vandalism, etc. The Government may establish another CLIN or CLINs for extraordinary services if warranted, and the Contracting Officer elects to proceed with a task order for such extraordinary services.

CLIN 0007 Utility Costs (Time and Materials): See PWS Section 4.1.4 for invoicing instructions. CLIN 0007 is the only time and materials CLIN. With the invoice, the Contractor will submit documentation to confirm that utility bill(s) (dig membership, electricity, natural gas, water, and sewer) for that billing period have been paid.

CLIN 0008 DERA Response is reserved for tasks that are within the scope of this contract and funded using the DERA appropriation.

The government reserves the right to revise the CLIN structure at time of award.

D. MINIMUM QUANTITY OF SERVICES THE GOVERNMENT WILL ORDER AND THE

CONTRACTOR MUST FURNISH:

DFSP Ozol Minimum Quantity of Services

Deliverables

DFSP OZOL PPW

REFERENCE

ITEM

DFSP OZOL ITEM DESCRIPTION QUANTITY UNIT

001 Draft Project Management Plan (includes SAP and

HASP)

1 EA

003 Kickoff Meeting Minutes 1 EA 004 Quarterly Project Management Review Meeting &

Minutes

2 EA

005 Quarterly Regulatory Agency Meeting & Minutes 2 EA 007 Monthly Utility Invoicing Summary 6 EA 008 Upper Tank Farm Groundwater Treatment System

Monthly Remedial System Status Report

6 EA

009 Upper Tank Farm DPE System Monthly Remedial System Status Report

6 EA

010 Administration Area Remedial System Monthly Status Report

6 EA

011 Administration Area (Generator Bldg) DPE Remedial System Monthly Status Report

6 EA

012 Semi-Annual Groundwater Monitoring Report 1 EA 014 Facility Compliance Quarterly Summary Report 2 EA 015 Facility Maintenance Monthly Summary Report 6 EA

E. MAXIMUM QUANTITY OF SERVICES THE GOVERNMENT MAY ORDER:

The total of the following:

Reference Items 001 – 003 and 006, as listed in Attached 2 Price Proposal Worksheet (PPW).

Six (6) multiplied by the estimated quantities under Reference Items 004 – 005, 007, 008 -015 in Attachment 2 Price Proposal Worksheet (PPW).

_5__ multiplied by the estimated quantities in Reference Items 016 – 057 in Attachment 2 Price Proposal Worksheet (PPW).

_4__ multiplied by the estimated quantities in Reference Items 058 – 116 in Attachment 2 Price Proposal Worksheet (PPW).

_4__ multiplied by the estimated quantities in Reference Items 117 – 248 in Attachment 2 Price Proposal Worksheet (PPW).

Note that additional reference items may be negotiated and added during the course of the contract as ancillary items to support work within the scope of the PWS. Those items will be incorporated into the contract by bilateral modification and added to the maximum quantity of services as needed.

F. CONTRACT TYPE:

One four-year, indefinite-delivery, indefinite-quantity (IDIQ) contract will be awarded for DFSP Ozol, CA. Prices in Attachment 2 –Price Proposal Worksheet (PPW) are incorporated into the contract as firm-fixed prices for Reference Items. Task Orders will be issued in accordance with FAR 52.216-18, FAR 52.216-19, and FAR 52.216-22. Each Task Order will define specific work from which the Contractor will propose the labor category, number of hours, and materials from the Attachment 2 PPW Reference Items. The price of each Task Order is as established as a Firm-Fixed-Price.

SECTION C – DESCRIPTION /SPECIFICATIONS/STATEMENT OF WORK

The Performance Work Statement (PWS) is hereby incorporated by reference as set forth in

ATTACHMENT 1 – OZOL PERFORMANCE WORK STATEMENT.

SECTION D – PACKAGE AND MARKING

NO CONTENT

SECTION E – INSPECTION AND ACCEPTANCE

NO CONTENT

SECTION F – DELIVERIES OR PERFORMANCE

Required deliverables are included in Section B of the solicitation and the PWS Section 6.

F-0001 F.1.11 DLA INTERNET BID BOARD SYSTEM (DIBBS)(DLA ENERGY)(APR

2014)

THIS PROVISION ONLY APPLIES TO DLA FUNDED LINE ITEMS.

(a) Contractor Registration. Contractors must register in DIBBS to obtain a login account at https://www.dibbs.bsm.dla.mil. The login account will allow a contractor to register a primary and alternate email address for notifications. Contractors are strongly encouraged to establish a group email address for the primary email address for the contractor’s authorized point of contacts. The registered email addresses will be the only email used by the government to make notifications.

(b) All contractors must have an active System for Award Management (SAM) account, https://www.sam.gov in order to register for DIBBS.

(c) The Contractor shall use DIBBS to receive orders. DLA Energy will not be using DIBBS receipt of quotes capability. All quotations, proposals, bids shall be submitted in accordance with the terms and conditions of the solicitation.

(d) Preparation and Transmission of Orders

(1) The Government may issue an order for a specific delivery or a series of deliveries (e.g., several deliveries during a week). The Government may also elect to issue an order covering a longer period (including monthly orders) and make periodic calls against these orders designating specific delivery dates, times, and quantities.

(2) Only a DLA Energy warranted Contracting Officer can issue an order, either orally or in writing, against a contract. An oral order issued by the warranted Contracting Officer shall provide the required advance notice to the Contractor and the following information: Interim order number; contract number; item number; ceiling price; quantity; delivery location; and the required delivery and/ or service date.

(i) For all product orders, the Contractor will receive an electronically signed written order via DIBBS, within 24 hours or one business day after the warranted Contracting Officer issues an oral order.

(ii) For all service orders, the Contractor will receive an electronically signed written order via DIBBS, within five business days after issuing the oral order.

(iii) Interim order number is subject to change once the electronically signed written order is received by the contractor. The order number on the written order will take precedence over the interim order number, if different.

(iv) Regardless of the unit price cited on the written order, the office designated to make payments on the written order will pay the applicable unit price in effect under the terms and conditions of the contract.

(v) Once the order has been issued, an email will be sent to the Contractor to provide notice that the order is available on the contract-specific web page. The order will also be submitted to the payment office.

(3) Calls against previously issued orders must be confirmed in writing within 24 hours or one business day via email message. The email confirmation will reference the previously issued order number and item number and designate specific delivery location, dates, and quantity to be delivered against that order.

(4) The Contractor’s nonreceipt of a written or electronic confirmation of an oral order or oral call against a written or electronic order does not relieve the Contractor from its obligation to perform in accordance with the oral order or oral call against a written or electronic order. The Contractor should contact the DLA Energy Contracting Officer if problems are experienced with receipt of the electronic or written confirmation.

SECTION G – CONTRACT ADMINISTRATION DATA

252.232-7006 WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (JAN 2023)

(a) Definitions. As used in this clause—

“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) Electronic invoicing. The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232-7003 , Electronic Submission of Payment Requests and Receiving Reports.

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

(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) WAWF training. The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice 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) WAWF methods of document submission. Document submissions may be via web entry, Electronic Data Interchange, or File Transfer Protocol.

(f) WAWF payment instructions. The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF for this contract or task or delivery order:

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

(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.

(Contracting Officer: Insert applicable invoice and receiving report document type(s) for fixed price line items that require shipment of a deliverable.)

(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.

___________Invoice 2 in 1______________________________________

(Contracting Officer: Insert either “Invoice 2in1” or the applicable invoice and receiving report document type(s) for fixed price line items for services.)

(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 financing, submit a commercial financing request.

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

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

(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF 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 SL4701 Issue By DoDAAC SPE603 Admin DoDAAC** SPE603 Inspect By DoDAAC SPE603; Extension ENVR Ship To Code N/A Ship From Code N/A Mark For Code N/A Service Approver (DoDAAC) N/A Service Acceptor (DoDAAC) SPE603; Extension ENVR Accept at Other DoDAAC N/A LPO DoDAAC N/A DCAA Auditor DoDAAC N/A Other DoDAAC(s) N/A

(*Contracting Officer: Insert applicable DoDAAC information. If multiple ship to/acceptance locations apply, insert “See Schedule” or “Not applicable.”)

(**Contracting Officer: If the contract provides for progress payments or performance-based payments, insert the DoDAAC for the contract administration office assigned the functions under FAR 42.302(a)(13).)

(4) Payment request. The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

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

(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.

DLA Energy Help Desk Email: DLAWAWF@DLA.mil

(Contracting Officer: Insert applicable information or “Not applicable.”)

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

(End of clause)

G-0001 G3 INVOICE NUMBERING REQUIREMENTS (DLA ENERGY FEB 1998)

Each invoice submitted for payment under this contract shall be identified by an individual invoice number. The number shall not be duplicated on subsequent invoices. Duplicate invoice numbers or invoices that do not include numbers may be rejected.

G-0002 G9.06 ADDRESS TO WHICH REMITTANCE SHOULD BE MAILED (DLA

ENERGY JAN 2017)

Remittances shall be mailed only at the Government’s option or where an exception to payment by Electronic Funds Transfer (EFT) applies. (See the PAYMENT BY ELECTRONIC FUNDS TRANSFER – SYSTEM FOR AWARD MANAGEMENT or the PAYMENT BY

ELECTRONIC FUNDS TRANSFER - OTHER THAN SYSTEM FOR AWARD

MANAGEMENT clause.)

Offeror shall indicate below the complete mailing address (including the nine-digit zip code) to which remittances should be mailed if such address is other than that shown in Block 15a (Standard Form (SF) 33) for noncommercial items or Block 17a (SF 1449) for commercial items.

In addition, if offeror did not incorporate its nine-digit zip code in the address shown in Block 15a of the SF 33 or in Block 17a of the SF 1449, the offeror shall enter it below:

(a) Payee Name (Contractor):

(DO NOT EXCEED 25 CHARACTERS)

(b) Check Remittance Address:

(DO NOT EXCEED 30 CHARACTERS PER LINE)

(c) Narrative Information (special instructions).

(DO NOT EXCEED 153 CHARACTERS)

SECTION H – SPECIAL CONTRACT REQUIREMENTS

H-0001 H9.01 TECHNICAL DIRECTION (DLA ENERGY FEB 1992)

(a) A DLA Energy representative other than the Contracting Officer (CO) may provide technical direction on contract performance. Technical direction includes--

(1) Direction to the Contractor which assists him in accomplishing the Statement of Work; and

(2) Comments on and approval of reports or other deliverables.

(b) When the individual providing technical direction is not the CO, he does not have the authority to issue technical direction that--

(1) Institutes additional work outside the scope of the contract;

(2) Constitutes a change as defined in the CHANGES clause;

(3) Causes an increase or decrease in the estimated cost of the contract;

(4) Alters the period of performance; or

(5) Changes any of the other express terms or conditions of the contract.

(c) A Contractor following such unauthorized direction may be found in breach of contract and may not be reimbursed for increased costs resulting therefrom. Only a CO may authorize changes to the contract Statement of Work.

H-0002 H51.03 INSURANCE REQUIREMENTS FOR CONTRACTORS AND

SUBCONTRACTORS (DLA ENERGY JAN 2012)

(a) The General Liability Worker's Compensation and Automobile Liability Insurance to be procured and maintained by the Contractor and any subcontractors pursuant to the wording of the INSURANCE - WORK ON A GOVERNMENT INSTALLATION contract text shall provide at least the following minimum coverage:

GENERAL LIABILITY INSURANCE.

Bodily Injury......................................................................................... AT LEAST $100,000 per person, AT LEAST $1,000,000 per occurrence Property Damage...............................................................................… AT LEAST $1,000,000 per occurrence Worker's Compensation..................................................................…... AT LEAST $100,000 except in states with exclusive monopolistic funds which do not permit the writing of workmen's compensation by private carriers (Nevada, North Dakota, Ohio, Oregon, Washington, West Virginia, and Wyoming).

(Longshore and Harbor Workers' Compensation must also be provided when applicable.)

AUTOMOBILE LIABILITY INSURANCE.

Bodily Injury.........................................................................................AT LEAST $200,000 per person, AT LEAST $500,000 per occurrence Property Damage..........................................................................AT LEAST $ 20,000 per occurrence

(b) Prior to the commencement of work hereunder, at the request of the Contracting Officer, the Contractor shall submit the required certificates of insurance to the Contracting Officer.

SECTION I – CONTRACT CLAUSES

SECTION I – PART 1 CONTRACT CLAUSES INCORPORATED BY REFERENCE.

52.252-2 CLAUSES INCORPORATED BY REFERENCE. (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

https://www.acquisition.gov/

52.203-3 GRATUITIES (APR 1984)

52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL

(JAN 2011)

52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE (OCT 2018)

52.204-21 BASIC SAFEGUARDING OF COVERED CONTRACTOR INFORMATION

SYSTEMS (NOV 2021)

52.237-1 SITE VISIT (APR 1984)

52.237-2 PROTECTION OF GOVERNMENT BUILDINGS, EQUIPMENT, AND

VEGETATION (APR 1984)

52.237-3 CONTINUITY OF SERVICES (JAN 1991)

52.242-13 BANKRUPTCY (JUL 1995)

52.245-1 GOVERNMENT PROPERTY (SEP 2021)

52.245-9 USE AND CHARGES (APR 2012)

252.201-7000 CONTRACTING OFFICER'S REPRESENTATIVE (DEC 1991)

252.203-7000 REQUIREMENTS RELATING TO COMPENSATION OF FORMER

DOD OFFICIALS (SEP 2011)

252.203-7002 REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER

RIGHTS (DEC 2022)

252.203-7003 AGENCY OFFICE OF THE INSPECTOR GENERAL (AUG 2019)

252.204-7000 DISCLOSURE OF INFORMATION (OCT 2016)

252.204-7003 CONTROL OF GOVERNMENT PERSONNEL WORK PRODUCT (APR

1992)

252.204-7012 SAFEGUARDING COVERED DEFENSE INFORMATION AND CYBER

INCIDENT REPORTING (JAN 2023)

252.204-7018 PROHIBITION ON THE ACQUISITION OF COVERED DEFENSE

TELECOMMUNICATIONS EQUIPMENT OR SERVICES (JAN 2023)

252.204-7020 NIST SP 800-171 DOD ASSESSMENT REQUIREMENTS (NOV 2023)

252.223-7006 PROHIBITION ON STORAGE, TREATMENT, AND DISPOSAL OF

TOXIC OR HAZARDOUS MATERIALS—BASIC (SEP 2014)

252.223-7008 PROHIBITION OF HEXAVALENT CHROMIUM (JAN 2023)

252.225-7012 PREFERENCE FOR CERTAIN DOMESTIC COMMODITIES (APR 2022)

252.225-7048 EXPORT CONTROLLED ITEMS (JUNE 2013)

252.226-7001 UTILIZATION OF INDIAN ORGANIZATIONS, INDIAN-OWNED

ECONOMIC ENTERPRISES, AND NATIVE HAWAIIAN SMALL BUSINESS

CONCERNS (JAN 2023)

252.227-7015 TECHNICAL DATA—COMMERCIAL ITEMS (MAR 2023)

252.227-7037 VALIDATION OF RESTRICTIVE MARKINGS ON TECHNICAL DATA

(JAN 2023)

252.232-7003 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS AND

RECEIVING REPORTS (DECEMBER 2018)

252.232-7010 LEVIES ON CONTRACT PAYMENTS (DEC 2006)

252.243-7001 PRICING OF CONTRACT MODIFICATIONS (DEC 1991)

252.243-7002 REQUESTS FOR EQUITABLE ADJUSTMENT (DEC 2022)

52.233-9001 DISPUTES: AGREEMENT TO USE ALTERNATIVE DISPUTE

RESOLUTION (ADR) (JUN 2020)

252.245-7003 CONTRACTOR PROPERTY MANAGEMENT SYSTEM

ADMINISTRATION (APR 2012)

252.245-7005 MANAGEMENT AND REPORTING OF GOVERNMENT PROPERTY

(JAN 2024)

252.246-7008 SOURCES OF ELECTRONIC PARTS (JAN 2023)

252.247-7023 TRANSPORTATION OF SUPPLIES BY SEA—BASIC (JAN 2023)

SECTION I – PART 2 CONTRACT CLAUSES INCORPORATED IN FULL TEXT

THAT MAY REQUIRE THE OFFEROR TO FILL-IN INFORMATION

52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE MAINTENANCE

(AUG 2020)

(a) Definition. As used in this clause–

Commercial and Government Entity (CAGE) code means–

(1) An identifier assigned to entities located in the United States or its outlying areas by the Defense Logistics Agency (DLA) Commercial and Government Entity (CAGE) Branch to identify a commercial or government entity by unique location; or

(2) An identifier assigned by a member of the North Atlantic Treaty Organization (NATO) or by the NATO Support and Procurement Agency (NSPA) to entities located outside the United States and its outlying areas that the DLA Commercial and Government Entity (CAGE) Branch records and maintains in the CAGE master file. This type of code is known as a NATO CAGE (NCAGE) code.

(b) Contractors shall ensure that the CAGE code is maintained throughout the life of the contract for each location of contract, including subcontract, performance. For contractors registered in the System for Award Management (SAM), the DLA Commercial and Government Entity (CAGE) Branch shall only modify data received from SAM in the CAGE master file if the contractor initiates those changes via update of its SAM registration. Contractors undergoing a novation or change-of-name agreement shall notify the contracting officer in accordance with subpart 42.12. The contractor shall communicate any change to the CAGE code to the contracting officer within 30 days after the change, so that a modification can be issued to update the CAGE code on the contract.

(c) Contractors located in the United States or its outlying areas that are not registered in SAM shall submit written change requests to the DLA Commercial and Government Entity (CAGE) Branch.

Requests for changes shall be provided at https://cage.dla.mil. Change requests to the CAGE master file are accepted from the entity identified by the code.

(d) Contractors located outside the United States and its outlying areas that are not registered in SAM shall contact the appropriate National Codification Bureau (points of contact available at http://www.nato.int/structur/AC/135/main/links/contacts.htm) or NSPA at https://eportal.nspa.nato.int/AC135Public/scage/CageList.aspx to request CAGE changes.

(e) Additional guidance for maintaining CAGE codes is available at https://cage.dla.mil.

(f) If the contract includes Federal Acquisition Regulation clause 52.204-2, Security Requirements, the contractor shall ensure that subcontractors maintain their CAGE code(s) throughout the life of the contract.

(End of clause)

52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS (NOV

2023)

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

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

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

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

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

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

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

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice.

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

An invoice must include-

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

and

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

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

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

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

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

(2) Invoices will be handled in accordance with the Prompt Payment Act ( 31 U.S.C.3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR Part 1315.

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

(i) Payment.-

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

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

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

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

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

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

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

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

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

(D) Contractor point of contact.

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

(6) Interest.

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

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

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

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

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

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

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

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

(A) The date fixed under this contract.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

(1) The schedule of supplies/services.

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

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

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

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

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

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

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