10. THIS ACQUISITION IS X UNRESTRICTED HUBZONE SB 8(A) 18a. PAYMENT WILL BE MADE BY DFAS CO - FABS HQ0252 PO BOX COLUMBUS OH

Transcription

1 SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, AND CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NUMBER 7. FOR SOLICITATION INFORMATION CALL: 03-Oct-2012 a. NAME 1. REQUISITION NUMBER PAGE 1 OF SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE b. TELEPHONE NUMBER (No Collect Calls) 8. OFFER DUE DATE/LOCAL TIME 9. ISSUED BY DISA/DITCO-SCOTT 2300 EAST DRIVE BLDG 3600 SCOTT AFB IL TEL: FAX: CODE HC THIS ACQUISITION IS X UNRESTRICTED SET ASIDE: 15. DELIVER TO CODE 16. ADMINISTERED BY SB % FOR 11. DELIVERY FOR FOB DESTINATION UNLESS BLOCK IS MARKED SEE SCHEDULE 12. DISCOUNT TERMS HUBZONE SB 13a. THIS CONTRACT IS A RATED ORDER 8(A) UNDER DPAS (15 CFR 700) 13b. RATING SVC-DISABLED VET-OWNED SB 14. METHOD OF SOLICITATION EMERGING SB SIZE STD: NAICS: RFQ IFB RFP CODE SEE SCHEDULE SEE ITEM 9 17a.CONTRACTOR/ OFFEROR CODE 18a. PAYMENT WILL BE MADE BY CODE HQ0252 DFAS CO - FABS HQ0252 PO BOX COLUMBUS OH TEL. FACILITY CODE 17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER 19. ITEM NO. 20. SCHEDULE OF SUPPLIES/ SERVICES 18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a. UNLESS BLOCK BELOW IS CHECKED SEE ADDENDUM 21. QUANTITY 22. UNIT 23. UNIT PRICE 24. AMOUNT SEE SCHEDULE 25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Gov t. Use Only ) $ a. SOLICITATION INCORPORATES BY REFERENCE FAR FAR ARE ATTACHED. ADDENDA ARE ARE NOT ATTACHED 27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR FAR IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED 28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN COPIES 29. AWARD OF CONTRACT: REFERENCE TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED HEREIN. OFFER DATED. YOUR OFFER ON SOLICITATION (BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS: 30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a.UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER) 31c. DATE SIGNED 30b. NAME AND TITLE OF SIGNER 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT) (TYPE OR PRINT) TEL: AUTHORIZED FOR LOCAL REPRODUCTION PREVIOUS EDITION IS NOT USABLE STANDARD FORM 1449 (REV 3/2005) Prescribed by GSA FAR (48 CFR)

2 SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS (CONTINUED) PAGE 2 OF ITEM NO. 20. SCHEDULE OF SUPPLIES/ SERVICES 21. QUANTITY 22. UNIT 23. UNIT PRICE 24. AMOUNT SEE SCHEDULE 32a. QUANTITY IN COLUMN 21 HAS BEEN RECEIVED INSPECTED ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: 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 32g. OF AUTHORIZED GOVERNMENT REPRESENTATIVE 33. SHIP NUMBER PARTIAL FINAL 34. VOUCHER NUMBER 35. AMOUNT VERIFIED CORRECT FOR 36. PAYMENT COMPLETE PARTIAL FINAL 37. CHECK NUMBER 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 AUTHORIZED FOR LOCAL REPRODUCTION PREVIOUS EDITION IS NOT USABLE STANDARD FORM 1449 (REV 3/2005) BACK Prescribed by GSA FAR (48 CFR)

3 Page 3 of 51 Section SF CONTINUATION SHEET This agreement is entered into this day of 20, by the United States of America (the Government ) represented by, the Contracting Officer, and, a corporation organized and existing under the laws of the State of (the Contractor ). BA INFORMATION THIS BASIC AGREEMENT (BA) CONTAINS GENERAL TERMS AND CONDITIONS INTENDED FOR INCLUSION IN CERTAIN CONTRACTS EXECUTED BY THE DEFENSE INFORMATION TECHNOLOGY CONTRACTING ORGANIZATION (DITCO) FOR ACQUISITION OF TELECOMMUNICATIONS SERVICES AND ANCILLARY EQUIPMENT. THE BASIC AGREEMENT IS DESIGNED TO BE USED IN CONJUNCTION WITH DITCO'S INQUIRY/QUOTE/ORDER (IQO) ACQUISITION GUIDE, FROM WHICH ADDITIONAL GENERAL AND SPECIALIZED TERMS AND CONDITIONS ARE SELECTED AND UTILIZED IN SUPPORT OF SPECIFIC REQUIREMENTS BEING SOLICITED. DITCO S ACQUISITION POLICY IS TO ACQUIRE TELECOMMUNICATION SERVICES FROM CONTRACTORS ON A COMPETITIVE BASIS. WE RECOGNIZE THE REGULATIONS, PRACTICES AND DECISIONS ON RATES, COST PRINCIPLES AND ACCOUNTING PRACTICES OF THE FEDERAL COMMUNICATIONS COMMISSION (FCC) AND OTHER GOVERNMENTAL REGULATORY BODIES. HOWEVER IF THERE IS NO GOVERNMENTAL REGULATORY BODY OR THE GOVERNMENTAL REGULATORY BODY HAS NOT EXPRESSED ITSELF OR DECLINED JURISDICTION, THE TERMS AND CONDITIONS OF THE BASIC AGREEMENT WILL PREVAIL. THE CLAUSES THAT ARE NOT APPLICABLE ARE SELF-DELETING. THE BASIC AGREEMENT FOLLOWS THE FAR PART 12 AND PART 39. LEGAL BUSINESS NAME BY WHICH YOU ARE REGISTERED IN YOUR STATE TO CONDUCT BUSINESS, FILE TARIFFS AND PAY TAXES IS REQUIRED. ALL AGREEMENTS, TARIFFS, CONTRACTS/ORDERS SHALL USE THE LEGAL BUSINESS NAME. DOING BUSINESS AS (DBA) NAME MEANS ANOTHER NAME, SUCH AS A FRANCHISE, TRADE, ASSUMED NAME, BRAND NAME, FICTICIOUS NAME OR LICENSEE NAME. USE OF DBA S ARE PERMITTED PROVIDED THE LEGAL BUSINESS NAME IS ALSO USED. THE USE OF CERTAIN TERMS IN A DBA NAME ARE PROHIBITED SUCH AS LLC OR INC., WHICH ARE REQUIRED IN THE LEGAL BUSINESS NAME. SINCE ALL AGREEMENTS/TARRIFS/CONTRACTS/ORDERS SHALL USE THE LEGAL BUSINESS NAME, OMITTING THE LEGAL BUSINESS NAME WILL MAKE OFFERS, TARIFF FILINGS, INVOICES, AND CLAIMS INVALID. BEFORE SUBMISSION OF THE BA, ENSURE THE INFORMATION PROVIDED ON THE BUSINESS PARTNER NETWORK WEBSITE ( FOR SAM REGISTRATION AND ON-LINE REPRESENTATIONS AND CERTIFICATIONS IS CURRENT AND COMPLETE. NAME, ADDRESS AND DUNS DATA ON THE BA NEEDS TO MIRROR WEBSITE INFORMATION. CURRENCY OF DATA IS NECESSARY TO RECEIVE ORDERS AND OBTAIN PAYMENTS FROM INVOICES. ALL WEBESITE INFORMATION SHOULD BE UPDATED ON AN ANNUAL BASIS.

4 Page 4 of 51 TO RECEIVE ORDERS AND OBTAIN PAYMENTS. ALL WIBESITE INFORMATION SHOULD BE UPDATED ON A ANNUAL BASIS. SECTION SF CONTINUATION CLAUSES INCORPORATED BY REFERENCE Limitation On Payments To Influence Certain Federal OCT 2010 Transactions Contractor Code of Business Ethics and Conduct APR Personal Identity Verification of Contractor Personnel JAN Reporting Executive Compensation and First-Tier Subcontract JUL 2010 Awards Protecting the Government's Interest When Subcontracting DEC 2010 With Contractors Debarred, Suspended, or Proposed for Debarment Notice of Total HUBZone Set-Aside or Sole Source Award NOV Notice Of Total Small Business Set-Aside NOV Limitations On Subcontracting DEC Liquidated Damages-Subcontracting Plan JAN Notification Of Competition Limited To Eligible 8 (A) JUN 2003 Concerns Notice of Total Service-Disabled Veteran-Owned Small NOV 2011 Business Set-Aside Combating Trafficking in Persons FEB IEEE 1680 Standard for the Environmental Assessment of DEC 2007 Personal Computer Products Authorization and Consent DEC Notice And Assistance Regarding Patent And Copyright DEC 2007 Infringement Insurance - Work On A Government Installation JAN State and Local Taxes APR Federal, State And Local Taxes APR Taxes--Foreign Fixed-Price Contracts JUN Payment Under Communication Service Contracts with APR 1984 Common Carriers Assignment Of Claims JAN Payment by Electronic Funds Transfer--Central Contractor OCT 2003 Registration Site Visit APR Protection Of Government Buildings, Equipment, And APR 1984 Vegetation Continuity Of Services JAN Privacy or Security Safeguards AUG Bankruptcy JUL Notification Of Changes APR Subcontracts OCT Competition In Subcontracting DEC Government Property APR Use And Charges APR Computer Generated Forms JAN 1991

5 Page 5 of Contracting Officer's Representative DEC Requirement to Inform Employees of Whistleblower Rights JAN Disclosure Of Information DEC Control Of Government Personnel Work Product APR Alt A Central Contractor Registration Alternate A SEP Disclosure of Ownership or Control by the Government of a JAN 2009 Terrorist Country Item Identification and Valuation JUN Reporting of Government-Furnished Equipment in the DoD Item Unique Identification (IUID) Registry AUG Offeror Representations and Certifications- Commercial Items JUN Section 8(a) Direct Award SEP Alternate A JUN Compliance With Local Labor Laws (Overseas) JUN Restrictions on the Use of Mandatory Arbitration Agreements DEC Qualifying Country Sources As Subcontractors JUN Contractor Personnel Authorized to Accompany U.S. Armed JUN 2011 Forces Deployed Outside the United States Antiterrorism/Force Protection Policy for Defense Contractors MAR 2006 Outside the United States Electronic Submission of Payment Requests and Receiving JUN 2012 Reports Levies on Contract Payments DEC Choice of Law (Overseas) JUN Continuation of Essential Contractor Services OCT Protection Against Compromising Emanations JUN Information Assurance Contractor Training and Certification JAN Access DEC Orders For Facilities And Services NOV Rates, Charges, And Services NOV Tariff Information JUL Cancellation Or Termination Of Orders NOV Reuse Arrangements DEC Special Construction And Equipment Charges DEC Title To Telecommunication Facilities And Equipment DEC Obligation Of The Government JUL Term Of Agreement DEC Continuation Of Communications Service Authorizations JUL Telecommunications Security Equipment, Devices, DEC 1991 Techniques, And Services Pricing Of Contract Modifications DEC 1991

6 Page 6 of 51 CLAUSES INCORPORATED BY FULL TEXT CENTRAL CONTRACTOR REGISTRATION (APR 2008) (a) Definitions. As used in this clause-- Central Contractor Registration (CCR) database means the primary Government repository for Contractor information required for the conduct of business with the Government. Data Universal Numbering System (DUNS) number means the 9-digit number assigned by Dun and Bradstreet, Inc. (D&B) to identify unique business entities. Data Universal Numbering System +4 (DUNS+4) number means the DUNS number assigned by D&B plus a 4- character suffix that may be assigned by a business concern. (D&B has no affiliation with this 4-character suffix.) This 4-character suffix may be assigned at the discretion of the business concern to establish additional CCR records for identifying alternative Electronic Funds Transfer (EFT) accounts (see the FAR at Subpart 32.11) for the same parent concern. Registered in the CCR database means that-- (1) The Contractor has entered all mandatory information, including the DUNS number or the DUNS+4 number, into the CCR database; and (2) The Government has validated all mandatory data fields, to include validation of the Taxpayer Identification Number (TIN) with the Internal Revenue Service (IRS), and has marked the record ``Active''. The Contractor will be required to provide consent for TIN validation to the Government as a part of the CCR registration process. (b)(1) By submission of an offer, the offeror acknowledges the requirement that a prospective awardee shall be registered in the CCR database prior to award, during performance, and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this solicitation. (2) The offeror shall enter, in the block with its name and address on the cover page of its offer, the annotation DUNS or DUNS +4 followed by the DUNS or DUNS +4 number that identifies the offeror's name and address exactly as stated in the offer. The DUNS number will be used by the Contracting Officer to verify that the offeror is registered in the CCR database. (c) If the offeror does not have a DUNS number, it should contact Dun and Bradstreet directly to obtain one. (1) An offeror may obtain a DUNS number-- (i) Via the Internet at or if the offeror does not have internet access, it may call Dun and Bradstreet at if located within the United States; or (ii) If located outside the United States, by contacting the local Dun and Bradstreet office. The offeror should indicate that it is an offeror for a U.S. Government contract when contacting the local Dun and Bradstreet office. (2) The offeror should be prepared to provide the following information: (i) Company legal business. (ii) Tradestyle, doing business, or other name by which your entity is commonly recognized.

7 Page 7 of 51 (iii) Company Physical Street Address, City, State, and Zip Code. (iv) Company Mailing Address, City, State and Zip Code (if separate from physical). (v) Company Telephone Number. (vi) Date the company was started. (vii) Number of employees at your location. (viii) Chief executive officer/key manager. (ix) Line of business (industry). (x) Company Headquarters name and address (reporting relationship within your entity). (d) If the Offeror does not become registered in the CCR database in the time prescribed by the Contracting Officer, the Contracting Officer will proceed to award to the next otherwise successful registered Offeror. (e) Processing time, which normally takes 48 hours, should be taken into consideration when registering. Offerors who are not registered should consider applying for registration immediately upon receipt of this solicitation. (f) The Contractor is responsible for the accuracy and completeness of the data within the CCR database, and for any liability resulting from the Government's reliance on inaccurate or incomplete data. To remain registered in the CCR database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the CCR database to ensure it is current, accurate and complete. Updating information in the CCR does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document. (g)(1)(i) If a Contractor has legally changed its business name, doing business as name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day's written notification of its intention to (A) change the name in the CCR database; (B) comply with the requirements of Subpart of the FAR; and (C) agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name. (ii) If the Contractor fails to comply with the requirements of paragraph (g)(1)(i) of this clause, or fails to perform the agreement at paragraph (g)(1)(i)(c) of this clause, and, in the absence of a properly executed novation or changeof-name agreement, the CCR information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the Suspension of Payment paragraph of the electronic funds transfer (EFT) clause of this contract. (2) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the CCR record to reflect an assignee for the purpose of assignment of claims (see FAR Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database. Information provided to the Contractor's CCR record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the Suspension of payment paragraph of the EFT clause of this contract. (h) Offerors and Contractors may obtain information on registration and annual confirmation requirements via the internet at or by calling , or

8 Page 8 of 51 (End of clause) CLAUSES INCORPORATED BY FULL TEXT ANNUAL REPRESENTATIONS AND CERTIFICATIONS (MAY 2011) (a)(1) The North American Industry Classification System (NAICS) code for this acquisition is , , , , (2) The small business size standard is Subsector 517 Telecommunications Wired Telecommunications Carriers 1,500 Emp Wireless Telecommunications Carriers (except Satellite) 1,500 Emp Satellite Telecommunications $15.0M Telecommunications Resellers 1,500 Emp All Other Telecommunications $25.0M (3) The small business size standard for a concern which submits an offer in its own name, other than on a construction or service contract, but which proposes to furnish a product which it did not itself manufacture, is 500 employees. (b)(1) If the clause at , Central Contractor Registration, is included in this solicitation, paragraph (d) of this provision applies. (2) If the clause at is not included in this solicitation, and the offeror is currently registered in CCR, and has completed the ORCA electronically, the offeror may choose to use paragraph (d) of this provision instead of completing the corresponding individual representations and certifications in the solicitation. The offeror shall indicate which option applies by checking one of the following boxes: ( ) Paragraph (d) applies. ( ) Paragraph (d) does not apply and the offeror has completed the individual representations and certifications in the solicitation. (c)(1) The following representations or certifications in ORCA are applicable to this solicitation as indicated: (i) , Certificate of Independent Price Determination. This provision applies to solicitations when a firmfixed-price contract or fixed-price contract with economic price adjustment is contemplated, unless-- (A) The acquisition is to be made under the simplified acquisition procedures in Part 13; (B) The solicitation is a request for technical proposals under two-step sealed bidding procedures; or (C) The solicitation is for utility services for which rates are set by law or regulation. (ii) , Certification and Disclosure Regarding Payments to Influence Certain Federal Transactions. This provision applies to solicitations expected to exceed $150,000.

9 (iii) , Taxpayer Identification. This provision applies to solicitations that do not include the clause at , Central Contractor Registration. Page 9 of 51 (iv) , Women-Owned Business (Other Than Small Business).This provision applies to solicitations that-- (A) Are not set aside for small business concerns; (B) Exceed the simplified acquisition threshold; and (C) Are for contracts that will be performed in the United States or its outlying areas. (v) , Prohibition on Contracting with Inverted Domestic Corporations--Representation. This provision applies to solicitations using funds appropriated in fiscal years 2008, 2009, or (vi) , Certification Regarding Responsibility Matters. This provision applies to solicitations where the contract value is expected to exceed the simplified acquisition threshold. (vii) , Pollution Prevention and Right-to-Know Information (May 2011) (E.O ) (Applies to services performed on Federal facilities). (viii) , Place of Performance. This provision applies to solicitations unless the place of performance is specified by the Government. (ix) , Small Business Program Representations (Basic & Alternate I). This provision applies to solicitations when the contract will be performed in the United States or its outlying areas. (A) The basic provision applies when the solicitations are issued by other than DoD, NASA, and the Coast Guard. (B) The provision with its Alternate I applies to solicitations issued by DoD, NASA, or the Coast Guard. (x) , Equal Low Bids. This provision applies to solicitations when contracting by sealed bidding and the contract will be performed in the United States or its outlying areas. (xi) , Previous Contracts and Compliance Reports. This provision applies to solicitations that include the clause at , Equal Opportunity. (xii) , Affirmative Action Compliance. This provision applies to solicitations, other than those for construction, when the solicitation includes the clause at , Equal Opportunity. (xiii) , Compliance with Veterans' Employment Reporting Requirements. This provision applies to solicitations when it is anticipated the contract award will exceed the simplified acquisition threshold and the contract is not for acquisition of commercial items. (xiv) , Biobased Product Certification. This provision applies to solicitations that require the delivery or specify the use of USDA-designated items; or include the clause at , Affirmative Procurement of Biobased Products Under Service and Construction Contracts. (xv) , Recovered Material Certification. This provision applies to solicitations that are for, or specify the use of, EPA-designated items. (xvi) , Buy American Act Certificate. This provision applies to solicitations containing the clause at

10 Page 10 of 51 (xvii) , Buy American Act--Free Trade Agreements Israeli Trade Act Certificate. (Basic, Alternate I, and Alternate II) This provision applies to solicitations containing the clause at (A) If the acquisition value is less than $25,000, the basic provision applies. (B) If the acquisition value is $25,000 or more but is less than $50,000, the provision with its Alternate I applies. (C) If the acquisition value is $50,000 or more but is less than $67,826, the provision with its Alternate II applies. (xviii) , Trade Agreements Certificate. This provision applies to solicitations containing the clause at (xix) , Prohibition on Conducting Restricted Business Operations in Sudan--Certification. This provision applies to all solicitations. (xx) , Prohibition on Engaging in Sanctioned Activities Relating to Iran--Certification. This provision applies to all solicitations. (xxi) , Historically Black College or University and Minority Institution Representation. This provision applies to-- (A) Solicitations for research, studies, supplies, or services of the type normally acquired from higher educational institutions; and (B) For DoD, NASA, and Coast Guard acquisitions, solicitations that contain the clause at , Notice of Price Evaluation Adjustment for Small Disadvantaged Business Concerns. (2) The following certifications are applicable as indicated by the Contracting Officer: (Contracting Officer check as appropriate.) (i) , Small Disadvantaged Business Status (A) Basic (B) Alternate I (ii) , Certification Regarding Knowledge of Child Labor for Listed End Products (iii) , Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment Certification (iv) Exemption from Application of the Service Contract Act to Contracts for Certain Services-- Certification (v) , with its Alternate I, Estimate of Percentage of Recovered Material Content for EPA-Designated Products (Alternate I only) (vi) , Certification of Toxic Chemical Release Reporting (vii) , Royalty Information (A) Basic.

11 Page 11 of (B) Alternate I (viii) , Representation of Limited Rights Data and Restricted Computer Software. (d) The offeror has completed the annual representations and certifications electronically via the Online Representations and Certifications Application (ORCA) website at After reviewing the ORCA database information, the offeror verifies by submission of the offer that the representations and certifications currently posted electronically that apply to this solicitation as indicated in paragraph (c) of this provision have been entered or updated within the last 12 months, are current, accurate, complete, and applicable to this solicitation (including the business size standard applicable to the NAICS code referenced for this solicitation), as of the date of this offer and are incorporated in this offer by reference (see FAR ); except for the changes identified below (offeror to insert changes, identifyingchange by clause number, title, date). These amended representation(s) and/or certification(s) are also incorporated in this offer and are current, accurate, and complete as of the date of this offer FAR Clause Title Date Change Any changes provided by the offeror are applicable to this solicitation only, and do not result in an update to the representations and certifications posted on ORCA. (End of Provision) CLAUSES INCORPORATED BY FULL TEXT Contract/Order Closeout Fixed-Price, Time-and-Materials, or Labor-Hours (Jan 2007) Timely contract closeout is a priority under this contract/order. The Contractor shall submit a final invoice within ninety (90) calendar days after the expiration of this contract/order, unless the Contractor requests and is granted an extension by the Contracting Officer, in writing. In addition, and concurrent with the submission of the final invoice, the Contractor shall notify the Contracting Officer of the amount of excess funds that can be deobligated from this contract/order so the closeout process can begin as soon as possible upon expiration of this contract/order. A bilateral contract/order closeout modification will be forwarded to the Contractor by the Contracting Officer and must be signed by the Contractor and returned to the Contracting Officer within thirty (30) calendar days of issuance of the modification. A Contractor s failure to respond and/or sign the bilateral closeout modification within thirty (30) calendar days of receipt will constitute approval of the terms of the modification and the modification will subsequently be processed unilaterally by the Contracting Officer to deobligate excess funds and close this contract/order. If this contract/order contains option periods, the Contractor is required to submit an invoice within ninety (90) calendar days after expiration of the base period of performance and the expiration of each exercised option period of performance to allow for deobligation of excess funds that were obligated in those respective periods of performance. (End of clause) ORGANIZATIONAL AND CONSULTANT CONFLICTS OF INTEREST (OCCI) (DEC 2005)

12 Page 12 of 51 (a) An offeror shall identify in its proposal, quote, bid or any resulting contract, any potential or actual Organizational and Consultant Conflicts of Interest (OCCI) as described in FAR Subpart 9.5. This includes actual or potential conflicts of interests of proposed subcontractors. If an offeror identifies in its proposal, quote, bid or any resulting contract, a potential or actual conflict of interests the offeror shall submit an Organizational and Consultant Conflicts of Interest Plan (OCCIP) to the contracting officer. The OCCIP shall describe how the offeror addresses potential or actual conflicts of interest and identify how they will avoid, neutralize, or mitigate present or future conflicts of interest. (b) Offerors must consider whether their involvement and participation raises any OCCI issues, especially in the following areas when: (1) Providing systems engineering and technical direction. (2) Preparing specifications or work statements and/or objectives. (3) Providing evaluation services. (4) Obtaining access to proprietary information. (c) If a prime contractor or subcontractor breaches any of the OCCI restrictions, or does not disclose or misrepresents any relevant facts concerning its conflict of interest, the government may take appropriate action, including terminating the contract, in additional to any remedies that may be otherwise permitted by the contract or operation of law Contract Payments Delivery Ticket Invoice As prescribed in (S-90), use the following clause: (End of clause) CONTRACT PAYMENTS - DELIVERY TICKET INVOICE (DEC 2012) Payments for eligible Communications Service Authorization(s) issued under this agreement/contract shall be made by the US Government using the Delivery Ticket Invoice (DTI) contract payment method. The DTI contract payment method is authorized by Volume 10, Chapter 7, Section of the Department of Defense Financial Management Regulation (FMR). As prescribed by the FMR, DTI payments will be provided automatically by the US Government. The vendor shall not submit invoices for telecommunication services provided under the CSA agreement/contract. Any invoices submitted by the vendor will be considered invalid. Each DTI document created by the Contracting Officer shall form the basis for payment for each accepted telecommunication service. Upon acceptance of the telecommunications service by the Government, the Contracting Officer shall issue a DTI document to the vendor within 30 days. The DTI document, which contains the FMR elements required for a valid invoice, will be revised when any element is changed, and will supersede any previous DTI document(s). It is the responsibility of the vendor to notify the Contracting Officer of any conflict between the contract price and the amount authorized by the DTI document. Payments will be processed by: DFAS Columbus (HQ0252), P.O. Box , Columbus, OH DFAS point of contact for payment problems: (End of clause) INFORMATION REGARDING RESPONSIBILITY MATTERS (JAN 2011)

13 Page 13 of 51 (a) Definitions. As used in this provision-- Administrative proceeding means a non-judicial process that is adjudicatory in nature in order to make a determination of fault or liability (e.g., Securities and Exchange Commission Administrative Proceedings, Civilian Board of Contract Appeals Proceedings, and Armed Services Board of Contract Appeals Proceedings). This includes administrative proceedings at the Federal and State level but only in connection with performance of a Federal contract or grant. It does not include agency actions such as contract audits, site visits, corrective plans, or inspection of deliverables. Federal contracts and grants with total value greater than $10,000,000 means-- (1) The total value of all current, active contracts and grants, including all priced options; and (2) The total value of all current, active orders including all priced options under indefinite-delivery, indefinitequantity, 8(a), or requirements contracts (including task and delivery and multiple-award Schedules). Principal means an officer, director, owner, partner, or a person having primary management or supervisory responsibilities within a business entity (e.g., general manager; plant manager; head of a division or business segment; and similar positions). (b) The offeror ( ) has ( ) does not have current active Federal contracts and grants with total value greater than $10,000,000. (c) If the offeror checked has in paragraph (b) of this provision, the offeror represents, by submission of this offer, that the information it has entered in the Federal Awardee Performance and Integrity Information System (FAPIIS) is current, accurate, and complete as of the date of submission of this offer with regard to the following information: (1) Whether the offeror, and/or any of its principals, has or has not, within the last five years, in connection with the award to or performance by the offeror of a Federal contract or grant, been the subject of a proceeding, at the Federal or State level that resulted in any of the following dispositions: (i) In a criminal proceeding, a conviction. (ii) In a civil proceeding, a finding of fault and liability that results in the payment of a monetary fine, penalty, reimbursement, restitution, or damages of $5,000 or more. (iii) In an administrative proceeding, a finding of fault and liability that results in-- (A) The payment of a monetary fine or penalty of $5,000 or more; or (B) The payment of a reimbursement, restitution, or damages in excess of $100,000. (iv) In a criminal, civil, or administrative proceeding, a disposition of the matter by consent or compromise with an acknowledgment of fault by the Contractor if the proceeding could have led to any of the outcomes specified in paragraphs (c)(1)(i), (c)(1)(ii), or (c)(1)(iii) of this provision. (2) If the offeror has been involved in the last five years in any of the occurrences listed in (c)(1) of this provision, whether the offeror has provided the requested information with regard to each occurrence. (d) The offeror shall post the information in paragraphs (c)(1)(i) through (c)(1)(iv) of this provision in FAPIIS as required through maintaining an active registration in the Central Contractor Registration database at (see ). (End of provision)

14 Page 14 of Updates of Publicly Available Information Regarding Responsibility Matters (JAN 2011) (a) The Contractor shall update the information in the Federal Awardee Performance and Integrity Information System (FAPIIS) on a semi-annual basis, throughout the life of the contract, by posting the required information in the Central Contractor Registration database at (b)(1) The Contractor will receive notification when the Government posts new information to the Contractor's record. (2) The Contractor will have an opportunity to post comments regarding information that has been posted by the Government. The comments will be retained as long as the associated information is retained, i.e., for a total period of 6 years. Contractor comments will remain a part of the record unless the Contractor revises them. (3)(i) Public requests for system information posted prior to April 15, 2011, will be handled under Freedom of Information Act procedures, including, where appropriate, procedures promulgated under E.O (ii) As required by section 3010 of Public Law , all information posted in FAPIIS on or after April 15, 2011, except past performance reviews, will be publicly available. (End of clause) CONTRACT TERMS AND CONDITIONS-- COMMERCIAL ITEMS (JUN 2010) (a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its postacceptance rights (1) within a reasonable time after the defect was discovered or should have been discovered; and (2) before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item. (b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract. (c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties. (d) Disputes. This contract is subject to the Contract Disputes Act of 1978, as amended (41 U.S.C ). Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR , Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract. (e) Definitions. The clause at FAR , Definitions, is incorporated herein by reference. (f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine

15 Page 15 of 51 restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement or any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence. (g) Invoice - Delivery Ticket Invoice (DTI) Payment Method. (1) The Contractor shall not submit invoices since the DTI payment method consist of automatic invoice payments without the Contractor submitting invoices. The Contracting Officer shall provide the Contractor a DTI document; this DTI document will contain traditional invoice elements, including the electronic payment terms. (2) The DTI payment method will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR part (h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings. (i) Payment.-- (1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract. (2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR part (3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see (b) for the appropriate EFT clause. (4) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall-- (i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the-- (A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment); (B) Affected contract number and delivery order number, if applicable; (C) Affected contract line item or subline item, if applicable; and (D) Contractor point of contact. (ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer. (6) Interest. (i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in Section 611 of the Contract Disputes Act of 1978 (Public Law ), which is applicable to the period in which the amount becomes due, as provided in

16 Page 16 of 51 (i)(6)(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid. (ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract. (iii) Final decisions. The Contracting Officer will issue a final decision as required by if-- (A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days; (B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or (C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see ). (iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment. (v) Amounts shall be due at the earliest of the following dates: (A) The date fixed under this contract. (B) The date of the first written demand for payment, including any demand for payment resulting from a default termination. (vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on-- (A) The date on which the designated office receives payment from the Contractor; (B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or (C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor. (vii) The interest charge made under this clause may be reduced under the procedures prescribed in of the Federal Acquisition Regulation in effect on the date of this contract. (j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon: (1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or (2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination. (k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties. (l) Termination for the Government's convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all

17 Page 17 of 51 work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor's records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided. (m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience. (n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession. (o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract. (p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items. (q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract. (r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. 3701, et seq., Contract Work Hours and Safety Standards Act; 41 U.S.C , Anti-Kickback Act of 1986; 41 U.S.C. 265 and 10 U.S.C relating to whistleblower protections; 49 U.S.C , Fly American; and 41 U.S.C. 423 relating to procurement integrity. (s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order: (1) the schedule of supplies/services; (2) the Assignments, Disputes, Payments, Invoice, Other Compliances, and Compliance with Laws Unique to Government Contracts paragraphs of this clause; (3) the clause at ; (4) addenda to this solicitation or contract, including any license agreements for computer software; (5) solicitation provisions if this is a solicitation; (6) other paragraphs of this clause; (7) the Standard Form 1449; (8) other documents, exhibits, and attachments; and (9) the specification. (t) Central Contractor Registration (CCR). (1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and through final payment of any contract for the accuracy and completeness of the data within the CCR database, and for any liability resulting from the Government's reliance on inaccurate or incomplete data. To remain registered in the CCR database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the CCR database to ensure it is current, accurate and complete. Updating information in the CCR does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document. (2)(i) If a Contractor has legally changed its business name, doing business as name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in FAR subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day's written notification of its intention to (A) change the name in the CCR database; (B) comply with the requirements of subpart 42.12; and (C)

18 Page 18 of 51 agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name. (ii) If the Contractor fails to comply with the requirements of paragraph (t)(2)(i) of this clause, or fails to perform the agreement at paragraph (t)(2)(i)(c) of this clause, and, in the absence of a properly executed novation or change-ofname agreement, the CCR information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the Suspension of Payment paragraph of the electronic funds transfer (EFT) clause of this contract. (3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the CCR record to reflect an assignee for the purpose of assignment of claims (see Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database. Information provided to the Contractor's CCR record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the Suspension of payment paragraph of the EFT clause of this contract. (4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via the internet at or by calling or (End of clause) CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS--COMMERCIAL ITEMS (AUG 2011) (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) , Combating Trafficking in Persons (FEB 2009) (22 U.S.C. 7104(g)). Alternate I (Aug 2007) of (22 U.S.C. 7104(g)). (2) , Protest After Award (AUG 1996) (31 U.S.C. 3553). (3) , Applicable Law for Breach of Contract Claim (OCT 2004) (Pub. L , ). (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 check as appropriate.) _X_ (1) , 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) , Contractor Code of Business Ethics and Conduct (APR 2010)(Pub. L , Title VI, Chapter 1 (41 U.S.C. 251 note)). (3) , Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (JUN 2010) (Section 1553 of Pub. L ). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)