The Agreement 23 10 05.pdf

Sol. Reference No. 47PM0123R0023 GSA Contract No: TBD

Document: DB101/JUNE2023 (The Agreement)

Multiple Award Indefinite Delivery Indefinite Quantity (IDIQ) Task

Order Contract for Construction Services for GSA PBS National

Capital Region

The Agreement

Table of Contents

I. Project Information A. Project Summary B. The Contract C. Period Of Performance D. Work Conditions/Site Requirements E. Authorized Representatives F. Contract Liquidated Damages Rate G. Buy American Exceptions H. Statement of Work, Specifications, Drawings, Exhibits and Other

Attachments

II. Prices A. Basis of Pricing B. Contract Price Form

III. Terms and Conditions

A. Contractor Responsibilities B. Project Schedule C. Submittals D. Finality of Contract Modifications E. Liquidated Damages F. Insurance Requirements G. Order of Precedence H. Administrative Matters I. Non-Compliance with Contract Requirements J. Requirements for GSA Information Systems K. Options and Allowances L. Additional Terms and Conditions

i. GSAR 552.236-74, Evaluation of Options

ii. GSAR 552.236-77, Government’s Right to Exercise Options iii FAR 52.251-1 Government Supply Sources (Apr 2012) iv FAR 52.216-22 Indefinite Quantity (Oct 1995) v FAR 16.504(c)(1)(ii)(A) On-Ramping and Off-Ramping

vi. MATOC IDIQ TASK ORDER S

IV. Contract Clauses

A. Clauses Incorporated in Full Text

1. FAR 52.223-2 Affirmative Procurement of Biobased Products Under

Service and Construction Contracts (SEP 2013)

2. FAR 52.223-9 Estimate of Percentage of Recovered Material Content for EPA-Designated Items (May 08)

3. GSAR 552.204-9 Personal Identity Verification Requirements (APR

2023)

4. GSAR 552.252-6 Authorized Deviations in Clauses (NOV

2021)(Deviation FAR 52.252-6)

5. FAR 52.204-25, Prohibition on Contracting for Certain

Telecommunications and Video Surveillance Services or Equipment

(NOV 2021)

6. Buy American Requirements

7. FAR 52.228-11, Pledges of Assets (DEVIATION APR 2020)

8. FAR 52.232-40, Providing Accelerated Payments to Small Business

Subcontractors (MAR 2023)

9. Additional Clauses

i. FAR 52.222-30, Construction Wage Rate Requirements-Price

Adjustment (None or Separately Specified Method) (Aug 2018)

10. FAR 52.219-14 Limitations on Subcontracting (OCT 2022)

11. FAR 52.244-5, Competition in Subcontracting (DEC 96)

B. Clauses Incorporated by Reference C. Subcontract Requirements

I. Project Information

I.A. Project Summary

(1) This is a firm fixed price, Multiple Award, Indefinite Delivery/Indefinite Quantity (IDIQ) contract for Construction and Design-Build Construction Services to support the

General Services Administration (GSA), Public Buildings Service (PBS), National

Capital Region (R11), Office of Acquisition. The contractors must be able to quickly mobilize to multiple sites within R11, and the contractors may be required to work on multiple Task Order s simultaneously at multiple sites. The services to be provided from this acquisition will include general construction services which consist of interior and exterior building construction, and repair and alterations, including but not limited to architectural, structural, mechanical, plumbing, electrical, fire safety, elevator, landscaping, site work, exterior renovations, hazardous material abatement, and demolition services. Also included is, but not limited to, earthwork, pavement repair, and other miscellaneous civil work. Projects will be located in a variety of contexts, from remote rural sites to highly urbanized sites.

(2) This Multiple Award IDIQ shall only be for projects/programs managed and/or contracted through the General Services Administration (GSA), Public Buildings Service

(PBS), National Capital Region 11, Office of Acquisition.

(3) The Contract does not include pre-negotiated line item pricing. Each Task Order will be competed among the awardees using criteria established by at the Task Order level.

(4) The Primary Contract Area of performance for Region 11 includes Washington D.C, Virginia and Maryland. The Government shall endeavor to utilize this contract to the maximum practical extent for services within the primary area. However, the

Government reserves the right to perform, or have performed by others, any services required within the Primary Contract Area, and doing so shall not breach or otherwise violate this contract.

I.B. The Contract

(1) The Contract consists of the SF1442, the Agreement, the Statement of Work, Specifications, Drawings, Exhibits, Amendments, Modifications, and other Attachments identified herein (collectively, the Contract Documents). The Contract contains the entire agreement of the Parties, and no prior written or oral agreement, express or implied, shall be admissible to contradict or modify any part of the Contract.

(2) The Contractor shall provide and pay for all design, labor, materials, equipment, tools, water, heat, utilities, transportation, and other facilities and services necessary for the proper execution of the work described in and reasonably inferable from the

Contract Documents (the Work), whether temporary or permanent. In consideration for, and upon condition of, the Contractor's completion of the Work, GSA shall pay the

Contractor the price or prices established in Section II, subject to the terms and conditions set forth in this Contract.

I.C. Period of Performance

(1) Commencement of Design Phase Services. The Contractor shall commence performance of the Design Phase Services within 10 days after the Contractor receives the Notice to Proceed (NTP).

(2) Substantial Completion. The Contractor shall achieve Substantial Completion of the

Work, as that term is defined in this Agreement, no later than ** calendar days from issuance of Notice to Proceed (NTP).

(3) Contract Completion. The Contractor shall achieve Contract Completion, as the term is defined in this Agreement, within 60 calendar days of Substantial Completion.

**Substantial Completion shall be determined at the Task Order level

I.D. Work Conditions/Site Requirements

Each individual Task Order will specify the work conditions and/or site requirements.

I.E. Authorized Representatives

(1) This Contract is between the United States of America, acting by and through the

Administrator of General Services (GSA), and the Contractor (the Parties). References in this Contract to "the Owner" or "the Government" shall be understood to refer to GSA.

The following individual is designated as the only authorized GSA representative under this Contract, unless other warranted contracting officers are designated in writing:

Authorized Representative Information:

Contracting Officer’s Information

Name: Michele Appello

Address:1800 F Street, NW, Washington DC 20405

Telephone:

Email: Michele.Appello@gsa.gov mailto:Michele.Appello@gsa.gov

(2) For applicable authorities and limitations see Section IV of this Agreement, GSAR 552.236-70.

I.F. Contract Liquidated Damages Rate

In accordance with GSAR 552.211-12, Liquidated Damages – Construction, in Section IV of this Agreement, liquidated damages shall be calculated at the rate of $** per calendar day.

**NOTE: Liquidated Damages, if applicable, will be established at the Task Order level

I.G. Buy American Exceptions

For the applicable Buy American clause and any exceptions, see Section IV of this Agreement, GSAR 552.236-70.

I.H. Statement of Work, Specifications, Drawings, Exhibits, and Other Attachments

The following documents are incorporated by reference into this Contract.

(1) Solicitation 47PM0123R0023, Sections I.E., II.F., III.G., and IV

(2) This Agreement, dated XX/XX/XXXX

(3) Standard Form (SF) 1442

II. Prices

II.A. Basis of Pricing

(1) Contract Prices. All Contract prices set forth in this Section include all costs necessary to complete the work for which the price is established (e.g., Base Contract, Unit Price, Options) in accordance with the Contract Documents, including, but not limited to, the cost of work performed by subcontractors and consultants, indirect costs, fees, expenses, taxes, and profit.

(2) Knowledge of Conditions Affecting Price. FAR 52.236-3, Site Investigations and Conditions Affecting the Work, is incorporated by reference in this Contract. The Contractor shall be presumed to have established all prices with knowledge of general and local conditions that may affect the cost of Contract performance at the site where the Work is to be performed, to the extent that such information is reasonably obtainable.

(3) Unit Prices and Allowances. If any portion of the Work is to be performed on a unit price basis, the Unit Price shall include all costs of coordinating and incorporating the unit-priced portion of the Work into the Base Contract Work. The Contractor shall only be obligated to perform unit-priced work to the extent that an Allowance has been established. The Contractor shall be obligated to perform such work in excess of a unit quantity for which an Allowance is established only if directed by the Contracting Officer in writing. The Contractor shall be bound to the unit price or prices set forth herein in all equitable adjustments for changes including unit priced work, and no markups shall be applied to such unit prices.

(4) Options. If any portion of the Work is to be performed upon the timely exercise of an Option, the Option Price shall include all costs of coordinating and incorporating the Option-priced portion of the Work into the Base Contract Work. An adjustment to the Contract price for such additional work shall be computed solely on the basis of the Option price or prices set forth herein. Unless otherwise specified, all options may be exercised within 90 days of Contract award.

(5) Bid Rates. If this Contract includes Bid Rates to be used in determination of equitable adjustments (e.g., overhead, profit, daily rates for time-related costs), such rates shall be deemed to include all costs recoverable as components of an equitable adjustment consistent with the requirements, definitions, and exclusions applicable to equitable adjustments set forth in this Contract, and consistent with the Contractor's cost accounting practices. Unless otherwise specified, the bid rates shall be deemed to include only the Contractor's costs, and not the costs of any subcontractors.

II.B. Contract Price Form

The pricing form from the sample (seed) project will not be incorporated into the contract. Each Task Order will have its own unique pricing structure tailored to the Task

Order requirement.

III. Terms and Conditions

III.A. Contractor Responsibilities

GSAR 552.236-71, Contractor Responsibilities is located in Section IV.A. of this Agreement and is supplemented as follows:

(1) For the purposes of FAR 52.236-1, Performance of Work by the Contractor, the Contractor shall perform at least twelve (12) percent of the construction work.

(2) The Contractor shall secure and pay for all necessary permits and governmental fees, licenses, and inspections that are customarily secured after award of the Contract and that are legally required at the time of award. The Contractor shall provide a copy of the permits required for execution of the work to the Contracting Officer prior to commencement of any related work.

(3) FAR 52.211-10, Commencement, Prosecution, and Completion of Work, and GSAR 552.211-10, Commencement, Prosecution and Completion of Work is supplemented as follows:

The Contractor shall diligently prosecute the Work so as to achieve Substantial Completion of the Work, as defined in GSAR 552.211-70 Substantial Completion (Mar 2019) and the time specified in Section I (Project Information), “Period of Performance” clause. If the Contract specifies different completion dates for different phases or portions of the Work, the Contractor shall diligently prosecute the Work so as to achieve Substantial Completion of such phases or portions of the Work within the times specified.

III.B. Project Schedule

(1) Within ** calendar days of notice to proceed, the Contractor shall develop and provide a detailed schedule in widely used, commercially available software such as Microsoft Project and Primavera P6 for completion of all Design Stage activities, tasks, and submissions required herein, leading up to and including the final design development submission(s).

**Determined at the Task Order level

III.C. Submittals

FAR 52.236-21, Specifications and Drawings for Construction, and GSAR 552.236-72, Submittals located in Section IV.A. of the Agreement are supplemented as follows:

(1) The Contractor shall prepare and submit to the Contracting Officer shop drawings, samples, calculations, product information, mockups, and other submittals (collectively, "submittals") demonstrating compliance with Contract requirements for all Work components as specified elsewhere in this Contract.

III.D. Finality of Contract Modifications

As set forth elsewhere in this Contract, the Contractor is entitled to additional consideration under certain conditions, including the issuance of change orders. It is the Contractor's duty to include in proposals for equitable adjustment or other consideration all compensation to which it may be entitled, including cost and time.

Unless otherwise explicitly stated in a modification to the Contract providing such consideration, adjustments to the Contract price or time agreed upon therein shall be deemed to provide all compensation to which the Contractor is entitled, and shall constitute final settlement of the Contractor's entitlement to compensation on account of the change or other condition giving rise to the modification.

III.E. Liquidated Damages

The Contractor acknowledges that time is of the essence for the performance of the Work, and that determining actual damages from delay would be extremely difficult and impractical. If the Contractor fails to achieve Substantial Completion of the Work in accordance with FAR 52.211-12, Liquidated Damages, GSAR 552.211-12, Liquidated Damages and within the time specified in this Contract, the Contractor shall be liable to the Government for liquidated damages at the rate specified in Section I (Project

Information), paragraph entitled, “Liquidated Damages Rate,” for each calendar day following the required completion date that the Work is not Substantially Complete.

III.F. Insurance Requirements

(1) The Contractor shall obtain and maintain for the entire life of the Contract, in addition to any insurance required by law, the following minimum kinds and amounts of insurance required pursuant to FAR clause 52.228-5, Insurance – Work on a Government Installation, and GSAR 552.228-5, Government as Additional Insured.

(a) Workers' compensation insurance in the amount required by the jurisdiction in which the Contract is performed. The Contractor shall obtain Employers' liability coverage of at least $2,000,000. If occupational diseases are not covered by workers' compensation insurance, Employers' liability coverage shall include occupational diseases.

(b) Broad form comprehensive commercial general liability insurance in the amount of at least $5,000,000 per occurrence. Such insurance shall include, but not be limited to, contractual liability, bodily injury and property damage.

(c) Comprehensive automobile liability covering the operation of all automobiles used in connection with performing the Contract in the amount of at least $1,000,000 per person and $2,500,000 per occurrence for bodily injury and $1,000,000 per occurrence for property damage.

(2) The Contractor shall require that the licensed design professionals it retains for the Project acquire and maintain professional liability insurance in the amount of $5,000,000 per claim and shall provide proof to the Contracting Officer.

(3) The Contractor shall promptly provide to the Contracting Officer proof that it has obtained insurance required by the Contract in the form of certificates of insurance. The Contractor shall submit to the Contracting Officer all renewal certificates issued during the life of this Contract immediately upon issuance.

III.G. Order of Precedence

Different requirements within this Contract shall be deemed inconsistent only if compliance with both cannot be achieved. In case of inconsistency between Contract Documents, the following order of precedence shall apply:

(1) Section IV of the Agreement

(2) Sections I, II, and III of the Agreement

(3) The Statement of Work

(4) The Specifications

(5) The Drawings

(6) Exhibits and Other Attachments

III.H. Administrative Matters

(1) Project Meetings. The Contractor shall attend a preconstruction conference and shall participate in regularly scheduled Project meetings.

(2) Payments. FAR clause 52.232-5, Payments under Fixed-Price Construction Contracts, is supplemented by GSAR 552.232-5 Payments under Fixed-Price Construction Contracts located in Section IV.A. of this Agreement. In accordance with the relevant FAR and GSAR clauses, GSA requires the following data be included with each invoice:

(a) Invoices shall be submitted electronically to the designated billing office specified in this Contract or in individual delivery/work. An electronic copy of the invoice shall be sent to the CO and COR as designated after award.

(b) Invoices must include the Account Document Number (ADN) assigned at award.

(c) The Contractor shall submit the following information or documentation with each invoice:

(i) Updated Schedule of Values upon which the payment request is based;

(ii) GSA Form 2419 - Certification of Progress Payments Under Fixed-Price Construction Contract;

(iii) The payment terms that apply for the particular services rendered;

(iv) Additional documentation:

N/A

(3) Prompt Payment. In accordance with FAR clause 52.232-27, the period for payments is as follows:

(a) Progress Payments: 14 days

(b) Subsequent Subcontractor Payments: 7 days

(4) Payment Information. The General Services Administration (GSA) makes information on contract payments available electronically at Office of the Chief Financial Officer. The Contractor may register at the site and review its record of payments. This site provides information only on payments made by GSA, not by other agencies.

(5) Security Clearances. Contractor shall comply with the following requirements pertaining to security clearances.

(a) All personnel performing work under the Contract on the Project site must obtain an Enter on Duty (EOD) determination before they will be granted access to the site.

https://finance.ocfo.gsa.gov/pii/piinotice.aspx?token=PI002 https://finance.ocfo.gsa.gov/pii/piinotice.aspx?token=PI002

(b) To obtain an EOD determination, Contractor shall submit for all such personnel fingerprints on Form SF87 and a completed Contractor Information Worksheet (CIW). Detailed information is available at Detailed information is available at GSA Access Card . USAccess Credentialing Centers can be located at US Access Centers.

(c) In addition, all such personnel who will be on site 6 months or longer must apply for and receive clearance in accordance with Homeland Security Presidential Directive 12 (HSPD-12). See Section IV, Contract Clauses, GSAR 552.204-9.

(6) Safeguarding and Dissemination of Controlled Unclassified Information (CUI) Building Information

This clause applies to all recipients of CUI building information (which falls within the

CUI Physical Security category), including offerors, bidders, awardees, contractors, subcontractors, lessors, suppliers and manufacturers.

Marking CUI. Contractors must submit any contractor-generated documents that contain building information to GSA for review and identification of any CUI building information that may be included. In addition, any documents GSA identifies as containing CUI building information must be marked in accordance with the Order and the Marking Controlled Unclassified Information Handbook (the current version may be found at https://www.archives.gov/files/cui/20161206-cui-marking-handbook-v1-1.pdf) before the original or any copies are disseminated to any other parties. If CUI content is identified, the CO may direct the contractor, as specified elsewhere in this contract, to imprint or affix CUI document markings (CUI) to the original documents and all copies, before any dissemination, or authorized GSA employees may mark the documents.

1. Authorized recipients.

a. Building information designated as CUI must be protected with access strictly controlled and limited to those individuals having a Lawful Government Purpose to access such information, as defined in 32 C.F.R. § 2002.4(bb). Those with such a

Lawful Government Purpose may include Federal, state and local government entities, and non-governmental entities engaged in the conduct of business on behalf of or with

GSA. Non-governmental entities may include architects, engineers, consultants, contractors, subcontractors, suppliers, utilities, and others submitting an offer or bid to

GSA, or performing work under a GSA contract or subcontract. Recipient contractors must be registered as “active” in the System for Award Management (SAM) database at www.sam.gov, and have a Lawful Government Purpose to access such information. If a subcontractor is not registered in the SAM database and has a Lawful Government

Purpose to possess CUI building information in furtherance of the contract, the subcontractor must provide to the contractor its DUNS number or its tax ID number and http://www.gsa.gov/portal/category/107203 http://www.fedidcard.gov/centerlist.aspx http://www.fedidcard.gov/centerlist.aspx https://www.archives.gov/files/cui/20161206-cui-marking-handbook-v1-1.pdf a copy of its business license. The contractor must keep this information related to the subcontractor for the duration of the contract and subcontract.

b. All GSA personnel and contractors must be provided CUI building information when needed for the performance of official Federal, state, and local government functions, such as for code compliance reviews and the issuance of building permits. Public safety entities such as fire and utility departments may have a Lawful Government Purpose to access CUI building information on a case-by-case basis. This clause must not prevent or encumber the necessary dissemination of CUI building information to public safety entities.

2. Dissemination of CUI building information:

a. By electronic transmission. Electronic transmission of CUI information outside of the

GSA network must use session encryption (or alternatively, file encryption) consistent with National Institute of Standards and Technology (NIST) SP 800- 171. Encryption must be through an approved NIST algorithm with a valid certification, such as

Advanced Encryption Standard or Triple Data Encryption Standard, in accordance with

Federal Information Processing Standards Publication 140-2, Security Requirements for

Cryptographic Modules, as required by GSA policy.

b. By nonelectronic form or on portable electronic data storage devices. Portable electronic data storage devices include CDs, DVDs, and USB drives. Nonelectronic forms of CUI building information include paper documents, photographs, and film, among other formats.

i. By mail. Contractors must only use methods of shipping that provide services for monitoring receipt such as track and confirm, proof of delivery, signature confirmation, or return receipt. CUI markings must not appear on the exterior of packages.

ii. In person. Contractors must provide CUI building information only to authorized recipients with a Lawful Government Purpose to access such information. Further information on authorized recipients is found in section 1 of this clause.

3. Record keeping. Contractors must maintain a list of all entities to which CUI is disseminated, in accordance with sections 2 and 3 of this clause. This list must include, at a minimum: (1) the name of the state, Federal, or local government entity, utility, or firm to which CUI has been disseminated; (2) the name of the individual at the entity or firm who is responsible for protecting the CUI building information, with access strictly controlled and limited to those individuals having a Lawful Government Purpose to access such information; (3) contact information for the named individual; and (4) a description of the CUI building information provided. Once “as built” drawings are submitted, the contractor must collect all lists maintained in accordance with this clause, including those maintained by any subcontractors and suppliers, and submit them to the

CO. For Federal buildings, final payment may be withheld until the lists are received.

4. Safeguarding CUI documents. CUI building information (both electronic and paper formats) must be stored within controlled environments that prevent unauthorized access. GSA contractors and subcontractors must not take CUI building information outside of GSA or their own facilities or network, except as necessary for the performance of that contract. Access to the information must be limited to those with a

Lawful Government Purpose for access.

5. Destroying CUI building information. When no longer needed, CUI building information must either be returned to the CO or destroyed in accordance with guidelines in NIST Special Publication 800-88, Guidelines for Media Sanitization.

6. Notice of disposal. The contractor must notify the CO that all CUI building information has been returned or destroyed by the contractor and its subcontractors or suppliers in accordance with paragraphs 4 and 5 of this clause, with the exception of the contractor's record copy. This notice must be submitted to the CO at the completion of the contract to receive final payment. For leases, this notice must be submitted to the

CO at the completion of the lease term.

7. CUI security incidents. All improper disclosures or receipt of CUI building information must be immediately reported to the CO and the GSA Incident Response Team Center at gsa-ir@gsa.gov. If the contract provides for progress payments, the CO may withhold approval of progress payments until the contractor provides a corrective action plan explaining how the contractor will prevent future improper disclosures of CUI building information. Progress payments may also be withheld for failure to comply with any provision in this clause until the contractor provides a corrective action plan explaining how the contractor will rectify any noncompliance and comply with the clause in the future.

8. Subcontracts. The contractor and subcontractors must insert the substance of this clause in all subcontracts.

[End of clause]

III.I. Non-Compliance with Contract Requirements

In the event the Contractor, after receiving written notice from the Contracting Officer of non-compliance with any requirement of this Contract, fails to initiate promptly such action as may be appropriate to comply with the specified requirement within a reasonable period of time, the Contracting Officer shall have the right to order the mailto:gsa-ir@gsa.gov

Contractor to stop any or all work under the Contract until the Contractor has complied or has initiated such action as may be appropriate to comply within a reasonable period of time. The Contractor will not be entitled to any extension of Contract time or payment for any costs incurred as a result of being ordered to stop work for such cause.

III.J. Requirements for GSA Information Systems

For all Task Order s, the Contractor shall provide all project documentation through

GSA’s electronic Project Management Information System (PMIS). GSA’s current PMIS is Kahua. The Contractor shall request log-ins to the system for key personnel, after their HSPD-12 Final Fitness is complete and the Personal Identity Verification (PIV) card has been issued, through the PM/COR. The Contractor shall take the Kahua training in order to use the GSA PMIS Kahua.

GSAR 511.171, Requirements for GSA Information Systems:

In accordance with FAR 39.105, this section is included in the contract. This section applies to all users of sensitive data and information technology (IT) resources, including awardees, contractors, subcontractors, lessors, suppliers and manufacturers.

The following GSA policies must be followed. These policies can be found at the GSA

Directives Library

1. CIO P 2100.1K GSA Information Technology (IT) Security Policy

2. CIO P 2100.2B GSA Wireless Local Area Network (LAN) Security

3. CIO 2100.3C Mandatory Information Technology (IT) Security Training Requirement for Agency and Contractor Employees with Significant Security Responsibilities

4. CIO 2104.1A CIO CHGE 1 GSA Information Technology IT General Rules of

Behavior

5. CIO 2105.1 C CHGE 1 GSA Section 508: Managing Electronic and Information

Technology for Individuals with Disabilities

6. CIO 2106.1 GSA Social Media Policy

7. CIO 2107.1 Implementation of the Online Resource Reservation Software

8. CIO 2160.4A Provisioning of Information Technology (IT) Devices

9. CIO 2162.1 Digital Signatures

10. CIO P 2165.2 GSA Telecommunications Policy

11. CIO P 2180.1 GSA Rules of Behavior for Handling Personally Identifiable

Information (Pll)

12. CIO 2182.2 Mandatory Use of Personal Identity Verification (PIV) Credentials

13. CIO P 1878.2A Conducting Privacy Impact Assessments (PIAs) in GSA

14. CIO IL-13-01 Mobile Devices and Applications

15. CIO 2102 Information Technology (IT) Integration Policy https://www.acquisition.gov/gsam/part-511#GSAM_511_171 https://www.gsa.gov/directives-library?_gl=1*1sg8kxs*_ga*MTk2MTU2NDc1NC4xNjkwMzA4Nzk1*_ga_HBYXWFP794*MTY5NDAwNzcwMi42LjEuMTY5NDAwNzcxMC4wLjAuMA..

https://www.gsa.gov/directives-library?_gl=1*1sg8kxs*_ga*MTk2MTU2NDc1NC4xNjkwMzA4Nzk1*_ga_HBYXWFP794*MTY5NDAwNzcwMi42LjEuMTY5NDAwNzcxMC4wLjAuMA..

16. HCO 9297.1 GSA Data Release Policy

17. HCO 9297.2B GSA Information Breach Notification Policy

18. ADM P 9732.1 D Suitability and Personnel Security

19. CIO 09-48, IT Security Procedural Guide: Security and Privacy IT Acquisition

Requirements; and

20. CIO 12-2018, IT Policy Requirements Guide.

The contractor and subcontractors must insert the substance of this section in all subcontracts.

III.K. Options and Allowances

The General Services Administration has included options to purchase additional quantities of services and to extend the term of this contract at the discretion of the

Government. The term of the base IDIQ Contract shall include one (1) one-year base period and four (4) one-year option periods, which may be exercised at the

Government’s discretion. Any options for individual Task Order s shall be stated in the

Task Order .

FAR 52.217-8, OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days of contract expiration.

(End of clause)

III.L. Additional Terms and Conditions

(i) GSAR 552.236-74, Evaluation of Options (MAR 2019)

The Government will evaluate offers for award purposes by adding the total price for all options to the total price for the basic requirement. Evaluation of options will not obligate the Government to exercise the option(s).

(End of clause)

(ii) GSAR 552.236-77, Government’s Right to Exercise Options (MAR 2019)

(a) The Government may exercise any option in writing in accordance with the terms and conditions of the contract within 60 days. Unless otherwise specified, options may be exercised within 90 calendar days of contract award.

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

(End of clause)

(iii) FAR 52.251-1 Government Supply Sources (Apr 2012)

The Contracting Officer may issue the Contractor an authorization to use Government supply sources in the performance of this contract. Title to all property acquired by the

Contractor under such an authorization shall vest in the Government unless otherwise specified in the contract. The provisions of the clause at FAR 52.245-1, Government

Property, apply to all property acquired under such authorization.

(End of clause)

(iv) FAR 52.216-22 Indefinite Quantity (Oct 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the

Government, when and if ordered, the supplies or services specified in the

Schedule up to and including the quantity designated in the Schedule as the

"maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The

Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor’s and

Government’s rights and obligations with respect to that order to the same extent as if the order were completed during the contract’s effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after the specified Task Order completion date.

(End of clause)

(v) FAR 16.504(c)(1)(ii)(A) On-Ramping and Off-Ramping

Consistent with FAR 16.504(c)(1)(ii)(A), GSA has determined that it is in the

Government’s best interest that at all times during the term of the IDIQ Contract, there remain an adequate number of contractors eligible to compete for Task Order s. Over time, the total number of contractors may fluctuate due to various reasons including industry consolidation, significant changes in the marketplace or advances in technology, general economic conditions, the Government's exercise of the off-ramp process, or other reasons. Recognizing this, every year or on an as-needed basis, GSA intends to review the total number of IDIQ contractors participating at the Task Order level and determine whether it would be in the Government’s best interest to initiate on-ramping to add new IDIQ contractors. The basis of the competition during on-ramping may rely upon substantially the same methodology as in the original solicitation.

However, GSA reserves the right to update the evaluation criteria with consideration to market conditions, the utility of the criteria, and the specific needs being sought through the on-ramping event. The Government may implement technical refreshment of the scope and/or the labor categories consistent with the appropriate changes clause in order to improve performance or react to changes in technology, market changes, innovative processes, or techniques, for example.

Off-ramping provides flexibility to remove contractors that are no longer providing value because they are not actively competing for orders, no longer provide the innovative solutions desired, no longer providing satisfactory services or performance, or for other reasons. GSA reserves the unilateral right to off-ramp contractors who are no longer needed to meet program objectives. Contractors may be off-ramped from new work even while continuing current work. Off-ramping methods may result from one of the following conditions:

A. Not exercising a contractor’s option.

B. GSA no longer having a requirement appropriate to the contractor’s skills, talents, size, or socio-economic status.

C. Debarment, Suspension, or Ineligibility as defined in FAR Subpart 9.4.

D. Termination as defined in FAR Part 49.

E. Failure to meet the standards of performance, deliverables, or compliances.

F. Taking any other action which may be permitted under the Master Contract’s terms and conditions.

The use of on-ramping and off-ramping is a discretionary unilateral authority of the

Government. The initial IDIQ contract awards will establish the periods of performance;

any additional contracts awarded after the initial contracts will have the same period of performance and ultimate potential expiration date as the existing contracts.

(End of clause)

(vi.) MATOC IDIQ TASK ORDERS

(1) Contract Services. General Construction and design-build services consist of interior and exterior building construction, and repair and alterations, including but not limited to, structural, fire safety, elevator, site work, electrical, carpentry, masonry, plumbing, mechanical, architectural, landscaping which is incidental to repair or alteration, storm drainage, exterior renovations, demolition services, earthwork, pavement repair, and other miscellaneous civil work. Abatement services which are incidental to repair and alteration projects are also included. The work to be performed under the terms of this contract includes, but is not limited to: renovations, new construction, wall partition construction, modification and alteration of floor and wall mounted signal and power outlets to be included in the modification of associated conduit, surface mounted raceway, and various underfloor duct systems; installation of new and the alteration of existing power panels; carpet and carpet tile installation; painting; HVAC ductwork modification and repair; door, door frame, and door set hardware installation;

communications cabling; grid ceiling and lighting installation and modification;

modification of existing building fire sprinkler systems; and other such related work which would be outlined in Task Order and job drawings. The design- build requirements of a project can include, but are not limited to, review and evaluation of the concept, design development and construction document submission for constructability, value engineering or alternate means and methods recommendations, identification of any problems or errors in the design documentation, consultation/coordination with GSA during construction document production, project schedule development, primary cost estimates during design development and construction documents, and development of subcontractor and supplier interest.

Abatement when incidental to construction can include asbestos, lead, mold, and polychlorinated biphenyls (PCB).

(2) Contract Type. This will be a firm-fixed price contract. All work to be acquired under the contract will be accomplished by the issuance of individual firm-fixed price Task

Orders. The individual Task Orders to be placed under the contract can range in dollar value from approximately $2,000 up to $15,000,000. Task Order values will NOT be spread evenly across these ranges. These contract vehicles may be utilized by

Contracting Officers procuring construction projects contracted and/or managed through the National Capital Region 11 Office of Acquisition.

(3) Contracting Authority. Task Orders may be issued by any warranted GSA

Contracting Officer within the National Capital Region 11 Office of Acquisitions by the authority hereby delegated by the Contracting Officer of the IDIQ.

(4) Task Order Requirements. Services will be required under these contracts on an as-needed basis. Task Orders will be prepared based on defined statements of work for specific projects and issued as fixed-price Task Orders awarded to the contractor who provides the best value to the Government. The technical specifications, statements of work, drawings and other technical documents associated with each Task Order will be issued with the Request for Proposals (RFP). Each Task Order under this contract will be different and therefore specifications and requirements will be unique to each Task

Order.

(5) Task Order RFPs. GSA will issue a Task Order RFP for each project in accordance with FAR 16.505. Task Order RFPs will identify the project delivery method to be used for each project. Typically, each Task Order RFP will include a single project; however, GSA reserves the right to combine projects into one Task Order RFP dependent upon site location and mission support requirements. Task Order RFPs will specify the evaluation method and basis of award for each Task Order. Each Task Order RFP may require a technical and price proposal or other submittals. Competition of Task Order

RFPs will be exclusive to the IDIQ contracts awarded from Solicitation

#47PM0123R0023. Task Order proposals should be submitted in the format required in the Task Order RFP.

The Task Order RFP will notify all contractors of the estimated magnitude of the project, using the ranges found in FAR 36.204.

"Active Task Order RFP participation" is defined as submitting a timely, good-faith competitive proposal for a reasonable number of Task Order RFPs issued per year for which a firm has sufficient bonding at the time the Task Order RFP is issued. If the

Contractor does not actively participate in Task Order RFPs for reasons other than bonding and/or MOL, then (a) the Contractor waives its right to the minimum guarantee,

(b) the Contractor acknowledges that it may contribute negatively to the contract performance evaluation, and (c) the base IDIQ Contracting Officer may determine that it is in the best interest of the Government to terminate the contract or to not exercise any remaining IDIQ option periods. The Contractor must send written notice to the Task

Order Contracting Officer if they are not submitting a proposal to a Task Order RFP with an explanation of why they are not submitting a proposal. This written notice must be submitted within the number of business days specified in the Task Order RFP for proposal submittal. Not submitting this written notice may contribute negatively to the contract performance evaluation.

(6) Task Order Pricing. Proposals will be submitted with lump-sum pricing in the format requested at the Task Order level. The price will include labor, materials, travel, markups, indirect costs, profit, and overhead, and all other costs required to successfully accomplish the Task Order. Task Order pricing should not include costs for unforeseen conditions or contingencies, but should be based upon the contractor’s determinations regarding general and local conditions which can affect the work per

FAR 52.236-3, including but not limited to the character, quality, and quantity of surface and subsurface materials or obstacles to be encountered insofar as this information is reasonably ascertainable from an inspection of the site, as well as from the drawings and specifications made a part of the contract and Task Order . Task Order modifications can be negotiated to adjust for unforeseen site conditions, added work, or equitable adjustment. No person other than a warranted Contracting Officer can make changes to the terms of a Task Order.

(7) Task Order Award. Task Orders will be issued on a GSA Form 300 and represent the Government’s acceptance of the contractor’s proposal. Orders may be placed via mail, e- mail, or other electronic commerce. A Notice to Proceed (NTP) for Task Orders under $35,000 may be issued upon award of the Task Order. For Task Orders valued at

$35,000 through $150,000, a form of payment protection must be provided and accepted by the Government (payment bond or irrevocable letter of credit) before an

NTP can be issued. For TOs over $150,000, both performance and payment bonds must be received and accepted by the Government prior to issuance of the NTP. These dollar values are stated in 52.228-13 and 52.228-15, but may change over the life of the contract.

(8) Post Task Order Award Coordination. Coordination will be scheduled by GSA to begin immediately following Task Order award. Pre-construction conferences for each

Task Order may be scheduled by the GSA project team. Attendance, in person, by the

Contractor is expected unless otherwise noted in the Task Order requirements. Key subcontractors are encouraged to attend.

(9) Task Order Execution. The Contractor is responsible for executing each Task Order with all due diligence and timeliness. GSA has standard measurements for ‘on time’ project delivery. IDIQ contract holders are expected to complete Task Orders issued under this contract by the terms established in the base IDIQ contract and each Task

Order. Any liquidated damages will be established at the Task Order level. See Section

III.E. for details regarding liquidated damages.

(10) Contractor Experience. The Contractor is expected to have experience and expertise in all project delivery methods (per Section 1 above) included in this program.

The Contractor bears all responsibility to deliver awarded Task Orders on time and at the required quality level specified in each individual Task Order.

(11) Unsatisfactory Personnel. Personnel whose performance is determined to be unacceptable may be subject to removal from a project or Task Order and shall be promptly replaced with qualified personnel upon request and approval from the Task

Order Contracting Officer. Additionally, upon verbal or written notice to the contractor by the Contracting Officer, Contracting Officer’s Representative (COR) or Designated

Ordering Official, any personnel that has been denied security clearance, shall be removed from assignment to a Task Order. The Contractor shall promptly replace any personnel removed with equally or more qualified personnel for the prescribed services to be provided under any Task Order, subject to the Contracting Officer, COR or

Designated Ordering Official’s approval. All actions by the Government or the

Contractor with regard to release of unqualified personnel shall be in writing.

(12) Contractor Performance Evaluations. The Contractor’s performance will be primarily evaluated at the Task Order level. Performance evaluations will be based on the expectations established in this Contract as well as the project deliverables and requirements identified in individual Task Orders. Performance evaluations will be issued though the Contractor Performance Assessment Reporting System (CPARS).

Projects delivered under this IDIQ contract are expected to achieve a minimum overall past performance assessment of at least a Level 3, “Satisfactory.”

(a) Evaluating Contractor Performance: The General Services Administration is using the Contractor Performance Assessment Reporting System (CPARS) module as the secure, confidential, information management tool to facilitate the performance evaluation process. CPARS enables a comprehensive evaluation by capturing comments from both GSA and the contractor. The website for

CPARS is Contractor Performance Assessment

(b) Completed CPARS evaluations are sent to the Past Performance Information

Retrieval System (PPIRS) which may then be used by Federal acquisition community for use in making source selection decisions. PPIRS assists acquisition officials by serving as the single source for contractor past performance data.

(c) CPARS Registration: Each award requiring an evaluation must be registered in CPARS. The contractor will receive several automated emails. Within thirty days of award, the contractor will receive an e-mail that contains user account information, as well as the applicable contract and order number(s) assigned.

Contractors will be granted one user account to access all evaluations.

(d) Contractor CPARS Training: Contractors may sign up for CPARS training. A schedule of classes will be posted to the CPARS training site (CPARS Training) and updated as needed.

(e) Contractor Representative (CR) Role: All evaluations will be sent the

Contractor Representative (CR) named on your award. The CR will be able to access CPARS to review and comment on the evaluation. If your CR is not already in the CPARS system, the contracting officer will request the name and email address of the person that will be responsible for the CR role on your award.

Once an evaluation is ready to be released the CR will receive an email alerting them the evaluation is ready for their review and comment. The email will indicate the time frame the CR has to respond to the evaluation; however, the CR may return the evaluation earlier than this date.

GSA shall provide for review at a level above the contracting officer (i.e., contracting director) to consider any disagreement between GSA and the contractor regarding

GSA’s evaluation of the contractor. Based on the review, the individual at a level above the contracting officer will issue the ultimate conclusion on the performance evaluation.

Copies of the evaluations, contractor responses, and review comments, if any, will be retained as part of the contract file.

(13) Performance and Payment Bonds for Task Orders. Securities to guarantee faithful performance of the contract and to guarantee payment to all persons supplying labor or materials in the performance of the contract shall be required for each Task Order in the amount specified in FAR clause 52.228-13 [“Alternative Payment Protections (Jul

2000)”], or FAR clause 52.228-15 [“Performance and Payment Bonds - Construction

(Oct 2010)”]. Clause 52.228-13 applies to orders which exceed $35,000, but do not exceed $150,000.00. Clause 52.228-15 shall apply applies to all orders expected to exceed $150,000.00. Payment and/or performance bonds shall be submitted no later than ten (10) calendar days after Task Order award. The Contractor will be required to submit proof of payment for the bonds for individual Task Orders. The requirements for

Performance and Payment Bonds for Task Order amounts may change over the life of the Contract.

(14) Construction Wage Rate Requirements. The Contractor will be required to pay their employees based on the Construction Wage Rate Requirements statute (formerly known as the Davis Bacon Act) for projects which fall under that statute.