SPM8E914C0001.pdf

Contract # SPM8E9-14-C-0001 Page 2 of 18

TABLE OF CONTENTS FOR

SOLICITATION NO: SPM8E9-13-R-0001

CONTRACT NO: SPM8E9-14-C-0001

Standard Form (SF) 1449 Solicitation/Contract/Order for Commercial Items ………………..….…….1

TABLE OF CONTENTS

DESCRIPTION OF SUPPLIES ................................................................................................................ 3-6

ITEM DESCRIPTION FOR PRs: 0048499311 & 0048117249 ................................................................ 7-9

MARKING & PACKAGING REQUIREMENTS ................................................................................. 9-10

CONTRACT CLAUSES

FAR 52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS

FAR 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT

STATUTES OR EXECUTIVE ORDERS – COMMERCIAL ITEMS

Contract # SPM8E9-14-C-0001 Page 3 of 18

DESCRIPTION OF SUPPLIES

1) CONTRACT AWARD

a) This contract constitutes the Government’s acceptance of the Contractor’s offer, including all revisions, under Request For Proposal SPM8E9-13-R-0001. This is a Fixed Price Contract which the contractor shall function as supplier for PR 0048499311, NSN 4140-01-113-8312 & PR 0048117249, NSN 4140-01-113-8313. Performance under this contract shall be governed by the terms and conditions of SPM8E9-13-R-0001, to which the Contractor’s offer took no exceptions. The following terms and conditions, agreed to during negotiations, are acceptable to both the Contractor and the Government:

i. The final negotiated unit prices, as set forth in the request for Final Proposal Revision (dated 10/23/2013) between DLA Troop Support and DAE, are hereby made part of the contract.

1. New price for CLIN 0001 is $10,500.00 * 40 EA = $420,000.00

2. New price for CLIN 0002 is $10,205.00 * 40 EA = $408,200.00

ii. Discount Terms of Net 30 days.

2) CONTRACT PERIOD

a) This is a fixed-price, one time acquisition conducted in accordance with FAR 13.5 – Test Program for Certain Commercial Items. The Government reserves the right to exercise the 50 % option(s) on each NSN, prior to final delivery date of the base quantities (180 days ADO).

3) DELIVERY

a) Required delivery schedule is 180 days after effective date of this contract (ADC).

b) Supplies, ordered under this contract, shall be delivered F.O.B. Destination and will be received by the Government as stipulated in the Place of Performance clause.

c) All items delivered under this contract shall be shipped in accordance with the freight shipping instructions listed below.

d) 50% Quantity Option, if exercised, will also stipulate a delivery schedule of 180 days after issuance of modification.

4) INSPECTION AND ACCEPTANCE/FOB POINT

a) For all items, Inspection and Acceptance is at Destination. Please refer to the Place of

Performance Clause in this contract.

b) FOB Destination applies.

5) PAYMENT

a) Terms. Payment terms are NET 30 Days.

b) Currency. All funds shall be issued in US currency

Contract # SPM8E9-14-C-0001 Page 4 of 18

c) Electronic Invoicing. The Contractor shall submit electronic invoices to the following payment office [via WideArea Workflow (WAWF)]:

DFAS Columbus Center

DFAS BVDP (SL4701)

P.O. Box 369031 Columbus, OH 43236-9031

d) Clause FAR 52.232-33, Payment by Electronic Funds Transfer (EFT) - Central

Contractor Registration has been included.

6) PLACE OF PERFORMANCE –INSPECTION AND SHIPPING POINT

PLACE OF PERFORMANCE GOVERNMENT INSPECTION ACCEPTANCE AND

SHIPPING POINT

(a) Place of Performance:

[X] (1) Items will be manufactured at the following locations:

ITEM NO. PLANT NAME AND ADDRESS

ALL Dynamic Air Engineering Inc (18965)

620 E Dyer Rd.

Santa Ana, CA, 92705

[ ] (2) Items will be furnished from stock. Manufacturer (not dealer) is as follows: Not Applicable

ITEM NO.

NAME AND ADDRESS OF MANUFACTURER

Not Applicable

(b) Place of Packaging, Packing and Marking:

[ X ] (1) Same as shown in a(1) above.

[ ] (2) As shown below:

ITEM NO. NAME AND ADDRESS OF PACKAGING PLANT

Not Applicable

(c) Place of Government Inspection:

[ X ] (1) Material inspection, except as may be indicated in c(2), will be made at the following locations:

ITEM NO. PLANT NAME AND ADDRESS GOVERNMENT INSPECTION OFFICE

ALL At Destination

Contract # SPM8E9-14-C-0001 Page 5 of 18

[ ] (2) Packaging, Packing and Marking inspection (if other than c(1) above) will be made at the following location: Not Applicable

ITEM NO.

PLANT NAME AND ADDRESS

GOVERNMENT INSPECTION OFFICE

[ X ] (3) At destination

(d) Place of Acceptance:

[ ] (1) At the plant shown and by the Government Inspection Office shown in c(1) above.

[ ] (2) At the plant shown and by the Government Inspection Office shown in c(2) above.

[ X ] (3) At destination by the receiving authority.

(e) APPLICABLE TO F.O.B. ORIGIN SHIPMENTS ON GOVERNMENT BILL OF LADING AWARDS ONLY. Shipment will be made from the contractor's or subcontractor plant(s) identified below. These shipping points were used in the evaluation of contractor's F.O.B. Origin offer. If the contractor ships from a place other than as identified herein, any increase in transportation costs shall be borne by the contractor and any savings shall revert to the Government. Not Applicable

[ ] (1) Same as shown in a(1) above.

[ ] (2) As shown below:

7) CONTRACT UNIT PRICES AND SCHEDULE OF SUPPLIES

Schedule of Supplies/Services

CLIN # NSN QTY UNIT PRICE TOTAL

0001 4140-01-113-8312 40 EA $10,500.00/EA $420,000.00

PRODUCT REQUIRED

NSN 4140-01-113-8312 P/N M8921K-1C

MANUFACTURER'S NAME & CAGE:

DYNAMIC AIR ENGINEERING INC (18965)

REQUIRED DELIVERY SCHEDULE = 180 DAYS ADO

Contract # SPM8E9-14-C-0001 Page 6 of 18

CLIN # NSN QTY UNIT PRICE TOTAL

0002 4140-01-113-8313 40 EA $10,205.00/EA $408,200.00

PRODUCT REQUIRED

NSN 4140-01-113-8313 P/N M5921K-1D

MANUFACTURER'S NAME & CAGE:

DYNAMIC AIR ENGINEERING INC (18965)

REQUIRED DELIVERY SCHEDULE = 180 DAYS ADO

50% Quantity Option – Not included at this time:

The Government reserves the right to exercise the 50 % option(s) on each NSN, prior to the delivery of CLINs 0001 & 0002.

CLIN # NSN PART NUMBER QTY UNIT PRICE

0003 4140-01-113-8312 M8921K-1C 20 EA $11,734.00/EA

0004 4140-01-113-8313 M5921K-1D 20 EA $11,709.00/EA

Contract # SPM8E9-14-C-0001 Page 7 of 18

ITEM DESCRIPTION FOR CLIN 0001 // PR: 0048499311// NSN 4140-01-113-8312

FAN,VANEAXIAL

SOURCE CONTROL DATA

NAVAL SEA SYSTEMS COMMAND (53711)

P/N 2600099

APPROVED SOURCE FOR THE ABOVE P/N:

DYNAMIC AIR ENGINEERING INC (18965) SANTA ANA,CA

EXCEPTION TO CITED DWG: CHG NOTE 9 TO: WEIGHT

SHALL NOT EXCEED 33.5 LBS.

APPROVED SOURCE MUST MEET THE LATEST REVISION OF THE OEM DRAWING

IDENTIFY TO . . .

MIL-STD-130N, 17 DEC 2007

IDENTIFICATION MARKING OF U.S. MILITARY PROPERTY

THE APPROVED SOURCE(S) MUST MEET THE REQUIREMENTS OF THE CURRENT

REVISION OF THE SOURCE CONTROL DRAWING

OFFERORS NOT CITED AS APPROVED SOURCES IN THE PROCUREMENT ITEM

DESCRIPTION ARE REQUIRED TO OBTAIN SOURCE APPROVAL FROM THE OEM. A COPY

OF THE SOURCE APPROVAL REQUEST, TECHNICAL DATA PACKAGE OR CERTIFICATION

OF PRIOR APPROVAL MUST ALSO BE SUBMITTED TO DLA WITH THE OFFER.

WHEN THE PURCHASE ORDER TEXT (POT) DESCRIBES THE REQUIRED PRODUCT(S) BY

NAME AND PART NUMBER OF A SPECIFIC ENTITY, BY THE NAMES AND PART NUMBERS

OF A NUMBER OF SPECIFIC ENTITIES, OR BY THE NAME(S) AND PART NUMBER(S)

OF SPECIFIC ENTITY/ENTITIES AS MODIFIED BY ADDITIONAL REQUIREMENTS SET

FORTH IN THE POT, ONLY THAT/THOSE PRODUCT(S) HAVE BEEN DETERMINED

TO MEET THE NEEDS OF THE GOVERNMENT AND ARE ACCEPTABLE. SUCH PRODUCT(S)

ARE "EXACT PRODUCT(S)" AS DEFINED IN "DLAD 52.217-9002, CONDITIONS FOR

EVALUATION AND ACCEPTANCE OF OFFERS FOR PART NUMBERED ITEMS."

A VENDOR OFFER/QUOTATION, "BID WITHOUT EXCEPTION," IS A CERTIFICATION THAT

THE "EXACT PRODUCT," MANUFACTURED AND/OR SUPPLIED BY ONE OF THE ENTITIES

CITED IN THE POT WILL BE FURNISHED UNDER THE CONTRACT OR ORDER. ANY

PRODUCT NOT MANUFACTURED AND/OR SUPPLIED BY ONE OF THE ENTITIES CITED IN

THE POT IS AN "ALTERNATE PRODUCT," EVEN THOUGH IT MIGHT BE MANUFACTURED

IN ACCORDANCE WITH THE DRAWING(S) AND/OR SPECIFICATIONS OF ONE OF THE

ENTITIES CITED IN THE POT.

IF AN ALTERNATE PRODUCT IS FURNISHED UNDER A CONTRACT OR ORDER FOR AN

EXACT PRODUCT, THE ALTERNATE PRODUCT WILL BE AN UNAUTHORIZED

SUBSTITUTION, AND MAY YIELD CRIMINAL PENALTIES IN ADDITION TO ANY CIVIL

REMEDIES AVAILABLE TO THE GOVERNMENT.

DATA IS PROPRIETARY OR INSUFFICIENT FOR COMPETITIVE PROCUREMENT.

CRITICAL APPLICATION ITEM

Contract # SPM8E9-14-C-0001 Page 8 of 18

DYNAMIC AIR ENGINEERING INC (18965) P/N M8921K-1C

I/A/W DRAWING NR 80064 2600099

BASIC

AMEND NR E DTD 01/21/86

TYPE NUMBER

ITEM DESCRIPTION FOR CLIN 0002// PR: 0048117249// NSN 4140-01-113-8313

FAN,VANEAXIAL

(80064) NAVAL SEA SYSTEMS COMMAND

P/N 2600205

APPROVED SOURCE OF SUPPLY:

DYNAMIC AIR ENGINEERING,INC

SANTA ANA,CA

CAGE 18965

P/N M5921K-1D

THE APPROVED SOURCE(S) MUST MEET THE REQUIREMENTS OF THE CURRENT

REVISION OF THE SOURCE CONTROL DRAWING

OFFERORS NOT CITED AS APPROVED SOURCES IN THE PROCUREMENT ITEM

DESCRIPTION ARE REQUIRED TO OBTAIN SOURCE APPROVAL FROM THE OEM. A COPY

OF THE SOURCE APPROVAL REQUEST, TECHNICAL DATA PACKAGE OR CERTIFICATION

OF PRIOR APPROVAL MUST ALSO BE SUBMITTED TO DLA WITH THE OFFER.

WHEN THE PURCHASE ORDER TEXT (POT) DESCRIBES THE REQUIRED PRODUCT(S) BY

NAME AND PART NUMBER OF A SPECIFIC ENTITY, BY THE NAMES AND PART NUMBERS

OF A NUMBER OF SPECIFIC ENTITIES, OR BY THE NAME(S) AND PART NUMBER(S) OF

SPECIFIC ENTITY/ENTITIES AS MODIFIED BY ADDITIONAL REQUIREMENTS SET FORTH IN

THE POT, ONLY THAT/THOSE PRODUCT(S) HAVE BEEN DETERMINED TO MEET THE

NEEDS OF THE GOVERNMENT AND ARE ACCEPTABLE. SUCH PRODUCT(S) ARE "EXACT

PRODUCT(S)" AS DEFINED IN "DLAD 52.217-9002, CONDITIONS FOR EVALUATION AND

ACCEPTANCE OF OFFERS FOR PART NUMBERED ITEMS."

A VENDOR OFFER/QUOTATION, "BID WITHOUT EXCEPTION," IS A CERTIFICATION THAT

THE "EXACT PRODUCT," MANUFACTURED AND/OR SUPPLIED BY ONE OF THE ENTITIES

CITED IN THE POT WILL BE FURNISHED UNDER THE CONTRACT OR ORDER. ANY

PRODUCT NOT MANUFACTURED AND/OR SUPPLIED BY ONE OF THE ENTITIES CITED IN

THE POT IS AN "ALTERNATE PRODUCT," EVEN THOUGH IT MIGHT BE MANUFACTURED

IN ACCORDANCE WITH THE DRAWING(S) AND/OR SPECIFICATIONS OF ONE OF THE

ENTITIES CITED IN THE POT.

IF AN ALTERNATE PRODUCT IS FURNISHED UNDER A CONTRACT OR ORDER FOR AN

EXACT PRODUCT, THE ALTERNATE PRODUCT WILL BE AN UNAUTHORIZED

SUBSTITUTION, AND MAY YIELD CRIMINAL PENALTIES IN ADDITION TO ANY CIVIL

REMEDIES AVAILABLE TO THE GOVERNMENT.

DYNAMIC AIR ENGINEERING INC (18965) P/N M5921K-1D

Contract # SPM8E9-14-C-0001 Page 9 of 18

I/A/W DRAWING NR 80064 2600205

BASIC

AMEND NR E DTD 09/20/06

TYPE NUMBER P/N 2600205

*****************PACKAGING AND MARKING REQUIREMENTS****************

APPLICABLE TO BOTH CLINS (0001 & 0002)

DELIVER FOB: Destination

QTY VARIANCE: PLUS 0% MINUS 0%

INSPECTION/ACCEPTANCE POINT: Destination

PREP FOR DELIVERY:

PKGING DATA - MIL-STD-2073-1D, 15 DEC 1999

QUP = 001: PRES MTHD = 10: CLNG/DRY = 1: PRESV MAT = 00:

WRAP MAT = XX: CUSH/DUNN MAT = XX: CUSH/DUNN THKNESS = X:

UNIT CONT = D3: OPI = O:

INTRMDTE CONT = XX: INTRMDTE CONT QTY = AAA:

PACK CODE = U:

MARKING SHALL BE IN ACCORDANCE WITH MIL-STD-129.

SPECIAL MARKING CODE: 00 -

PALLETIZATION SHALL BE IN ACCORDANCE WITH MD00100452 REV B

DATED 08183

SUPPLEMENTAL INSTRUCTIONS

For all shipments of packaged materiel to the government, which includes either Depot (DLA-Direct) or DVD (Customer- Direct) shipments, both DoD linear and two-dimensional (2D) bar code markings are required on Military Shipping Labels in accordance with MIL-STD-129, Revision P, dated December 15, 2002 (but see DLAD 52.211-9010(D) for exceptions to the requirement for MSL and 2D symbols).

See the DLA packaging web site identified in DLAD 52.211-9010(E) for change notices to MIL-STD- 129P that apply. 2D bar coding shall be in accordance with ISO/IEC 15438, ISO/IEC 15434 (ANSI MH10.8.3) and DoD 4500.9-R. MSL linear (code 3 of 9 or code 39) bar coding shall be in accordance with ISO/IEC 16388. Shipping label stock quality shall meet MIL-PRF-61002. Bar code print quality shall meet ANSI MH10.8-2000 or ANSI X3.182-1990 (R2000) for applicable 2D and/or linear bar codes. All DVD shipments shall meet additional linear bar coding requirements in DLAD 52.211-9010(C). Except for the Transportation Control Number (TCN), which must always be present on the Military Shipping Label, when the contract/order omits any other data elements as defined in MIL- STD-129P and if the information is not available from the Administrative Contracting Office, then the field is not required as part of the Military Shipping Label and may be left blank. If there are inconsistencies between the schedule and MIL-STD-129P, the schedule takes precedence.

Contract # SPM8E9-14-C-0001 Page 10 of 18

DLA DEPOT STOCK DELIVERY LOCATION:

PARCEL POST ADDRESS:

W62G2T

W1BG DLA DISTRIBUTION

25600 S CHRISMAN ROAD

REC WHSE 57

TRACY CA 95304-5000

US

FREIGHT SHIPPING ADDRESS:

W62G2T

W1BG DLA DISTRIBUTION

25600 S CHRISMAN ROAD

REC WHSE 57

TRACY CA 95304-5000

US

MARK-FOR ADDRESS:

W62G2T

W1BG DLA DISTRIBUTION

25600 S CHRISMAN ROAD

REC WHSE 57

TRACY CA 95304-5000

US

Contract # SPM8E9-14-C-0001 Page 11 of 18

52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS

(FEB 2012) FAR

Incoporated by Reference

ADDENDUM TO FAR 52.212-4

Original addendum clauses are incorporated by reference. The below clauses have changed since the original solicitation. These clauses were originally listed in the now defunct DFARS 252.212- 7001, and have subsequently been relocated to the FAR 52.212-4 Addendum.

THE CLAUSES LISTED BELOW ARE INCORPORATED 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. A CLAUSE WITH AN

AUTHORIZED DEVIATION IS SO MARKED AFTER THE DATE OF THE CLAUSE. (Also, the full text of solicitation clauses and provisions may be accessed electronically at the following websites):

FAR Clauses: https://www.acquisition.gov/far/index.html DFARS Clauses: http://www.acq.osd.mil/dpap/dars/dfarspgi/current/index.html DLAD Clauses: http://www.dla.mil/Acquisition/Documents/DLAD%20Rev%205.htm

CLAUSE NUMBER TITLE/DATE

FAR 52.203-3 Gratuities (APR 1984) DFARS 252.203-7000 Requirements Relating to Compensation of Former DoD

Officials (Sep 2011) (section 847 of Pub. L. 110-81) DFARS 252.203-7003 Agency Office of the Inspector General (Dec 2012)

(Section 6101 of Pub. L. 110-252, 41 U.S.C. 3509 note) DFARS 252.205-7000 Provision of Information to Cooperative Agreement

Holders (Dec 1991) (10 U.S.C. 2416) DFARS 252.225-7021 Trade Agreements (Dec 2012) DFARS 252.226-7001 Utilization of Indian Organizations, Indian-Owned

Economic Enterprises, and Native Hawaiian Small Business Concerns (Sep 2004) (Section 8021 of pub.L.

107-248 and similar sections in subsequent DoD appropriations acts

DFARS 252.232-7003 Electronic Submission of Payment Requests (June 2012)(10 U.S.C. 2227)

DFARS 252.243-7002 Requests for Equitable Adjustment (Dec 2012)(10 U.S.C. 2410

DFARS 252.247-7023 Transportation of Supplies by Sea (May 2002)(10 U.S.C.

2631).

In addition to the clauses listed above, from the Contract Terms and Conditions Required to Implement Statutes or Executive Orders-Commercial Items clause of this contract (Federal Acquisition Regulation 52.212-5), the contractor shall include the terms of the following clauses, if applicable, in subcontracts for commercial items or commercial components, awarded at any tier under this contract:

DFARS 252.225-7039 Contractors Performing Private Security Functions (June

2012) (Section 862 of Pub.L. 110-181, as amended by Section 853 of Pub.L. 110-417 and Sections 831 and 832 of Pub.L. 111-383)

DFARS 252.227-7013 Rights in Technical Data - Noncommercial Items (Feb 2012), if applicable (see 227.7103-6(a)

Contract # SPM8E9-14-C-0001 Page 12 of 18

ADDENDUM TO FAR 52.212-4 (cont.)

DFARS 252.227-7015 Technical Data - Commercial Items (Dec 2011), if applicable (see 227.7102-4(a)) DFARS 252.227-7037 Validation of Restrictive Markings on Technical Data

(June 2012), if applicable (see 227.7102-4(c) DFARS 252.237-7010 Prohibition on Interrogation of Detainees by Contractor

Personnel (Nov 2010) (Section 1038 of Pub L. 111-84) DFARS 252.237-7019 Training for Contractor Personnel Interacting with

Detainees (Sep 2006) (Section 1092 of Pub. L. 108-375).

DFARS 252.247-7003 Pass-Through of Motor Carrier Fuel Surcharge

Adjustment to the Cost Bearer (Sept 2010) (Section 884 of Public Law 110-417)

DFARS 252.247-7023 Transportation of Supplies by Sea (May 2002) (10 U.S.C. 2631)

DFARS 252.247-7024 Notification of Transportation of Supplies by Sea (Mar 2000) (10 U.S.C. 2631)

52.211-9051 TIME OF DELIVERY (JUN 2008) DLAD

a) Offers in response to this solicitation will be evaluated as specified in the solicitation. Delivery shall be offered in terms of a number of days after date of award. The number of delivery days REQUIRED in this solicitation is calculated based on the Government’s planned need and customer requirements. Unless delivery is identified elsewhere in the solicitation as an evaluation factor, Offerors are encouraged to conform their delivery terms as closely as possible to the delivery days REQUIRED, and there will be no evaluation preference, or penalty for faster delivery. Offering a greater number of delivery days than the REQUIRED DELIVERY SCHEDULE may result in the offer not being considered, however the Government reserves the right to consider offered delivery times that EXCEED the number of delivery days required by the Government. Delivery is REQUIRED by the Government in accordance with the following schedule:

REQUIRED DELIVERY SCHEDULE:

ITEM NO. QUANTITY WITHIN NO. DAYS AFTER DATE OF AWARD

__ALL___ __ALL___ ___ONE HUNDRED EIGHTY (180) DAYS____

The Government may elect to consider for award only those offers that comply with the REQUIRED DELIVERY SCHEDULE but reserves the right to consider offered delivery times that EXCEED the number of delivery days required by the Government. The Offeror may propose an alternative delivery schedule below. If the Offeror proposes no other delivery schedule, the REQUIRED DELIVERY SCHEDULE above will apply.

OFFEROR'S PROPOSED DELIVERY SCHEDULE:

ITEM NO. QUANTITY WITHIN NO. DAYS AFTER DATE OF AWARD

Contract # SPM8E9-14-C-0001 Page 13 of 18

52.211-9051 (continued)

(b) The Government will mail, or otherwise furnish to, the Offeror an award or notice of award not later than the day the award is dated. Therefore, the Offeror shall compute the time available for performance beginning with the actual date of award, rather than the date the written notice of award is received from the Contracting Officer through the ordinary mails. However, the Government will evaluate an offer that proposes delivery based on the Contractor's date of receipt of the award or notice of award by adding:

(i) five calendar days for delivery of the award through the ordinary mails, or

(ii) one working day if the solicitation states that the award or notice of award will be transmitted electronically. (The term "working day" excludes weekends and U.S. Federal holidays.)

(End of Clause)

Contract # SPM8E9-14-C-0001 Page 14 of 18

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES

OR EXECUTIVE ORDERS – COMMERCIAL ITEMS (JAN 2013) FAR

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

(1) 52.222-50, Combatting Trafficking in Persons (FEB 2009) (22 U.S.C. 7104(g)) _X__ Alternate I (AUG 2007) of 52.222-50 (22 U.S.C. 7104(g))

(2) 52.233-3, Protest after Award (AUG 1996) (31 U.S.C. 3553).

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Pub. L., 108-77, 108-78)

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

[Contracting Officer shall check as appropriate.]

_X__ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (SEP 2006), with Alternate I (Oct 1995) (41 U.S.C. 253g and 10 U.S.C. 2402).

_X__ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (APR 2010) (Pub.L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note))

___ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (JUNE 2010) (Section 1553 of Pub. L. 111-5).

(Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

_X__ (4) 52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards (AUG 2012) (Pub L. 109-282) (31 U.S.C. 6101 note).

___ (5) 52.204-11, American Recovery and Reinvestment Act - Reporting Requirements (JUL 2010) (Pub. L. 111-5). Applies to contracts funded under the Act.

_X__ (6) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (DEC 2010) (31 U.S.C. 6101 note).

___ (7) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (FEB 2012) (41 U.S.C. 2313).

_X__ (8) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (MAY 2012) (section 738 of Division C of Pub. L. 112-74, section 740 of Division C of Pub. L. 111-117, section 743 of Division D of Pub. L. 111-8, and section 745 of Division D of Pub.L. 110-61) ___ (9) 52.219-3, Notice of Total HUBZone Set-Aside or Sole-Source Award (NOV 2011) (15 U.S.C. 657a).

_X__ (10) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business

Concerns (JAN 2011) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a)

___ (11) [Reserved] ___ (12) (i) 52.219-6, Notice of Total Small Business Set-Aside (NOV 2011) (15 U.S.C.

644).

___ (ii) Alternate I (NOV 2011) ___ (iii) Alternate II (NOV 2011)

__ (13) (i) 52.219-7, Notice of Partial Small Business Set-Aside (JUNE 2003) (15 U.S.C. 644).

___ (ii) Alternate I (OCT 1995) of 52.219-7 ___ (iii) Alternate II (MAR 2004) of 52.219-7.

_X__ (14) 52.219-8, Utilization of Small Business Concerns (JAN 2011) (15 U.S.C. 637(d)(4)).

Contract # SPM8E9-14-C-0001 Page 15 of 18

FAR 52.212-5 (continued)

_X__ (15) (i) 52.219-9, Small Business Subcontracting Plan (JAN 2011) (15 U.S.C. 637 (d)(4)). [Add Alternate I when using Sealed Bidding procedures. Add Alternate II when subcontracting plans are required at time of initial proposal;

generally, this Alternate should be included. Add Alternate III for actions not reported in FPDS.]

___ (ii) Alternate I (OCT 2001) of 52.219-9.

_X__ (iii) Alternate II (OCT 2001) of 52.219-9.

___ (iv) Alternate III (JULY 2010) of 52.219-9.

___ (16) 52.219-13, Notice of Set-Aside of Orders (NOV 2011) (15 U.S.C. 644(r)) ___ (17) 52.219-14, Limitations on Subcontracting (DEC 1996) (15 U.S.C.

637(a)(14)).

___ (18) 52.219-16, Liquidated Damages - Subcontracting Plan (JAN 1999) (15 U.S.C.

637(d)(4)(F)(i)).

[Paragraph 19 is not applicable to DoD contracts and has been deleted. Paragraphs 20 and 21 are not applicable to DoD contracts at this time.]

___ (20) 52.219-25, Small Disadvantaged Business Participation Program - Disadvantaged Status and Reporting (DEC 2010) (Pub. L. 103-355, section 7102, and 10 U.S.C.

2323).

___ (21) 52.219-26, Small Disadvantaged Business Participation Program – Incentive Subcontracting (OCT 2000) (Pub. L. 103-355, section 7102, and 10 U.S.C.

2323).

___ (22) 52.219-27, Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside (NOV 2011) (15 U.S.C. 657 f) _X__ (23) 52.219-28, Post Award Small Business Program Rerepresentation (APRIL 2012) (15 U.S.C. 632(a)(2)).

___ (24) 52.219-29, Notice of Total Set-Aside for Economically Disadvantaged Women- Owned Small Business (EDWOSB) Concerns (APR 2012) ___ (25) 52.219-30, Notice of Total Set-Aside for Women-Owned Small Business (WOSB) Concerns Eligible Under the WOSB Program (APR 2012) _X__ (26) 52.222-3, Convict Labor (JUNE 2003) (E.O. 11755).

_X__ (27) 52.222-19, Child Labor - Cooperation with Authorities and Remedies

(MAR 2012) (E.O. 13126).

_X__ (28) 52.222-21, Prohibition of Segregated Facilities (FEB 1999).

_X__ (29) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).

_X__ (30) 52.222-35, Equal Opportunity for Veterans (SEP 2010) (38 U.S.C. 4212).

_X__ (31) 52.222-36, Affirmative Action for Workers with Disabilities (OCT 2010) (29

U.S.C. 793).

_X__ (32) 52.222-37, Employment Reports on Veterans (SEP 2010) (38 U.S.C. 4212).

_X__ (33) 52.222-40. Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496) ___ (34) 52.222-54, Employment Eligibility Verification (JULY 2012) (Executive Order

12989) (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

___ (35)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA- Designated Products (MAY 2008) (42 U.S.C. 6962(c)(3)(A)(ii)).

___ (ii) Alternate I (MAY 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)) ___ (36) 52.223-15, Energy Efficiency in Energy-Consuming Products (DEC 2007) (42

Contract # SPM8E9-14-C-0001 Page 16 of 18

U.S.C. 8259b)

___ (37) (i) 52.223-16, IEEE 1680 Standard for the Environmental Assessment of Personal Computer Products (DEC 2007) (E.O. 13423)

(ii) Alternate I (DEC 2007) of 52.223-16 _X__ (38) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving

AUG 2011)(E.O. 13513)

[Paragraphs (39) - (41) are not applicable to DoD contracts and have been deleted.]

_X__ (42) 52.225-13, Restrictions on Certain Foreign Purchases (JUNE 2008) (E.o.s., proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

____ (43) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (NOV 2007)

(42 U.S.C. 5150) ____ (44) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area

(NOV 2007) (42 U.S.C. 5150)

___ (45) 52.232-29, Terms for Financing of Purchases of Commercial Items (FEB 2002) (41 U.S.C. 255(f), 10 U.S.C. 2307(f).

___ (46) 52.232-30, Installment Payments for Commercial Items (OCT 1995) (41 U.S.C.

255(f), 10 U.S.C. 2307(f).

_X__ (47) 52.232-33, Payment by Electronic Funds Transfer – Central Contractor Registration (OCT 2003) (31 U.S.C. 3332).

___ (48) 52.232-34, Payment by Electronic Funds Transfer – Other than Central Contractor Registration (MAY 1999) (31 U.S.C. 3332.)

___ (49) 52.232-36, Payment by Third Party (FEB 2010)(31 U.S.C. 3332.)

___ (50) 52.239-1, Privacy or Security Safeguards (AUG 1996) (5 U.S.C. 552a)

[Paragraph (51) is not applicable to DoD contracts and has been deleted.]

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

___ (1) 52.222-41, Service Contract Act of 1965 (NOV 2007) (41 U.S.C.

351, et seq.).

___ (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (MAY 1989) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

___ (3) 52.222-43, Fair Labor Standards Act and Service Contract Act - Price

Adjustment (Multiple Year and Option Contracts) (SEP 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

___ (4) 52.222-44, Fair Labor Standards Act and Service Contract Act - Price Adjustment (SEP 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

___ (5) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment - Requirements (NOV 2007) (41 U.S.C. 351, et. seq.).

___ (6) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services - Requirements (FEB 2009) (41 U.S.C. 351, et. seq.)

___ (7) 52.222-17, Nondisplacement of Qualified Workers (JAN 2013)(E.O. 13495) ___ (8) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (MAR 2009)

(Pub. L. 110-247)

Contract # SPM8E9-14-C-0001 Page 17 of 18

___ (9) 52.237-11, Accepting and Dispensing of $1 Coin (SEPT 2008) (31 U.S.C. 5112 (p)(1))

(d) Comptroller General Examination of Record.

The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records - Negotiation.

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

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

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

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

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (Apr 2010) (Pub. L. 110- 252, Title VI, Chapter 1 (41 U.S.C. 251 note))

(ii) 52.219-8, Utilization of Small Business Concerns (DEC 2010 )(15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontractor (except subcontracts to small business concerns) exceeds $650,000 ($1,500,000 for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(iii) 52.211-17, Nondisplacement of Qualified Workers (JAN 2013) (E.O. 13495). Flowdown required in accordance with Paragraph (1) of FAR 52.222-17.

(iv) 52.222-26, Equal Opportunity (MAR 2007)(E.O. 11246);

(v) 52.222-35, Equal Opportunity for Veterans (SEP 2010) (38 U.S.C. 4212);

(vi) 52.222-36, Affirmative Action for Workers with Disabilities (OCT 2010)(29 U.S.C.

793);

(vii) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496). Flowdown required in accordance with Paragraph (f) of FAR 52.222-40.

(viii) 52.222-41, Service Contract Act of 1965 (NOV 2007) (41 U.S.C. 351, et seq.)

(ix) 52.222-50, Combatting Trafficking in Persons FEB 2009) (22 U.S.C. 7104(g).

___ Alternate I (AUG 2007) of 52.222-50 (22 U.S.C 7104 (g))

(x) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment - Requirements (NOV 2007) (41 U.S.C.351, et.seq.)

(xi) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services - Requirements (FEB 2009) (41 U.S.C. 351, et. seq.)

(xii) 52.222-54, Employment Eligibility Verification (JULY 2012)

(xiii) 52.226-6, Promoting Excess Food Donations to Nonprofit Organizations (MAR 2009) (Pub. L.

110-247). Flow down required in accordance with Paragraph (e) of FAR 52.226-6.

Contract # SPM8E9-14-C-0001 Page 18 of 18

[Paragraph (xiv) is not applicable to DoD contracts and has been deleted.]

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

[If the acquisition uses American Recovery and Reinvestment Act funds, ALT II (OCT 2010) of FAR 52.212-5 applies.]

END OF CONTRACT