Conformed_Copy_W81K00-17-T-0408-0001.pdf

W81K00-17-T-0408

SEE ADDENDUM

(No Collect Calls)

W81K00-17-T-0408 29-Aug-2017

b. TELEPHONE NUMBER

210-539-8662

8. OFFER DUE DATE/LOCAL TIME

12:00 PM 12 Sep 2017

5. SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA – FAR (48 CFR) 53.212

(TYPE OR PRINT)

(SIGNATURE OF CONTRACTING OFFICER)

ADDENDA X ARE

26. TOTAL AWARD AMOUNT (For Gov t. Use Only )

23.

CODE 10. THIS ACQUISITION IS

SUCH ADDRESS IN OFFER

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT

BELOW IS CHECKED

TELEPHONE NO.

W81K009. ISSUED BY

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

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME

NICOLE E. DOYEL

2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NUMBER

(TYPE OR PRINT)

30b. NAME AND TITLE OF SIGNER 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a.UNITED STATES OF AMERICA

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

25. ACCOUNTING AND APPROPRIATION DATA

1. REQUISITION NUMBER

20.

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED.

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

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

0011003349

ARE NOT ATTACHED

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

. YOUR OFFER ON SOLICITATION

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

% FOR:SET ASIDE:UNRESTRICTED ORX

SMALL BUSINESS

17a.CONTRACTOR/ CODE FACILITY

OFFEROR CODE

W40M USA HLTH CONTRACTING ACT

SOUTHERN REG CONTR OFC

3551 ROGER BROOK DR BLDG 3600

FORT SAM HOUSTON TX 78234-6200

18a. PAYMENT WILL BE MADE BY CODE

RATED ORDER UNDER

DPAS (15 CFR 700)

13a. THIS CONTRACT IS A

13b. RATING

CODE15. DELIVER TO CODE 16. ADMINISTERED BY

SEE SCHEDULE

12. DISCOUNT TERMS11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

14. METHOD OF SOLICITATION

RFQ IFB RFPX

FAX:

TEL: SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

8(A)

HUBZONE SMALL

BUSINESS

SIZE STANDARD:

$32,500,000

NAICS:

621991

OFFER DATED

29. AWARD OF CONTRACT: REF.

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

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

EMAIL:

TEL:

31c. DATE SIGNED

SEE SCHEDULE

SCHEDULE OF SUPPLIES/ SERVICESITEM NO. QUANTITY UNIT UNIT PRICE AMOUNT

24.22.21.19.

WOMEN-OWNED SMALL BUSINESS (WOSB)

ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

(CONTINUED)

PAGE 2 OF95

ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: ______________________________________________________

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE 32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f . TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

37. CHECK NUMBER

FINALPARTIALCOMPLETE

36. PAYMENT35. AMOUNT VERIFIED

CORRECT FOR

34. VOUCHER NUMBER

FINAL

33. SHIP NUMBER

PARTIAL

38. S/R ACCOUNT NUMBER 39. S/R VOUCHER NUMBER 40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42a. RECEIVED BY (Print)

42b. RECEIVED AT (Location)

42c. DATE REC'D (YY/MM/DD) 42d. TOTAL CONTAINERS

STANDARD FORM 1449 (REV. 2/2012) BACK

Prescribed by GSA – FAR (48 CFR) 53.212

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

SEE SCHEDULE

20.

SCHEDULE OF SUPPLIES/ SERVICES

21.

QUANTITY UNIT

22. 23.

UNIT PRICE

24.

AMOUNT

19.

ITEM NO.

Section SF 1449 - CONTINUATION SHEET

ITEM NO SUPPLIES/SERVICES MAX

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

0001 UNDEFINED

BLOOD AND BLOOD DERIVATIIVES

FFP

The successful offeror shall furnish Blood and Derivatives to include Platelet

Pheresis Leukocyte Reduced, Red Blood Cells - Leukocytes Reduced, Fresh

Frozen Plasma - Jumbo, Cryoprecipitated AHF / Fresh Frozen Plasma / 24 hr and all required facilities, personnel, services, transportation, materials, equipment, and supplies in accordance with the Statement of Objectives to support the

Department of Pathology, William Beaumont Army Medical Center, Ft Bliss

Texas – WBAMC. Note: Quantities are estimated.

The Government will order supplies as needed, and only pay for those supplies that are ordered, received, and accepted.

PERIOD OF PERFORMANCE: 01 OCT 2017 THROUGH 30 SEPT 2018

Treasury Account Symbol: 97- 0130

FOB: Destination

PURCHASE REQUEST NUMBER: 0011003349

MAX

NET AMT

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

0001AA 200 Bag

PLATELETS APHERESIS

FFP

252 ML TO BE ORDERED ON "AS NEEDED BASIS"

Treasury Account Symbol: 97-0130.

UNIT UNIT PRICE MAX AMOUNT

0001AB 320 Bag

RED BLOOD CELLS

450 ML BAG TO BE ORDERED ON "AS NEEDED BASIS"

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

0001AC 105 Bag

FRESH FROZEN PLASMA

FFP

FRESH FROZEN PLASMA 150-300 ML TO BE ORDERED ON "AS NEEDED

BASIS"

UNIT UNIT PRICE MAX AMOUNT

0001AD 50 Bag

CRYOPRECIPITATE

CRYOPRECIPITATE 20-50 ML TO BE ORDERED ON "AS NEEDED BASIS"

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

1001 UNDEFINED

OPTION BLOOD AND BLOOD DERIVATIVES

FFP

The successful offeror shall furnish Blood and Derivatives to include Platelet

Pheresis Leukocyte Reduced, Red Blood Cells - Leukocytes Reduced, Fresh

Frozen Plasma - Jumbo, Cryoprecipitated AHF / Fresh Frozen Plasma / 24 hr and all required facilities, personnel, services, transportation, materials, equipment, and supplies in accordance with the Statement of Objectives to support the

PERIOD OF PERFORMANCE: 01 OCT 2018 THROUGH 30 SEPT 2019

UNIT UNIT PRICE MAX AMOUNT

1001AA 200 Bag

OPTION PLATELETS APHAERESIS

PLATELETS APHAERESIS TO BE ORDERED ON "AS NEEDED BASIS"

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

1001AB 320 Bag

OPTION RED BLOOD CELLS

450 ML BAG TO BE ORDERED ON "AS NEEDED BASIS"

UNIT UNIT PRICE MAX AMOUNT

1001AC 105 Bag

OPTION FRESH FROZEN PLASMA

FFP

FRESH FROZEN PLASMA 150-300 ML TO BE ORDERED ON "AS NEEDED

BASIS"

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

1001AD 50 Bag

OPTION CRYOPRECIPITATE

CRYOPRECIPITATE 20-50 ML TO BE ORDERED ON "AS NEEDED BASIS"

Treasury Account Symbol: 97 0130

UNIT UNIT PRICE MAX AMOUNT

2002 UNDEFINED

OPTION BLOOD AND BLOOD DERIVATIVES

FFP

The successful offeror shall furnish Blood and Derivatives to include Platelet

Pheresis Leukocyte Reduced, Red Blood Cells - Leukocytes Reduced, Fresh

Frozen Plasma - Jumbo, Cryoprecipitated AHF / Fresh Frozen Plasma / 24 hr and all required facilities, personnel, services, transportation, materials, equipment, and supplies in accordance with the Statement of Objectives to support the

PERIOD OF PERFORMANCE: 01 OCT 2019 THROUGH 30 SEPT 2020

UNIT UNIT PRICE MAX AMOUNT

2002AA 200 Bag

OPTION PLATELETS APHAERESIS

252 ML BAG TO BE ORDERED ON "AS NEEDED BASIS"

UNIT UNIT PRICE MAX AMOUNT

2002AB 320 Bag

OPTION RED BLOOD CELLS

450 ML TO BE ORDERED ON "AS NEEDED BASIS"

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

2002AC 105 Bag

OPTION FRESH FROZEN PLASMA

150-300 ML TO BE ORDERED ON "AS NEEDED BASIS"

Treasury Account Symbol: 97 0130

UNIT UNIT PRICE MAX AMOUNT

2002AD 50 Bag

OPTION CRYOPRECIPITATE

20-25 ML TO BE ORDERED ON "AS NEEDED BASIS"

STATEMENT OF OBJECTIVES

STATEMENT OF

OBJECTIVES

The Department of Pathology’s requirement is to provide blood and blood product derivatives (Platelets

Aphaeresis, Red Blood Cells, Fresh Frozen Plasma, and Cryoprecipitate) needed at William Beaumont Army

Medical Center (WBAMC). Blood products must have been tested for the items listed in Table 2 prior to being sent to WBAMC. The Contractor shall provide all required facilities, personnel, services, transportation, materials, equipment, and supplies. In addition to providing the requested products, the contractor will be required to be registered with the National Blood Exchange program to provide credits for any surplus products that WBAMC may need to exchange.

The Government will order items on as-needed basis, and shall only pay for the actual number of products ordered, received, and accepted by the Government.

Period of Performance:

Base: 1 October 2017 – 30 September 2018 (CLIN 0001 and subCLINs)

Option 1: 1 October 2018 – 30 September 2019 (CLIN 1001 and subCLINs)

Option 2: 1 October 2019 – 30 September 2020 (CLIN 2001 and subCLINs)

GENERAL: All product testing shall be executed at the Contractor’s premises, or within the Contractor's network of laboratories affiliate(s) or qualified subcontractor.

Scope: The Contractor shall perform all work in accordance with the Statement of Objectives and all applicable

Federal and state laws, regulations, and directives to include applicable publications and instructions. The

Contractor shall ensure all laboratory facilities used to perform the requirements of this contract meet and maintain all state, federal and occupational standards, certification(s), accreditation(s), license(s), etc., required when executing performance under this contract. The Contractor shall ensure all testing and supervisory personnel at all Contractor-owned, affiliate, or subcontracted laboratories assigned to work under this contract meet and maintain the applicable personnel qualifications set forth under the Clinical Laboratory Improvement

Amendments (CLIA) of 1988 regulations, the College of American Pathology (CAP) accreditation standards, and/or other accrediting organizations’ and State standards.

The Contractor shall provide, as outlined below blood and blood products on as-needed basis the products listed in

Table 1. The Contractor shall furnish blood and blood products within an hour (1) of request. The Contractor shall provide blood and blood products 24 hour a day/7 days a week.

The Contractor shall be registered with the National Blood Exchange Program.

The Contractor shall provide antibody identification and special typing for blood products for patients that require special products.

ACCREDITATION: The Contractor shall meet the following accreditation:

College of American Pathologists (CAP), American Association of Blood Banks (AABB) Standards, Blood

Bank Regulatory requirements shall met FDA and National Blood Exchange (NBE) standards.

COURIER SERVICES: The Contractor shall provide routine courier service personnel (transportation) for shipping, pick up, and delivery of specimens from the WBAMC site to the Contractor laboratory on a daily basis (Monday – Friday, excluding federal holidays) at a time mutually agreed upon by the COR and the Contractor.

The courier shall ensure that all specimens picked up are checked and logged before leaving the WBAMC laboratory shipping room as part of their certification of receipt procedures.

Transport specimens under required conditions to ensure viability and stability for testing.

PERFORMANCE QUALITY: All test methods shall be Food and Drug Administration (FDA) approved. The Contractor shall notify the Contracting Officer immediately, in writing, upon its loss of any required certification, accreditation, or licensure. The Contractor shall provide CAP interim checklist reports and CAP inspection reports to include deficiencies and corrective actions within 10 calendar days of receiving the report. The Contractor shall submit to the MEDCOM COR notification of completion of corrective action.

Table 1 - Mandatory Products

Mandatory Products Estimated quantities

Base

Yr

Option

Year 1

Option

Year 2

CLIN 0001 Platelet Pheresis Leukocyte Reduced 200 200 200 200

CLIN 0002 Red Blood Cells - Leukocytes Reduced 320 320 320 320

CLIN 0003 Fresh Frozen Plasma - Jumbo 105 105 105 105

CLIN 0004 Cryoprecipitated AHF / Fresh Frozen Plasma / 24 hr FFP

50 50 50 50

Table 2 – Testing Required on Blood & Blood Products

Abo Rh Typing

Hep B Surface

Hep B Core

HCB

HIV/HPV Combo

West Nile Virus NAT

RPR

Antibody Screen

Anti HIV

Zika Virus

CONTRACT MINIMUM/MAXIMUM QUANTITY AND CONTRACT VALUE

The minimum quantity and contract value for all orders issued against this contract shall not be less than the minimum quantity and contract value stated in the following table. The maximum quantity and contract value for all orders issued against this contract shall not exceed the maximum quantity and contract value stated in the following table.

MINIMUM

MINIMUM

AMOUNT

MAXIMUM

QUANTITY

MAXIMUM

AMOUNT

$3,500.00 $288,237.80

CLIN DELIVERY/TASK ORDER MINIMUM/MAXIMUM QUANTITY AND CLIN ORDER VALUE

The minimum quantity and order value for the given Delivery/Task Order issued for this CLIN shall not be less than the minimum quantity and order value stated in the following table. The maximum quantity and order value for the given Delivery/Task Order issued for this CLIN shall not exceed the maximum quantity and order value stated in the following table.

CLIN

MINIMUM

QUANTITY

MINIMUM

AMOUNT

MAXIMUM

QUANTITY

MAXIMUM

AMOUNT

0001AA

0001AB

0001AC

0001AD

1001AA

1001AB

1001AC

1001AD

2002AA

2002AB

2002AC

2002AD

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 Destination Government Destination Government

0001AA Destination Government Destination Government

0001AB Destination Government Destination Government

0001AC Destination Government Destination Government

0001AD Destination Government Destination Government

1001 Destination Government Destination Government

1001AA Destination Government Destination Government

1001AB Destination Government Destination Government

1001AC Destination Government Destination Government

1001AD Destination Government Destination Government

2002 Destination Government Destination Government

2002AA Destination Government Destination Government

2002AB Destination Government Destination Government

2002AC Destination Government Destination Government

2002AD N/A N/A N/A Government

DELIVERY INFORMATION

CLIN DELIVERY DATE QUANTITY SHIP TO ADDRESS DODAAC

0001 POP 01-OCT-2017 TO

30-SEP-2018

N/A WILLIAM BEAUMONT ARMY MEDICAL

CENTER

WILLIAM BEAUMONT ARMY MEDEICAL

CENT

5005 NORTH PIEDRAS

EL PASO TEXAS TX 79920

W45NSV

0001AA POP 01-OCT-2017 TO

N/A FORT BLISSWILLIAM BEAUMONT ARMY

MEDICAL

FORT BLISSWILLIAM BEAUMONT ARMY

MED

5005 NORGTH PIEDRAS

EL PASO TEXAS TX 79920

W45XTK

0001AB POP 01-OCT-2017 TO

N/A (SAME AS PREVIOUS LOCATION)

0001AC POP 01-OCT-2017 TO

N/A (SAME AS PREVIOUS LOCATION)

0001AD POP 01-OCT-2017 TO

N/A WILLIAM BEAUMONT ARMY MEDICAL

CENTER

WILLIAM BEAUMONT ARMY MEDEICAL

CENT

5005 NORTH PIEDRAS

EL PASO TEXAS TX 79920

W45NSV

1001 POP 01-OCT-2018 TO

30-SEP-2019

N/A FORT BLISSWILLIAM BEAUMONT ARMY

MEDICAL

FORT BLISSWILLIAM BEAUMONT ARMY

MED

5005 NORGTH PIEDRAS

EL PASO TEXAS TX 79920

1001AA POP 01-OCT-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1001AB POP 01-OCT-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1001AC POP 01-OCT-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

1001AD POP 01-OCT-2018 TO

N/A (SAME AS PREVIOUS LOCATION)

2002 POP 01-OCT-2019 TO

30-SEP-2020

N/A (SAME AS PREVIOUS LOCATION)

2002AA POP 01-OCT-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2002AB POP 01-OCT-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2002AC POP 01-OCT-2019 TO

N/A (SAME AS PREVIOUS LOCATION)

2002AD N/A N/A N/A N/A

CLAUSES INCORPORATED BY REFERENCE

52.212-4 Contract Terms and Conditions--Commercial Items JAN 2017

52.212-4 ADDENDUM

(w) The non-FAR Part 12 discretionary FAR, DFARS, AFARS, and LOCAL clauses included herein are incorporated into this contract either by reference or in full text. If incorporated by reference, see clause 52.252-2 herein for locations where full text can be found.

CLAUSES INCORPORATED BY REFERENCE

52.203-3 Gratuities APR 1984

52.203-6 Restrictions On Subcontractor Sales To The Government SEP 2006

52.203-12 Limitation On Payments To Influence Certain Federal

Transactions

OCT 2010

52.203-17 Contractor Employee Whistleblower Rights and Requirement

To Inform Employees of Whistleblower Rights

APR 2014

52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber

Content Paper

MAY 2011

52.204-10 Reporting Executive Compensation and First-Tier

Subcontract Awards

OCT 2016

52.209-6 Protecting the Government's Interest When Subcontracting

With Contractors Debarred, Suspended, or Proposed for

Debarment

OCT 2015

52.219-8 Utilization of Small Business Concerns NOV 2016

52.219-9 (Dev) Small Business Subcontracting Plan (Deviation 2016-O0009) JAN 2017

52.219-16 Liquidated Damages-Subcontracting Plan JAN 1999

52.219-14 Limitations On Subcontracting JAN 2017

52.222-3 Convict Labor JUN 2003

52.222-19 Child Labor -- Cooperation with Authorities and Remedies OCT 2016

52.222-21 Prohibition Of Segregated Facilities APR 2015

52.222-26 Equal Opportunity SEP 2016

52.222-35 Equal Opportunity for Veterans OCT 2015

52.222-36 Equal Opportunity for Workers with Disabilities JUL 2014

52.222-50 Combating Trafficking in Persons MAR 2015

52.222-54 Employment Eligibility Verification OCT 2015

52.223-2 Affirmative Procurement of Biobased Products Under Service and Construction Contracts

SEP 2013

52.223-3 Hazardous Material Identification And Material Safety Data JAN 1997

52.223-5 Pollution Prevention and Right-to-Know Information MAY 2011

52.223-18 Encouraging Contractor Policies To Ban Text Messaging

While Driving

AUG 2011

52.225-13 Restrictions on Certain Foreign Purchases JUN 2008

52.232-33 Payment by Electronic Funds Transfer--System for Award

Management

JUL 2013

52.232-37 Multiple Payment Arrangements MAY 1999

52.222-37 Employment Reports on Veterans FEB 2016

52.232-39 Unenforceability of Unauthorized Obligations JUN 2013

52.232-40 Providing Accelerated Payments to Small Business

Subcontractors

DEC 2013

52.233-3 Protest After Award AUG 1996

52.233-4 Applicable Law for Breach of Contract Claim OCT 2004

52.242-5 Payments to Small Business Subcontractors JAN 2017

52.242-13 Bankruptcy JUL 1995

252.203-7002 Requirement to Inform Employees of Whistleblower Rights SEP 2013

252.203-7000 Requirements Relating to Compensation of Former DoD

Officials

SEP 2011

252.204-7003 Control Of Government Personnel Work Product APR 1992

252.204-7000 Disclosure Of Information OCT 2016

252.209-7004 Subcontracting With Firms That Are Owned or Controlled By

The Government of a Country that is a State Sponsor of

Terrorism

OCT 2015

252.219-7003 (Dev) Small Business Subcontracting Plan (DOD Contracts)--Basic

(Deviation 2016-O0009)

AUG 2016

252.225-7002 Qualifying Country Sources As Subcontractors DEC 2016

252.225-7012 Preference For Certain Domestic Commodities DEC 2016

252.225-7021 Trade Agreements--Basic DEC 2016

252.225-7036 Buy American--Free Trade Agreement--Balance of Payments

Program--Basic (DEC 2016)

DEC 2016

252.225-7048 Export-Controlled Items JUN 2013

252.226-7001 Utilization of Indian Organizations and Indian-Owned

Economic Enterprises, and Native Hawaiian Small Business

Concerns

SEP 2004

252.232-7003 Electronic Submission of Payment Requests and Receiving

Reports

JUN 2012

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 2012

CLAUSES INCORPORATED BY FULL TEXT

52.209-10 Prohibition on Contracting With Inverted Domestic Corporations. (NOV 2015)

(a) Definitions. As used in this clause--

Inverted domestic corporation means a foreign incorporated entity that meets the definition of an inverted domestic corporation under 6 U.S.C. 395(b), applied in accordance with the rules and definitions of

6 U.S.C. 395(c).

Subsidiary means an entity in which more than 50 percent of the entity is owned--

(1) Directly by a parent corporation; or

(2) Through another subsidiary of a parent corporation.

(b) If the contractor reorganizes as an inverted domestic corporation or becomes a subsidiary of an inverted domestic corporation at any time during the period of performance of this contract, the Government may be prohibited from paying for Contractor activities performed after the date when it becomes an inverted domestic corporation or subsidiary. The Government may seek any available remedies in the event the Contractor fails to perform in accordance with the terms and conditions of the contract as a result of Government action under this clause.

(c) Exceptions to this prohibition are located at 9.108-2.

(d) In the event the Contractor becomes either an inverted domestic corporation, or a subsidiary of an inverted domestic corporation during contract performance, the Contractor shall give written notice to the Contracting

Officer within five business days from the date of the inversion event.

(End of clause)

52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $3,500.00 the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor -

(1) Any order for a single item in excess of $167,530.00;

(2) Any order for a combination of items in excess of $288,237.80; or

(3) A series of orders from the same ordering office within five (5) days that together call for quantities exceeding the limitation in paragraph (b) (1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal

Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the

Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within five (5) days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

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 30 September 2020.

52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least days

60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

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

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed

36 months.

52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (JULY 2013)

Long-term contract means a contract of more than five years in duration, including options. However, the term does not include contracts that exceed five years in duration because the period of performance has been extended for a cumulative period not to exceed six months under the clause at 52.217-8, Option to Extend Services, or other appropriate authority.

Small business concern means a concern, including its affiliates, that is independently owned and operated, not dominant in the field of operation in which it is bidding on Government contracts, and qualified as a small business under the criteria in 13 CFR part 121 and the size standard in paragraph (c) of this clause. Such a concern is ``not dominant in its field of operation'' when it does not exercise a controlling or major influence on a national basis in a kind of business activity in which a number of business concerns are primarily engaged. In determining whether dominance exists, consideration shall be given to all appropriate factors, including volume of business, number of employees, financial resources, competitive status or position, ownership or control of materials, processes, patents, license agreements, facilities, sales territory, and nature of business activity.

(b) If the Contractor represented that it was a small business concern prior to award of this contract, the Contractor shall rerepresent its size status according to paragraph (e) of this clause or, if applicable, paragraph (g) of this clause, upon the occurrence of any of the following:

(1) Within 30 days after execution of a novation agreement or within 30 days after modification of the contract to include this clause, if the novation agreement was executed prior to inclusion of this clause in the contract.

(2) Within 30 days after a merger or acquisition that does not require a novation or within 30 days after modification of the contract to include this clause, if the merger or acquisition occurred prior to inclusion of this clause in the contract.

(3) For long-term contracts--

(i) Within 60 to 120 days prior to the end of the fifth year of the contract; and

(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any option thereafter.

(c) The Contractor shall rerepresent its size status in accordance with the size standard in effect at the time of this rerepresentation that corresponds to the North American Industry Classification System (NAICS) code assigned to this contract. The small business size standard corresponding to this NAICS code can be found at http://www.sba.gov/content/table-small-business-size-standards.

(d) The small business size standard for a Contractor providing a product which it does not manufacture itself, for a contract other than a construction or service contract, is 500 employees.

(e) Except as provided in paragraph (g) of this clause, the Contractor shall make the representation required by paragraph (b) of this clause by validating or updating all its representations in the Representations and Certifications section of the System for Award Management (SAM) and its other data in SAM, as necessary, to ensure that they reflect the Contractor's current status. The

Contractor shall notify the contracting office in writing within the timeframes specified in paragraph (b) of this clause that the data have been validated or updated, and provide the date of the validation or update.

(f) If the Contractor represented that it was other than a small business concern prior to award of this contract, the

Contractor may, but is not required to, take the actions required by paragraphs (e) or (g) of this clause.

(g) If the Contractor does not have representations and certifications in SAM, or does not have a representation in

SAM for the NAICS code applicable to this contract, the Contractor is required to complete the following rerepresentation and submit it to the contracting office, along with the contract number and the date on which the rerepresentation was completed:

The Contractor represents that it ( ) is, ( ) is not a small business concern under NAICS Code - assigned to contract number .

(Contractor to sign and date and insert authorized signer's name and title).

52.222-40 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABOR RELATIONS ACT

(DEC 2010)

(a) During the term of this contract, the Contractor shall post an employee notice, of such size and in such form, and containing such content as prescribed by the Secretary of Labor, in conspicuous places in and about its plants and offices where employees covered by the National Labor Relations Act engage in activities relating to the performance of the contract, including all places where notices to employees are customarily posted both physically and electronically, in the languages employees speak, in accordance with

29 CFR 471.2(d) and (f).

(1) Physical posting of the employee notice shall be in conspicuous places in and about the Contractor's plants and offices so that the notice is prominent and readily seen by employees who are covered by the National Labor

Relations Act and engage in activities related to the performance of the contract.

(2) If the Contractor customarily posts notices to employees electronically, then the Contractor shall also post the required notice electronically by displaying prominently, on any Web site that is maintained by the Contractor and is customarily used for notices to employees about terms and conditions of employment, a link to the Department of

Labor's Web site that contains the full text of the poster. The link to the Department's Web site, as referenced in

(b)(3) of this section, must read, ``Important Notice about Employee Rights to Organize and Bargain Collectively with Their Employers.''

(b) This required employee notice, printed by the Department of Labor, may be--

(1) Obtained from the Division of Interpretations and Standards, Office of Labor-Management Standards, U.S.

Department of Labor, 200 Constitution Avenue, NW., Room N-5609, Washington, DC 20210, (202) 693-0123, or from any field office of the Office of Labor-Management Standards or Office of Federal Contract Compliance

Programs;

(2) Provided by the Federal contracting agency if requested;

(3) Downloaded from the Office of Labor-Management Standards Web site at http://www.dol.gov/olms/regs/compliance/EO13496.htm; or

(4) Reproduced and used as exact duplicate copies of the Department of Labor's official poster.

(c) The required text of the employee notice referred to in this clause is located at Appendix A, Subpart A, 29 CFR

Part 471.

(d) The Contractor shall comply with all provisions of the employee notice and related rules, regulations, and orders of the Secretary of Labor.

(e) In the event that the Contractor does not comply with the requirements set forth in paragraphs (a) through (d) of this clause, this contract may be terminated or suspended in whole or in part, and the Contractor may be suspended or debarred in accordance with 29 CFR 471.14 and subpart 9.4. Such other sanctions or remedies may be imposed as are provided by 29 CFR part 471, which implements Executive Order 13496 or as otherwise provided by law.

(f) Subcontracts. (1) The Contractor shall include the substance of this clause, including this paragraph (f), in every subcontract that exceeds $10,000 and will be performed wholly or partially in the United States, unless exempted by the rules, regulations, or orders of the Secretary of Labor issued pursuant to section 3 of Executive Order 13496 of

January 30, 2009, so that such provisions will be binding upon each subcontractor.

(2) The Contractor shall not procure supplies or services in a way designed to avoid the applicability of Executive

Order 13496 or this clause.

(3) The Contractor shall take such action with respect to any such subcontract as may be directed by the Secretary of

Labor as a means of enforcing such provisions, including the imposition of sanctions for noncompliance.

(4) However, if the Contractor becomes involved in litigation with a subcontractor, or is threatened with such involvement, as a result of such direction, the Contractor may request the United States, through the Secretary of

Labor, to enter into such litigation to protect the interests of the United States.

52.222-60 PAYCHECK TRANSPARENCY (EXECUTIVE ORDER 13673) (OCT 2016)

(a) Wage statement. In each pay period, the Contractor shall provide a wage statement document (e.g. a pay stub) to all individuals performing work under the contract subject to the wage records requirements of any of the following statutes:

(1) The Fair Labor Standards Act.

(2) 40 U.S.C. chapter 31, subchapter IV, Wage Rate Requirements (Construction) (formerly known as the Davis

Bacon Act).

(3) 41 U.S.C. chapter 67, Service Contract Labor Standards (formerly known as the Service Contract Act of 1965).

(b) Content of wage statement. (1) The wage statement shall be issued every pay period and contain--

(i) The total number of hours worked in the pay period;

(ii) The number of those hours that were overtime hours;

(iii) The rate of pay (e.g., hourly rate, piece rate);

(iv) The gross pay; and

(v) Any additions made to or deductions taken from gross pay. These shall be itemized. The itemization shall identify and list each one separately, as well as the specific amount added or deducted for each.

(2) If the wage statement is not provided weekly and is instead provided bi-weekly or semi-monthly (because the pay period is bi-weekly or semi-monthly), the hours worked and overtime hours contained in the wage statement shall be broken down to correspond to the period (which will almost always be weekly) for which overtime is calculated and paid.

(3) The wage statement provided to an individual exempt from the overtime compensation requirements of the Fair

Labor Standards Act (FLSA) need nota record of hours worked, if the Contractor informs the individual in writing of his or her overtime exempt status. The notice may not indicate or suggest that DOL or the courts agree with the

Contractor's determination that the individual is exempt. The notice must be given either before the individual begins work on the contract, or in the first wage statement under the contract. Notice given before the work begins can be a stand-alone document, or can be in an offer letter, employment contract, or position description. If during performance of the contract, the Contractor determines that the individual's status has changed from non-exempt to exempt from overtime, it must provide the notice to the individual before providing a wage statement without hours worked information or in the first wage statement after the change.

(c) Substantially similar laws. A Contractor satisfies this wage statement requirement by complying with the wage statement requirement of any State or locality (in which the Contractor has employees) that has been determined by the United States Secretary of Labor to be substantially similar to the wage statement requirement in this clause.

The determination of substantially similar wage payment states may be found at www.dol.gov/fairpayandsafeworkplaces.

(d) Independent contractor.

(1) If the Contractor is treating an individual performing work under the contract as an independent contractor (e.g., an individual who is in business for him or herself or is self-employed) and not as an employee, the Contractor shall provide a written document to the individual informing the individual of this status. The document may not ndicate or suggest that the enforcement agencies or the courts agree with the Contractor's determination that the worker is an independent contractor. The Contractor shall provide the document to the individual either at the time an independent contractor relationship is established with the individual or prior to the time the individual begins to perform work on the contract. The document must be provided for this contract, even if the worker was notified of independent contractor status on other contracts. The document must be separate from any independent ontractor agreement between the Contractor and the individual. If the Contractor determines that a worker's status while performing work on the contract changes from employee to independent contractor, then the Contractor shall provide the worker with notice of independent contractor status before the worker performs any work under the contract as an independent contractor.

(2) The fact that the Contractor does not make social security, Medicare, or income tax withholding deductions from the individual's pay and that an individual receives at year end an IRS Form 1099-Misc is not evidence that the

Contractor has correctly classified the individual as an independent contractor under the labor laws.

(e) Notices--(1) Language. Where a significant portion of the workforce is not fluent in English, the Contractor shall provide the wage statement required in paragraph (a) of this clause, the overtime exempt status notice described in paragraph (b)(3) of this clause, and the independent contractor notification required in paragraph (d) of this clause in English and the language(s) with which the significant portion(s) of the workforce is fluent.

(2) Electronic notice. If the Contractor regularly provides documents to its workers by electronic means, the

Contractor may provide to workers electronically the written documents and notices required by this clause.

Workers must be able to access the document through a computer, device, system or network provided or made http://www.dol.gov/fairpayandsafeworkplaces available by the Contractor.

(f) Subcontracts. The Contractor shall insert the substance of this clause, including this paragraph (f), in all subcontracts that exceed $500,000, at all tiers, for other than commercially available off-the-shelf items.

52.232-19 AVAILABILITY OF FUNDS FOR THE NEXT FISCAL YEAR (APR 1984)

Funds are not presently available for performance under this contract beyond 30 September 2017. The

Government's obligation for performance of this contract beyond that date is contingent upon the availability of appropriated funds from which payment for contract purposes can be made. No legal liability on the part of the

Government for any payment may arise for performance under this contract beyond 30 September 2017, until funds are made available to the Contracting Officer for performance and until the Contractor receives notice of availability, to be confirmed in writing by the Contracting Officer.

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):

http://farsite.hill.af.mil/vffara.htm

52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES (APR 1984)

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

(b) The use in this solicitation of any DoD FAR Supplement (48 CFR Chapter 2) provision with an authorized deviation is indicated by the addition of "(DEVIATION)" after the name of the regulation.

(End of provision)

252.204-7012 SAFEGUARDING COVERED DEFENSE INFORMATION AND CYBER INCIDENT

REPORTING (OCT 2016)

Adequate security means protective measures that are commensurate with the consequences and probability of loss, misuse, or unauthorized access to, or modification of information.

Compromise means disclosure of information to unauthorized persons, or a violation of the security policy of a system, in which unauthorized intentional or unintentional disclosure, modification, destruction, or loss of an object, or the copying of information to unauthorized media may have occurred.

Contractor attributional/proprietary information means information that identifies the contractor(s), whether directly or indirectly, by the grouping of information that can be traced back to the contractor(s) (e.g., program description, facility locations), personally identifiable information, as well as trade secrets, commercial or financial information, or other commercially sensitive information that is not customarily shared outside of the company.

Controlled technical information means technical information with military or space application that is subject to controls on the access, use, reproduction, modification, performance, display, release, disclosure, or dissemination.

Controlled technical information would meet the criteria, if disseminated, for distribution statements B through F using the criteria set forth in DoD Instruction 5230.24, Distribution Statements on Technical

Documents. The term does not include information that is lawfully publicly available without restrictions.

Covered contractor information system means an unclassified information system that is owned, or operated by or for, a contractor and that processes, stores, or transmits covered defense information.

Covered defense information means unclassified controlled technical information or other information, as described in the Controlled Unclassified Information (CUI) Registry at http://www.archives.gov/cui/registry/category-list.html, that requires safeguarding or dissemination controls pursuant to and consistent with law, regulations, and

Governmentwide policies, and is--

(1) Marked or otherwise identified in the contract, task order, or delivery order and provided to the contractor by or on behalf of DoD in support of the performance of the contract; or

(2) Collected, developed, received, transmitted, used, or stored by or on behalf of the contractor in support of the performance of the contract.

Cyber incident means actions taken through the use of computer networks that result in a compromise or an actual or potentially adverse effect on an information system and/or the information residing therein.

Forensic analysis means the practice of gathering, retaining, and analyzing computer-related data for investigative purposes in a manner that maintains the integrity of the data.

Information system means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information.

Malicious software means computer software or firmware intended to perform an unauthorized process that will have adverse impact on the confidentiality, integrity, or availability of an information system. This definition includes a virus, worm, Trojan horse, or other code-based entity that infects a host, as well as spyware and some forms of adware.

http://www.archives.gov/cui/registry/category-list.html http://www.archives.gov/cui/registry/category-list.html

Media means physical devices or writing surfaces including, but is not limited to, magnetic tapes, optical disks, magnetic disks, large-scale integration memory chips, and printouts onto which covered defense information is recorded, stored, or printed within a covered contractor information system.

Operationally critical support means supplies or services designated by the Government as critical for airlift, sealift, intermodal transportation services, or logistical support that is essential to the mobilization, deployment, or sustainment of the Armed Forces in a contingency operation.

Rapidly report means within 72 hours of discovery of any cyber incident.

Technical information means technical data or computer software, as those terms are defined in the clause at

DFARS 252.227-7013, Rights in Technical Data--Noncommercial Items, regardless of whether or not the clause is incorporated in this solicitation or contract. Examples of technical information include research and engineering data, engineering drawings, and associated lists, specifications, standards, process sheets, manuals, technical reports, technical orders, catalog-item identifications, data sets, studies and analyses and related information, and computer software executable code and source code.

(b) Adequate security. The Contractor shall provide adequate security on all covered contractor information systems.

To provide adequate security, the Contractor shall implement, at a minimum, the following information security protections:

(1) For covered contractor information systems that are part of an information technology (IT) service or system operated on behalf of the Government, the following security requirements apply:

(i) Cloud computing services shall be subject to the security requirements specified in the clause 252.239-7010, Cloud Computing Services, of this contract.

(ii) Any other such IT service or system (i.e., other than cloud computing) shall be subject to the security requirements specified elsewhere in this contract.

(2) For covered contractor information systems that are not part of an IT service or system operated on behalf of the

Government and therefore are not subject to the security requirement specified at paragraph (b)(1) of this clause, the following security requirements apply:

(i) Except as provided in paragraph (b)(2)(ii) of this clause, the covered contractor information system shall be subject to the security requirements in National Institute of Standards and Technology (NIST)

Special Publication (SP) 800-171, ``Protecting Controlled Unclassified Information in Nonfederal Information

Systems and Organizations'' (available via the internet at http://dx.doi.org/10.6028/NIST.SP.800-171) in effect at the time the solicitation is issued or as authorized by the Contracting Officer.

(ii)(A) The Contractor shall implement NIST SP 800-171, as soon aspractical, but not later than December 31, 2017.

For all contracts awarded prior to October 1, 2017, the Contractor shall notify the DoD Chief Information Officer

(CIO), via email at osd.dibcsia@mail.mil, within 30 days of contract award, of any security requirements specified by NIST SP 800-171 not implemented at the time of contract award.

(B) The Contractor shall submit requests to vary from NIST SP 800-171 in writing to the Contracting Officer, for consideration by the DoD CIO. The Contractor need not implement any security requirement adjudicated by an authorized representative of the DoD CIO to be nonapplicable or to have an alternative, but equally effective, security measure that may be implemented in its place.

http://dx.doi.org/10.6028/NIST.SP.800-171 mailto:osd.dibcsia@mail.mil

(C) If the DoD CIO has previously adjudicated the contractor's requests indicating that a requirement is not applicable or that an alternative security measure is equally effective, a copy of that approval shall be provided to the Contracting Officer when requesting its recognition under this contract.

(D) If the Contractor intends to use an external cloud service provider to store, process, or transmit any covered defense information in performance of this contract, the Contractor shall require and ensure that the cloud service provider meets security requirements equivalent to those established by the Government for the Federal Risk and Authorization Management Program (FedRAMP) Moderate baseline

(https://www.fedramp.gov/resources/documents/) and that the cloud service provider complies with requirements in paragraphs (c) through (g) of this clause for cyber incident reporting, malicious software, media preservation and protection, access to additional information and equipment necessary for forensic analysis, and cyber incident damage assessment.

(3) Apply other information systems security measures when the Contractor reasonably determines that information systems security measures, in addition to those identified in paragraphs (b)(1) and (2) of this clause, may be required to provide adequate security in a dynamic environment or to accommodate special circumstances (e.g., medical devices) and any individual, isolated, or temporary deficiencies based on an assessed risk or vulnerability. These measures may be addressed in a system security plan.

(c) Cyber incident reporting requirement.

(1) When the Contractor discovers a cyber incident that affects a covered contractor information system or the covered defense information residing therein, or that affects the contractor's ability to perform the requirements of the contract that are designated as operationally critical support and identified in the contract, the Contractor shall--

(i) Conduct a review for evidence of compromise of covered defense information, including, but not limited to, identifying compromised computers, servers, specific data, and user accounts. This review shall also include analyzing covered contractor information system(s) that were part of the cyber incident, as well as other information systems on the Contractor's network(s), that may have been accessed as a result of the incident in order to identify compromised covered defense information, or that affect the Contractor's ability to provide operationally critical support; and

(ii) Rapidly report cyber incidents to DoD at http://dibnet.dod.mil.

(2) Cyber incident report. The cyber incident report shall be treated as information created by or for DoD and shall include, at a minimum, the required elements at http://dibnet.dod.mil.

(3) Medium assurance certificate requirement. In order to report cyber incidents in accordance with this clause, the

Contractor or subcontractor shall have or acquire a DoD-approved medium assurance certificate to report cyber incidents. For information on obtaining a DoD-approved medium assurance certificate, see http://iase.disa.mil/pki/eca/Pages/index.aspx.

(d) Malicious software. When the Contractor or subcontractors discover and isolate malicious software in connection with a reported cyber incident, submit the malicious software to DoD Cyber Crime Center

(DC3) in accordance with instructions provided by DC3 or the Contracting Officer. Do not send the malicious software to the Contracting Officer.

(e) Media preservation and protection. When a Contractor discovers a cyber incident has occurred, the Contractor shall preserve…