<table style="width:100%;">
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<tbody>
<tr class="odd">
<td colspan="15" rowspan="2"><h1
id="solicitationcontractorder-for-commercial-items">SOLICITATION/CONTRACT/ORDER
FOR COMMERCIAL ITEMS</h1>
<h2 id="offeror-to-complete-blocks-12-17-23-24-30">Offeror to Complete
Blocks 12, 17, 23, 24, &amp; 30</h2></td>
<td colspan="11">1. Requisition Number</td>
<td colspan="6" rowspan="2">PAGE 1 OF</td>
<td colspan="4" rowspan="2"></td>
</tr>
<tr class="even">
<td colspan="11">N59481</td>
</tr>
<tr class="odd">
<td colspan="5">2. Contract No.</td>
<td colspan="5">3. Award/Effective Date</td>
<td colspan="5">4. Order Number</td>
<td colspan="11">5. Solicitation Number</td>
<td colspan="10">6. Solicitation Issue Date</td>
</tr>
<tr class="even">
<td colspan="5">     </td>
<td colspan="5">     </td>
<td colspan="5">     </td>
<td colspan="11"><h4 id="de-rq65-02wn59481">DE-RQ65-02WN59481</h4></td>
<td colspan="10">June 13, 2002</td>
</tr>
<tr class="odd">
<td colspan="3" rowspan="2">7. For Solicitation Information Call:</td>
<td colspan="12">a. Name Sharon Bates</td>
<td colspan="11">b. Telephone No <em>(No collect calls)</em></td>
<td colspan="10">8. Offer Due Date/Local Time</td>
</tr>
<tr class="even">
<td colspan="12">sbates@wapa.gov</td>
<td colspan="11">916-353-4469</td>
<td colspan="10"><strong>12:00 PM, PST 08 Jul 2002</strong></td>
</tr>
<tr class="odd">
<td colspan="4">9. Issued By</td>
<td colspan="4">Code</td>
<td colspan="8">10. THIS ACQUISITION IS:</td>
<td colspan="13">11. Delivery for FOB Destination unless block is
marked.</td>
<td colspan="7">12. Discount Terms</td>
</tr>
<tr class="even">
<td colspan="8" rowspan="8"><p>US DEPT OF ENERGY</p>
<p>WESTERN AREA PWR ADMIN</p>
<p>SIERRA-NEVADA REGIONAL OFFICE</p>
<p>114 PARKSHORE DRIVE</p>
<p>FOLSOM, CA 95630</p></td>
<td></td>
<td colspan="3"> </td>
<td colspan="4">Unrestricted</td>
<td colspan="13"></td>
<td colspan="7">     </td>
</tr>
<tr class="odd">
<td></td>
<td colspan="3">X</td>
<td colspan="4">Set-Aside 100 % for</td>
<td colspan="4"></td>
<td>X</td>
<td colspan="8">See Schedule</td>
<td colspan="7">     </td>
</tr>
<tr class="even">
<td colspan="8"></td>
<td colspan="13"></td>
<td colspan="7">     </td>
</tr>
<tr class="odd">
<td></td>
<td colspan="2">X</td>
<td colspan="5">Small Business</td>
<td></td>
<td colspan="2"> </td>
<td colspan="17" rowspan="2">13a. This contract is a rated order under
DPAS(15 CFR 700)</td>
</tr>
<tr class="even">
<td></td>
<td colspan="2"> </td>
<td colspan="5">Small Disadv. Business</td>
<td></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="2"> </td>
<td colspan="5">8(A)</td>
<td colspan="20">13b. Rating      </td>
</tr>
<tr class="even">
<td colspan="5">SIC:</td>
<td colspan="3"><u>331422</u></td>
<td colspan="20">14. Method of Solicitation</td>
</tr>
<tr class="odd">
<td colspan="5">Size Standard:</td>
<td colspan="3"><u>1,000 EMP</u></td>
<td colspan="8"></td>
<td>X</td>
<td colspan="2">RFQ</td>
<td> </td>
<td colspan="5">IFB</td>
<td> </td>
<td colspan="2">RFP</td>
</tr>
<tr class="even">
<td colspan="6">15. Deliver To</td>
<td colspan="7">Code</td>
<td colspan="18">16. Administered By</td>
<td colspan="5">Code</td>
</tr>
<tr class="odd">
<td colspan="13"><p>US Dept of Energy</p>
<p>Tracy Maintenance Facility</p>
<p>16800 Kelso Road</p>
<p>Byron, CA 94514</p></td>
<td colspan="23"><p>U.S. Department of Energy</p>
<p>Western Area Power Administration</p>
<p>114 Parkshore Drive</p>
<p>Folsom, CA 95630</p></td>
</tr>
<tr class="even">
<td colspan="4">17a. Contractor/Offeror</td>
<td colspan="9">Code       Fac Code      </td>
<td colspan="10">18a. Payment Will Be Made By</td>
<td colspan="13">Code      </td>
</tr>
<tr class="odd">
<td colspan="13" rowspan="4"><p>     </p>
<p>     </p>
<p>     </p>
<p>     </p></td>
<td colspan="23" rowspan="5"><p>U.S. Department of Energy</p>
<p>Western Area Power Administration</p>
<p>ATTN: N8000</p>
<p>114 Parkshore Drive</p>
<p>Folsom, CA 95630</p></td>
</tr>
<tr class="even">
</tr>
<tr class="odd">
</tr>
<tr class="even">
</tr>
<tr class="odd">
<td colspan="7">Phone No.      </td>
<td colspan="6">TIN:      </td>
</tr>
<tr class="even">
<td colspan="13">17b. Check below if remittance is different and put
such address in offer.</td>
<td colspan="23">18b. Submit invoices to address shown in block 18a
unless box below is checked.</td>
</tr>
<tr class="odd">
<td>     </td>
<td colspan="12"></td>
<td>     </td>
<td colspan="22">See Addendum.</td>
</tr>
<tr class="even">
<td colspan="2"><p>19.</p>
<p>ITEM NO.</p></td>
<td colspan="11"><p>20.</p>
<p>SCHEDULE OF SUPPLIES/SERVICES</p></td>
<td colspan="5"><p>21.</p>
<p>QUANTITY</p></td>
<td colspan="4"><p>22.</p>
<p>UNIT</p></td>
<td colspan="8"><p>23.</p>
<p>UNIT PRICE</p></td>
<td colspan="5"><p>24.</p>
<p>AMOUNT</p></td>
<td></td>
</tr>
<tr class="odd">
<td colspan="2"></td>
<td colspan="11"></td>
<td colspan="5"></td>
<td colspan="4"></td>
<td colspan="8"></td>
<td colspan="5"></td>
<td></td>
</tr>
<tr class="even">
<td colspan="2"></td>
<td colspan="11"></td>
<td colspan="5"></td>
<td colspan="4"></td>
<td colspan="8"></td>
<td colspan="5"></td>
<td></td>
</tr>
<tr class="odd">
<td colspan="2"><p>0001</p>
<p>0002</p>
<p>0003</p>
<p>0004</p></td>
<td colspan="11"><p>SEE SCHEDULE B</p>
<p>600V,multiconductor, power and control cable-shielded, Type XHHW
cross-linked polyethylene insulation (XHHW) multiple copper conductors,
90°C Wet or Dry Rating, for cable tray, conduit or direct burial use,
XHHW insulation, <strong>soft</strong> copper conductor as per ASTM
B-33, on non returnable reel of 4000 feet minimum
<strong>continuous</strong> on reel, binder tape, copper metallic shield
and over all PVC jacket. Conforms NEMA WC-7, 10 and UL 44 and 1277
standards. 12/c#10600V, burial</p>
<p>(<strong>For DC control use) (SEE ATTACH 1 &amp; 2)</strong></p>
<p><strong>DELIVERY DATE:______________________</strong></p>
<p>600V,multiconductor, power and control cable-shielded, Type XHHW
cross-linked polyethylene insulation (XHHW) multiple copper conductors,
90°C Wet or Dry Rating, for cable tray, conduit or direct burial use,
XHHW insulation, <strong>soft</strong> copper conductor as per ASTM
B-33, on non returnable reel of 5000 feet minimum
<strong>continuous</strong> on reel, binder tape, copper metallic shield
and over all PVC jacket. Conforms NEMA WC-7, 10 and UL 44 and 1277
standards. 5/c#10</p>
<p><strong>(For metering units use)(SEE ATTACH 1 &amp; 2)</strong></p>
<p><strong>DELIVERY DATE:____________________</strong></p>
<p>600V,multiconductor, power and control cable-shielded, Type XHHW
cross-linked polyethylene insulation (XHHW) multiple copper conductors,
90°C Wet or Dry Rating, for cable tray, conduit or direct burial use,
XHHW insulation, <strong>soft</strong> copper conductor as per ASTM
B-33, on non returnable reel as <strong>one continuous</strong> length,
binder tape, copper metallic shield and over all PVC jacket. Conforms
NEMA WC-7, 10 and UL 44 and 1277 standards. 3/c#4 <strong>(For 69 kV
breaker &amp; receptacle use) (SEE ATTACH 1 &amp; 2)</strong></p>
<p><strong>DELIVERY DATE:___________________</strong></p>
<p>600V,multiconductor, power and control cable-shielded, Type XHHW
cross-linked polyethylene insulation (XHHW) multiple copper conductors,
90°C Wet or Dry Rating, for cable tray, conduit or direct burial use,
XHHW insulation, <strong>soft</strong> copper conductor as per ASTM
B-33, on non returnable reel as <strong>one continuous</strong> length,
binder tape, copper metallic shield and over all PVC jacket. Conforms
NEMA WC-7, 10 and UL 44 and 1277 standards. 2/c#6 <strong>(For motor
operated disconnect &amp; yard light use)</strong></p>
<p><strong>(SEE ATTACH 1 &amp; 2)</strong></p>
<p><strong>DELIVERY DATE:_________________</strong></p>
<p><strong><u>General Notes:</u></strong></p>
<p>1. All above parts are to be suitable for 69,000-volt system, out
door installation in an energized substation.</p>
<p>2. Vendor to provide detail catalog information in the bid
package.</p>
<p><strong>4. Western reserves the right to award contract as ‘all or
none’.</strong></p></td>
<td colspan="5"><p>20,000</p>
<p>6,000</p>
<p>600</p>
<p>1,800</p></td>
<td colspan="4"><p>FT</p>
<p>FT</p>
<p>FT</p>
<p>FT</p></td>
<td colspan="8"></td>
<td colspan="5"></td>
<td></td>
</tr>
<tr class="even">
<td colspan="2"></td>
<td colspan="11"></td>
<td colspan="5"></td>
<td colspan="4"></td>
<td colspan="8"></td>
<td colspan="5"></td>
<td></td>
</tr>
</tbody>
</table>

1\. 52.222-37 Employment Reports on Special Disabled Veterans, Veterans
of the Vietnam Era, and Other Eligible Veterans (Dec 2001)
[5](#__RefHeading___Toc5076738)

2\. 52.212-1 INSTRUCTIONS TO OFFERORS\--COMMERCIAL ITEMS (OCT 2000)
[5](#__RefHeading___Toc5076739)

3\. 52.212-2 EVALUATION\--COMMERCIAL ITEMS (JAN 1999)
[8](#__RefHeading___Toc5076740)

4\. 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS\--COMMERCIAL
ITEMS (Feb 2002) [8](#__RefHeading___Toc5076741)

5\. 52.212-4 CONTRACT TERMS AND CONDITIONS\--COMMERCIAL ITEMS (Feb 2002)
[14](#__RefHeading___Toc5076742)

6\. 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT
STATUTES OR EXECUTIVE ORDERS\--COMMERCIAL ITEMS (DEC 2001)
[16](#__RefHeading___Toc5076743)

7\. 52.219-1 SMALL BUSINESS PROGRAM REPRESENTATIONS (May 2001)
[18](#__RefHeading___Toc5076744)

8\. 52.225-2 BUY AMERICAN ACT\--BALANCE OF PAYMENTS PROGRAM CERTIFICATE
(FEB 2000) [19](#__RefHeading___Toc5076745)

9\. 52.246-16 RESPONSIBILITY FOR SUPPLIES (APR 1984)
[20](#__RefHeading___Toc5076746)

10\. 52.246-17 WARRANTY OF SUPPLIES OF A NONCOMPLEX NATURE (MAR 2001)
[20](#__RefHeading___Toc5076747)

11\. 52.247-34 F.O.B. DESTINATION (NOV 1991)
[22](#__RefHeading___Toc5076748)

12\. 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)
[22](#__RefHeading___Toc5076749)

13\. AA.0000-LE02 ACCEPTANCE (WAPA 5/96)
[23](#__RefHeading___Toc5076750)

14\. AA.0000-LF09 REQUIRED TIME OF DELIVERY (WAPA 5/97)
[23](#__RefHeading___Toc5076751)

15\. AA.0000-LF11 PLACE OF DELIVERY - ALT I (WAPA 8/97)
[23](#__RefHeading___Toc5076752)

16\. LG.0000-0010 APPOINTMENT OF CONTRACTING OFFICER\'S REPRESENTATIVE
(COR) AND ALTERNATE COR (WAPA 1/96) [23](#__RefHeading___Toc5076753)

17\. LH.0000-0071 ELECTRONIC SUBMISSION OF DOCUMENTS VIA THE DOE IIPS
SYSTEM (WAPA, 3/2002) [23](#__RefHeading___Toc5076754)

18\. LH.0000-0078 LOBBYING RESTRICTION (ENERGY AND WATER DEVELOPMENT
APPROPRIATIONS ACT, 2002 (WAPA, 1/2002) [24](#__RefHeading___Toc5076755)

19\. LH.0000-0079 NOTICE REGARDING THE PURCHASE OF AMERICAN-MADE
EQUIPMENT AND PRODUCTS \--SENSE OF CONGRESS (WAPA, 1/2001)
[24](#__RefHeading___Toc5076756)

[]{#__RefHeading___Toc5076738 .anchor}

**1. 52.222-37 Employment Reports on Special Disabled Veterans, Veterans
of the Vietnam Era, and Other Eligible Veterans (Dec 2001)**

\(a\) Unless the Contractor is a State or local government agency, the
Contractor shall report at least annually, as required by the Secretary
of Labor, on \--

\(1\) The number of special disabled veterans, the number of veterans of
the Vietnam era, and other eligible veterans in the workforce of the
Contractor by job category and hiring location; and

\(2\) The total number of new employees hired during the period covered
by the report, and of the total, the number of special disabled
veterans, the number of veterans of the Vietnam era, and the number of
other eligible veterans; and

\(3\) The maximum number and the minimum number of employees of the
Contractor during the period covered by the report.

\(b\) The Contractor shall report the above items by completing the Form
VETS-100, entitled \"Federal Contractor Veterans\' Employment Report
(VETS-100 Report)\".

\(c\) The Contractor shall submit VETS-100 Reports no later than
September 30 of each year beginning September 30, 1988.

\(d\) The employment activity report required by paragraph (a)(2) of
this clause shall reflect total hires during the most recent 12-month
period as of the ending date selected for the employment profile report
required by paragraph (a)(1) of this clause. Contractors may select an
ending date\--

\(1\) As of the end of any pay period between July 1 and August 31 of
the year the report is due, or

\(2\) As of December 31, if the Contractor has prior written approval
from the Equal Employment Opportunity Commission to do so for purposes
of submitting the Employer Information Report EEO-1 (Standard Form 100).

\(e\) The Contractor shall base the count of veterans reported according
to paragraph (a) of this clause on voluntary disclosure. Each Contractor
subject to the reporting requirements at 38 U.S.C. 4212 shall invite all
special disabled veterans, veterans of the Vietnam era, and other
eligible veterans who wish to benefit under the affirmative action
program at 38 U.S.C.4212 to identify themselves to the Contractor. The
invitation shall state\--

\(1\) That the information is voluntarily provided;

\(2\) That the information will be kept confidential;

\(3\) Disclosure or refusal to provide the information will not subject
the applicant or employee to any adverse treatment; and

\(4\) The information will be used only in accordance with the
regulations promulgated under 38 U.S.C. 4212.

\(f\) The Contractor shall insert the terms of this clause in all
subcontracts or purchase orders of \$25,000 or more unless exempted by
rules, regulations, or orders of the Secretary of Labor.

(End of Clause)

[]{#__RefHeading___Toc5076739 .anchor}

**2. 52.212-1 INSTRUCTIONS TO OFFERORS\--COMMERCIAL ITEMS (OCT 2000)**

\(a\) North American Industry Classification System (NAICS) code and
small business size standard. The NAICS code and small business size
standard for this acquisition appear in Block 10 of the solicitation
cover sheet (SF 1449). However, the small business size standard for a
concern which submits an offer in its own name, but which proposes to
furnish an item which it did not itself manufacture, is 500 employees.

\(b\) Submission of offers. Submit signed and dated offers to the office
specified in this solicitation at or before the exact time specified in
this solicitation. Offers may be submitted on the SF 1449, letterhead
stationery, or as otherwise specified in the solicitation. As a minimum,
offers must show\--

\(1\) The solicitation number;

\(2\) The time specified in the solicitation for receipt of offers;

\(3\) The name, address, and telephone number of the offeror;

\(4\) A technical description of the items being offered in sufficient

detail to evaluate compliance with the requirements in the solicitation.

This may include product literature, or other documents, if necessary;

\(5\) Terms of any express warranty;

\(6\) Price and any discount terms;

\(7\) \"Remit to\" address, if different than mailing address;

\(8\) A completed copy of the representations and certifications at FAR

52.212-3;

\(9\) Acknowledgment of Solicitation Amendments;

\(10\) Past performance information, when included as an evaluation

factor, to include recent and relevant contracts for the same or similar

items and other references (including contract numbers, points of

contact with telephone numbers and other relevant information); and

\(11\) If the offer is not submitted on the SF 1449, include a statement

specifying the extent of agreement with all terms, conditions, and

provisions included in the solicitation. Offers that fail to furnish

required representations or information, or reject the terms and

conditions of the solicitation may be excluded from consideration.

\(c\) Period for acceptance of offers. The offeror agrees to hold the
prices in its offer firm for 30 calendar days from the date specified
for receipt of offers, unless another time period is specified in an
addendum to the solicitation.

\(d\) Product samples. When required by the solicitation, product
samples shall be submitted at or prior to the time specified for receipt
of offers. Unless otherwise specified in this solicitation, these
samples shall be submitted at no expense to the Government, and returned
at the sender\'s request and expense, unless they are destroyed during
preaward testing.

\(e\) Multiple offers. Offerors are encouraged to submit multiple offers
presenting alternative terms and conditions or commercial items for
satisfying the requirements of this solicitation. Each offer submitted
will be evaluated separately.

\(f\) Late submissions, modifications, revisions, and withdrawals of
offers. (1) Offerors are responsible for submitting offers, and any
modifications, revisions, or withdrawals, so as to reach the Government
office designated in the solicitation by the time specified in the
solicitation. If no time is specified in the solicitation, the time for
receipt is 4:30 p.m., local time, for the designated Government office
on the date that offers or revisions are due.

(2)(i) Any offer, modification, revision, or withdrawal of an offer

received at the Government office designated in the solicitation after

the exact time specified for receipt of offers is \"late\" and will not
be

considered unless it is received before award is made, the Contracting

Officer determines that accepting the late offer would not unduly delay

the acquisition; and\--

\(A\) If it was transmitted through an electronic commerce method

authorized by the solicitation, it was received at the initial point

of entry to the Government infrastructure not later than 5:00 p.m.

one working day prior to the date specified for receipt of offers; or

\(B\) There is acceptable evidence to establish that it was received

at the Government installation designated for receipt of offers and

was under the Government\'s control prior to the time set for receipt

of offers; or

\(C\) If this solicitation is a request for proposals, it was the

only proposal received.

\(ii\) However, a late modification of an otherwise successful offer,

that makes its terms more favorable to the Government, will be

considered at any time it is received and may be accepted.

\(3\) Acceptable evidence to establish the time of receipt at the

Government installation includes the time/date stamp of that
installation

on the offer wrapper, other documentary evidence of receipt maintained
by

the installation, or oral testimony or statements of Government

personnel.

\(4\) If an emergency or unanticipated event interrupts normal

Government processes so that offers cannot be received at the Government

office designated for receipt of offers by the exact time specified in

the solicitation, and urgent Government requirements preclude amendment

of the solicitation or other notice of an extension of the closing date,

the time specified for receipt of offers will be deemed to be extended
to

the same time of day specified in the solicitation on the first work day

on which normal Government processes resume.

\(5\) Offers may be withdrawn by written notice received at any time

before the exact time set for receipt of offers. Oral offers in response

to oral solicitations may be withdrawn orally. If the solicitation

authorizes facsimile offers, offers may be withdrawn via facsimile

received at any time before the exact time set for receipt of offers,

subject to the conditions specified in the solicitation concerning

facsimile offers. An offer may be withdrawn in person by an offeror or

its authorized representative if, before the exact time set for receipt

of offers, the identity of the person requesting withdrawal is

established and the person signs a receipt for the offer.

\(g\) Contract award (not applicable to Invitation for Bids). The
Government intends to evaluate offers and award a contract without
discussions with offerors. Therefore, the offeror\'s initial offer
should contain the offeror\'s best terms from a price and technical
standpoint. However, the Government reserves the right to conduct
discussions if later determined by the Contracting Officer to be
necessary. The Government may reject any or all offers if such action is
in the public interest; accept other than the lowest offer; and waive
informalities and minor irregularities in offers received.

\(h\) Multiple awards. The Government may accept any item or group of
items of an offer, unless the offeror qualifies the offer by specific
limitations. Unless otherwise provided in the Schedule, offers may not
be submitted for quantities less than those specified. The Government
reserves the right to make an award on any item for a quantity less than
the quantity offered, at the unit prices offered, unless the offeror
specifies otherwise in the offer.

\(i\) Availability of requirements documents cited in the solicitation.
(1) (i) The GSA Index of Federal Specifications, Standards and
Commercial Item Descriptions, FPMR Part 101-29, and copies of
specifications, standards, and commercial item descriptions cited in
this solicitation may be obtained for a fee by submitting a request
to\--

GSA Federal Supply Service Specifications Section

Suite 8100

470 East L\'Enfant Plaza, SW

Washington, DC 20407

Telephone (202) 619-8925

Facsimile (202) 619-8978.

\(ii\) If the General Services Administration, Department of

Agriculture, or Department of Veterans Affairs issued this

solicitation, a single copy of specifications, standards, and

commercial item descriptions cited in this solicitation may be obtained

free of charge by submitting a request to the addressee in paragraph

(i)(1)(i) of this provision. Additional copies will be issued for a

fee.

\(2\) The DoD Index of Specifications and Standards (DoDISS) and

documents listed in it may be obtained from the\--

Department of Defense Single Stock Point (DoDSSP)

Building 4, Section D

700 Robbins Avenue

Philadelphia, PA 19111-5094

Telephone (215) 697-2667/2179

Facsimile (215) 697-1462.

\(i\) Automatic distribution may be obtained on a subscription basis.

\(ii\) Order forms, pricing information, and customer support

information may be obtained\--

\(A\) By telephone at (215) 697-2667/2179; or

\(B\) Through the DoDSSP Internet site at http://www.assist.daps.mil.

\(3\) Nongovernment (voluntary) standards must be obtained from the

organization responsible for their preparation, publication, or

maintenance.

\(j\) Data Universal Numbering System (DUNS) Number. (Applies to offers
exceeding \$25,000.) The offeror shall enter, in the stock with its name
and address on the cover page of its offer, the annotation \"DUNS\"
followed by the DUNS number that identifies the offer\'s name and
address. If the offeror does not have a DUNS number, it should contact
Dun and Bradstreet to obtain one at no charge. An offeror within the
United States may call 1-800-333-0505. The offeror may obtain more
information regarding the DUNS number, including locations of local Dun
and Bradstreet Information Services offices for offerors located outside
the United States, from the Internet home page at
http://www.customerservice@dnb.com. If an offeror is unable to locate a
local service center, it may send an e-mail to Dun and Bradstreet at
globalinfo@mail.dnb.com.

(End of provision)

[]{#__RefHeading___Toc5076740 .anchor}

**3. 52.212-2 EVALUATION\--COMMERCIAL ITEMS (JAN 1999)**

\(a\) The Government will award a contract resulting from this
solicitation to the responsible offeror whose offer conforming to the
solicitation will be most advantageous to the Government, price and
other factors considered. The following factors shall be used to
evaluate offers: lowest offer meeting the required standards in the
specification.

Technical and past performance, when combined, are non applicable.

\(b\) Options. The Government will evaluate offers for award purposes by
adding the total price for all options to the total price for the basic
requirement. The Government may determine that an offer is unacceptable
if the option prices are significantly unbalanced. Evaluation of options
shall not obligate the Government to exercise the option(s).

\(c\) A written notice of award or acceptance of an offer, mailed or
otherwise furnished to the successful offeror within the time for
acceptance specified in the offer, shall result in a binding contract
without further action by either party. Before the offer\'s specified
expiration time, the Government may accept an offer (or part of an
offer), whether or not there are negotiations after its receipt, unless
a written notice of withdrawal is received before award.

(End of Provision)

[]{#__RefHeading___Toc5076741 .anchor}

**4. 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS\--COMMERCIAL
ITEMS (Feb 2002)**

\(a\) Definitions. As used in this provision:

\"Emerging small business\" means a small business concern whose size is
no greater than 50 percent of the numerical size standard for the NAICS
code designated.

\"Forced or indentured child labor\" means all work or service\--

\(1\) Exacted from any person under the age of 18 under the menace of
any

penalty for its nonperformance and for which the worker does not offer

himself voluntarily; or

\(2\) Performed by any person under the age of 18 pursuant to a contract

the enforcement of which can be accomplished by process or penalties.

\"Service-disabled veteran-owned small business concern\"\--

\(1\) Means a small business concern\--

\(i\) Not less than 51 percent of which is owned by one or more

service-disabled veterans or, in the case of any publicly owned

business, not less than 51 percent of the stock of which is owned by

one or more service-disabled veterans; and

\(ii\) The management and daily business operations of which are

controlled by one or more service-disabled veterans or, in the case of

a veteran with permanent and severe disability, the spouse or permanent

caregiver of such veteran.

\(2\) Service-disabled veteran means a veteran, as defined in 38 U.S.C.

101(2), with a disability that is service-connected, as defined in 38

U.S.C. 101(16).

\"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 size
standards in this solicitation.

\"Veteran-owned small business concern\" means a small business
concern\--

\(1\) Not less than 51 percent of which is owned by one or more veterans

(as defined at 38 U.S.C. 101(2)) or, in the case of any publicly owned

business, not less than 51 percent of the stock of which is owned by one

or more veterans; and

\(2\) The management and daily business operations of which are

controlled by one or more veterans. \"Women-owned business concern\"
means a concern which is at least 51

percent owned by one or more women; or in the case of any publicly owned

business, at least 51 percent of the stock of which is owned by one or

more women; and whose management and daily business operations are

controlled by one or more women. \"Women-owned small business concern\"
means a small business concern\--

\(1\) That is at least 51 percent owned by one or more women; or, in the

case of any publicly owned business, at least 51 percent of the stock

of which is owned by one or more women; and

\(2\) Whose management and daily business operations are controlled by

one or more women.

\(b\) Taxpayer Identification Number (TIN) (26 U.S.C. 6109, 31 U.S.C.
7701). (Not applicable if the offeror is required to provide this
information to a central contractor registration database to be eligible
for award.)

\(1\) All offerors must submit the information required in paragraphs

(b)(3) through (b)(5) of this provision to comply with debt collection

requirements of 31 U.S.C. 7701(c) and 3325(d), reporting requirements of

31 U.S.C. 7701(c) and 3325(d), reporting requirements of 26 U.S.C. 6041,

6041A, and 6050M, and implementing regulations issued by the Internal

Revenue Service (IRS).

\(2\) The TIN may be used by the Government to collect and report on any

delinquent amounts arising out of the offeror\'s relationship with the

Government (31 U.S.C. 7701(c)(3)). If the resulting contract is subject

to the payment reporting requirements described in FAR 4.904, the TIN

provided hereunder may be matched with IRS records to verify the
accuracy

of the offeror\'s TIN.

\(3\) Taxpayer Identification Number (TIN).

/\_/ TIN:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.

/\_/ TIN has been applied for.

/\_/ TIN is not required because:

/\_/ Offeror is a nonresident alien, foreign corporation, or

foreign partnership that does not have income effectively connected with

the conduct of a trade or business in the United States and does not
have

an office or place of business or a fiscal paying agent in the United

States;

/\_/ Offeror is an agency or instrumentality of a foreign

government;

/\_/ Offeror is an agency or instrumentality of the Federal

Government.

\(4\) Type of organization.

/\_/ Sole proprietorship;

/\_/ Partnership;

/\_/ Corporate entity (not tax-exempt);

/\_/ Corporate entity (tax-exempt);

/\_/ Government entity (Federal, State, or local);

/\_/ Foreign government;

/\_/ International organization per 26 CFR 1.6049-4;

/\_/ Other\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\(5\) Common parent.

/\_/ Offeror is not owned or controlled by a common parent;

TIN\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\(c\) Offerors must complete the following representations when the
resulting contract is to be performed inside the United States, its
territories or possessions, Puerto Rico, the Trust Territory of the
Pacific Islands, or the District of Columbia. Check all that apply.

\(1\) Small business concern. The offeror represents as part of its

offer that it /\_/ is, /\_/ is not a small business concern.

\(2\) Veteran-owned small business concern. \[Complete only if the

offeror represented itself as a small business concern in paragraph

(c)(1) of this provision.\] The offeror represents as part of its offer

that it \[ \] is, \[ \] is not a veteran-owned small business concern.

\(3\) Service-disabled veteran-owned small business concern. \[Complete

only if the offeror represented itself as a veteran-owned small business

concern in paragraph (c)(2) of this provision.\] The offeror represents

as part of its offer that it \[ \] is, \[ \] is not a service-disabled

veteran-owned small business concern.

\(4\) Small disadvantaged business concern. \[Complete only if the

offeror represented itself as a small business concern in paragraph

(c)(1) of this provision.\] The offeror represents, for general

statistical purposes, that it /\_/ is, /\_/ is not a small disadvantaged

business concern as defined in 13 CFR 124.1002.

\(5\) Women-owned small business concern. \[Complete only if the offeror

represented itself as a small business concern in paragraph (c)(1) of

this provision.\] The offeror represents that it /\_/ is, /\_/ is not a

women-owned small business concern.

Note: Complete paragraphs (c)(6) and (c)(7) only if this solicitation is

expected to exceed the simplified acquisition threshold.

\(6\) Women-owned business concern (other than small business concern).

\[Complete only if the offeror is a women-owned business concern and did

not represent itself as a small business concern in paragraph (c)(1) of

this provision.\] The offeror represents that it /\_/ is a women-owned

business concern.

\(7\) Tie bid priority for labor surplus area concerns. If this is an

invitation for bid, small business offerors may identify the labor

surplus areas in which costs to be incurred on account of manufacturing

or production (by offeror or first-tier subcontractors) amount to more

than 50 percent of the contract price:

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\(8\) Small Business Size for the Small Business Competitiveness

Demonstration Program and for the Targeted Industry Categories under the

Small Business Competitiveness Demonstration Program. \[Complete only if

the offeror has certified itself to be a small business concern under

the size standards for this solicitation.\]

\(i\) (Complete only for solicitations indicated in an addendum as

being set-aside for emerging small businesses in one of the four

designated industry groups (DIGs).) The offeror represents as part of

its offer that it /\_/ is, /\_/ is not an emerging small business.

\(ii\) (Complete only for solicitations indicated in an addendum as

being for one of the targeted industry categories (TICs) or four

designated industry groups (DIGs).) Offeror represents as follows:

\(A\) Offeror\'s number of employees for the past 12 months (check

the Employees column if size standard stated in the solicitation is

expressed in terms of number of employees); or

\(B\) Offeror\'s average annual gross revenue for the last 3 fiscal

years (check the Average Annual Gross Number of Revenues column if

size standard stated in the solicitation is expressed in terms of

annual receipts).

(Check one of the following):

Average Annual

Number of Employees Gross Revenues

\_\_\_\_\_\_50 or fewer \_\_\_\_\_\_ \$1 million or less

\_\_\_\_\_\_51 - 100 \_\_\_\_\_\_ \$1,000,0001 - \$2 million

\_\_\_\_\_\_101 - 250 \_\_\_\_\_\_ \$2,000,001 - \$3.5 million

\_\_\_\_\_\_251 - 500 \_\_\_\_\_\_ \$3,500,001 - \$5 million

\_\_\_\_\_\_501 - 750 \_\_\_\_\_\_ \$5,000,001 - \$10 million

\_\_\_\_\_\_751 - 1,000 \_\_\_\_\_\_ \$10,000,001 - \$17 million

\_\_\_\_\_\_Over 1,000 \_\_\_\_\_\_ Over \$17 million

\(9\) \[Complete only if the solicitation contains the clause at FAR

52.219-23, Notice of Price Evaluation Adjustment for Small Disadvantaged

Business Concerns, or FAR 52.219-25, Small Disadvantaged Business

Participation Program\--Disadvantaged Status and Reporting, and the

offeror desires a benefit based on its disadvantaged status.\]

\(i\) General. The offeror represents that either\--

\(A\) It /\_/ is, /\_/ is not certified by the Small Business

Administration as a small disadvantaged business concern and

identified, on the date of this representation, as a certified

small disadvantaged business concern in the database maintained by

the Small Business Administration (PRO-Net), and that no material

change in disadvantaged ownership and control has occurred since its

certification, and, where the concern is owned by one or more

individuals claiming disadvantaged status, the net worth of each

individual upon whom the certification is based does not exceed

\$750,000 after taking into account the applicable exclusions set

forth at 13 CFR 124.104(c)(2); or

\(B\) It /\_/ has, /\_/ has not submitted a completed application to

the Small Business Administration or a Private Certifier to be

certified as a small disadvantaged business concern in accordance

with 13 CFR 124, Subpart B, and a decision on that application is

pending, and that no material change in disadvantaged ownership and

control has occurred since its application was submitted.

\(ii\) Joint Ventures under the Price Evaluation Adjustment for Small

Disadvantaged Business Concerns. The offeror represents, as part of

its offer, that it is a joint venture that complies with the

requirements in 13 CFR 124.1002(f) and that the representation in

paragraph (c)(9)(i) of this provision is accurate for the small

disadvantaged business concern that is participating in the joint

venture. \[The offer shall enter the name of the small disadvantaged

business concern that is participating in the joint venture:

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.}

\(d\) Representations required to implement provisions of Executive
Order 11246\--(1) Previous Contracts and Compliance. The offeror
represents that\--

\(i\) It /\_/ has, /\_/ has not participated in a previous contract or

subcontract subject to the Equal Opportunity clause of this

solicitation; and

\(ii\) It /\_/ has, /\_/ has not filed all required compliance reports.

\(2\) Affirmative Action C ompliance. The offeror represents that\--

\(i\) It /\_/ has developed and has on file, /\_/ has not developed and

does not have on file, at each establishment, affirmative action

programs required by rules and regulations of the Secretary of Labor

(41 CFR Parts 60-1 and 60-2), or

\(ii\) It /\_/ has not previously had contracts subject to the written

affirmative action programs requirement of the rules and regulations

of the Secretary of Labor.

\(e\) Certification Regarding Payments to Influence Federal Transactions
(31 U.S.C. 1352). (Applies only if the contract is expected to exceed
\$100,000.) By submission of its offer, the offeror certifies to the
best of its knowledge and belief that no Federal appropriated funds have
been paid or will be paid to any person for influencing or attempting to
influence an officer or employee of any agency, a Member of Congress, an
officer or employee of Congress or an employee of a Member of Congress
on his or her behalf in connection with the award of any resultant
contract.

\(f\) Buy American Act\--Balance of Payments Program Certificate.
(Applies only if the clause at Federal Acquisition Regulation (FAR)
52.225-1, Buy American Act\--Balance of Payments Program\--Supplies, is
included in this solicitation.)

\(1\) The offeror certifies that each end product, except those listed
in

paragraph (f)(2) of this provision, is a domestic end product as defined

in the clause of this solicitation entitled \"Buy American Act\--Balance
of

Payments Program\--Supplies\" and that the offeror has considered

components of unknown origin to have been mined, produced, or

manufactured outside the United States. The offeror shall list as

foreign end products those end products manufactured in the United
States

that do not qualify as domestic end products.

\(2\) Foreign End Products:

LINE ITEM NO COUNTRY OF ORIGIN

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\[List as necessary\]

\(3\) The Government will evaluate offers in accordance with the
policies

and procedures of FAR Part 25.

(g)(1) Buy American Act\--North American Free Trade Agreement\--Israeli
Trade Act\--Balance of Payments Program Certificate. (Applies only if
the clause at FAR 52.225-3, Buy American Act\--North American Free Trade
Agreement\--Israeli Trade Act\--Balance of Payments Program, is included
in this solicitation.)

\(i\) The offeror certifies that each end product, except those listed

in paragraph (g)(1)(ii) or (g)(1)(iii) of this provision, is a domestic

end product as defined in the clause of this solicitation entitled \"Buy

American Act\--North American Free Trade Agreement\--Israeli Trade

Act\--Balance of Payments Program\" and that the offeror has considered

components of unknown origin to have been mined, produced, or

manufactured outside the United States.

\(ii\) The offeror certifies that he following supplies are NAFTA

country end products or Israeli end products as defined in the clause

of this solicitation entitled \"Buy American Act\--North American Free

Trade Agreement\--Israeli Trade Act\--Balance of Payments Program\":

NAFTA Country or Israeli End Products:

LINE ITEM NO COUNTRY OF ORIGIN

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\[List as necessary\]

\(iii\) The offeror shall list those supplies that are foreign end

products (other than those listed in paragraph (g)(1)(ii) of this

provision) as defined in the clause of this solicitation entitled \"Buy

American Act\--North American Free Trade Agreement\--Israeli Trade

Act\--Balance of Payments Program.\" The offeror shall list as other

foreign end products those end products manufactured in the United

States that do not qualify as domestic end products.

LINE ITEM NO COUNTRY OF ORIGIN

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\[List as necessary\]

\(iv\) The Government will evaluate offers in accordance with policies

and procedures of FAR Part 25.

\(2\) Buy American Act\--North American Free Trade Agreements\--Israeli

Trade Act\--Balance of Payments Program Certificate, Alternate I (Feb

2000). If Alternate I to the clause at FAR 52.225-3 is included in this

solicitation, substitute the following paragraph (g)(1)(ii) for
paragraph

(g)(1)(ii) of the basic provision:

(g)(1)(ii) The offeror certifies that the following supplies are
Canadian end products as defined in the clause of this solicitation
entitled \"Buy American Act\--North American Free Trade
Agreement\--Israeli Trade Act\--Balance of Payments Program\":

Canadian End Products:

Line Item No.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

(List as necessary)

\(3\) Buy American Act\--North American Free Trade Agreements\--Israeli

Trade Act\--Balance of Payments Program Certificate, Alternate II (Feb

2000). If Alternate II to the clause at FAR 52.225-3 is included in this

solicitation, substitute the following paragraph (g)(1)(ii) for
paragraph

(g)(1)(ii) of the basic provision:

(g)(1)(ii) The offeror certifies that the following supplies are
Canadian end products or Israeli end products as defined in the clause
of this solicitation entitled \"Buy American Act\--North American Free
Trade Agreement\--Israeli Trade Act\--Balance of Payments Program\":

Canadian or Israeli End Products:

LINE ITEM NO COUNTRY OF ORIGIN

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\[List as necessary\]

\(4\) Trade Agreements Certificate. (Applies only if the clause at FAR

52.225-5, Trade Agreements, is included in this solicitation.)

\(i\) The offeror certifies that each end product, except those listed

in paragraph (g)(4)(ii) of this provision, is a U.S.-made, designated

country, Caribbean Basin country, or NAFTA country end product, as

defined in the clause of this solicitation entitled \"Trade
Agreements.\"

\(ii\) The offeror shall list as other end products those end products

that are not U.S.-made, designated country, Caribbean Basin country, or

NAFTA country end products.

Other End Products:

LINE ITEM NO COUNTRY OR ORIGIN

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\[List as necessary\]

\(iii\) The Government will evaluate offers in accordance with the

policies and procedures of FAR Part 25. For line items subject to the

Trade Agreements Act, the Government will evaluate offers of U.S.-made,

designated country, Caribbean Basin country, or NAFTA country end

products without regard to the restrictions of the Buy American Act or

the Balance of Payments Program. The Government will consider for

award only offers of U.S.-made, designated country, Caribbean Basin

country, or NAFTA country end products unless the Contracting Officer

determines that there are no offers for such products or that the

offers for such products are insufficient to fulfill the requirements

of the solicitation.

\(h\) Certification Regarding Debarment, Suspension or Ineligibility for
Award (Executive Order 12549). (Applies only if the contract value is
expected to exceed the simplified acquisition threshold.) The offeror
certifies, to the best of its knowledge and belief, that the offeror
and/or any of its principals-

\(1\) \[ \] Are, \[ \] are not presently debarred, suspended, proposed
for debarment, or declared ineligible for the award of contracts by any
Federal agency; and

\(2\) \[ \] Have, \[ \] have not, within a three-year period preceding
this offer, been convicted of or had a civil judgment rendered against
them for: Commission of fraud or a criminal offense in connection with
obtaining, attempting to obtain, or performing a Federal, state or local
government contract or subcontract; violation of Federal or state
antitrust statutes relating to the submission of offers; or Commission
of embezzlement, theft, forgery, bribery, falsification or destruction
of records, making false statements, tax evasion, or receiving stolen
property; and

\(3\) \[ \] Are, \[ \] are not presently indicted for, or otherwise
criminally or civilly charged by a Government entity with, commission of
any of these offenses.

\(i\) Certification Regarding Knowledge of Child Labor for Listed End
Products (Executive Order 13126). \[The Contracting Officer must list in
paragraph (i)(1) any end products being acquired under this solicitation
that are included in the List of Products Requiring Contractor
Certification as to Forced or Indentured Child Labor, unless excluded at
22.1503(b).\]

\(1\) Listed end products.

Listed End Product Listed Countries of Origin
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\(2\) Certification. \[If the Contracting Officer has identified end

products and countries of origin in paragraph (i)(1) of this provision,

then the offeror must certify to either (i)(2)(i) or (i)(2)(ii) by

checking the appropriate block.\]

/\_/ (i) The offeror will not supply any end product listed in

paragraph (i)(1) of this provision that was mined, produced, or

manufactured in the corresponding country as listed for that product.

/\_/ (ii) The offeror may supply an end product listed in paragraph

(i)(1) of this provision that was mined, produced, or manufactured in
the

corresponding country as listed for that product. The offeror certifies

that it has made a good faith effort to determine whether forced or

indentured child labor was used to mine, produce, or manufacture any
such

end product furnished under this contract. On the basis of those

efforts, the offeror certifies that it is not aware of any such use of

child labor.

(End of provision)

[]{#__RefHeading___Toc5076742 .anchor}

**5. 52.212-4 CONTRACT TERMS AND CONDITIONS\--COMMERCIAL ITEMS (Feb
2002)**

\(a\) \"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. The Government must exercise its post-acceptance rights\--

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

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

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

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

\(d\) \"Disputes.\" This contract is subject to the Contract Disputes
Act of 1978, as amended (41 U.S.C. 601-613). 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 52.233-1, Disputes, which is incorporated herein by reference.
The Contractor shall proceed diligently with performance of this
contract, pending final resolution of any dispute arising under the
contract.

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

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

\(g\) \"Invoice.\"

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

\(i\) Name and address of the Contractor;

\(ii\) Invoice date and number;

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

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

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

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

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

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

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

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

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

\(B\) If EFT banking information is not required to be on the invoice,
in order for the invoice to be a proper invoice, the Contractor shall
have submitted correct EFT banking information in accordance with the
applicable solicitation provision, contract clause (e.g., 52.232!V33,
Payment by Electronic Funds Transfer\--Central Contractor Registration,
or 52.232-34, Payment by Electronic Funds Transfer\-- Other Than Central
Contractor Registration), or applicable agency procedures.

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

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

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

\(i\) \"Payment.\" Payment shall be made for items accepted by the
Government that have been delivered to the delivery destinations set
forth in this contract. The Government will make payment in accordance
with the Prompt Payment Act (31 U.S.C. 3903) and OMB prompt payment
regulations at 5 CFR part 1315. If the Government makes payment by
Electronic Funds Transfer (EFT), see 52.212-5(b) for the appropriate EFT
clause. In connection with any discount offered for early payment, time
shall be computed from the date of the invoice. For the purpose of
computing the discount earned, payment shall be considered to have been
made on the date which appears on the payment check or the specified
payment date if an electronic funds transfer is made.

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

\(1\) Delivery of the supplies to a carrier, if transportation is f.o.b.

origin; or

\(2\) Delivery of the supplies to the Government at the destination

specified in the contract, if transportation is f.o.b. destination.

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

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

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

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

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

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

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

\(r\) \"Compliance with laws unique to Government contracts.\" The
Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations
on the use of appropriated funds to influence certain Federal contracts;
18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. 327, et
seq., Contract Work Hours and Safety Standards Act; 41 U.S.C. 51-58,
Anti-Kickback Act of 1986; 41 U.S.C. 265 and 10 U.S.C. 2409 relating to
whistle blower protections; 49 U.S.C. 40118, 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 52.212-5.

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

\(5\) Solicitation provisions if this is a solicitation.

\(6\) Other paragraphs of this clause.

\(7\) The Standard Form 1449.

\(8\) Other documents, exhibits, and attachments.

\(9\) The specification.

(End of clause)

[]{#__RefHeading___Toc5076743 .anchor}

**6. 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT
STATUTES OR EXECUTIVE ORDERS\--COMMERCIAL ITEMS (DEC 2001)**

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

\(1\) 52.222-3, Convict Labor (E.O. 11755).

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

\(b\) 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 or components:
XXXXX (1) 52.203-6, Restrictions on Subcontractor Sales to the
Government, with Alternate I (41 U.S.C. 253g and 10 U.S.C. 2402).
\_\_\_\_\_\_\_\_\_\_ (2) 52.219-3, Notice of Total HUBZone Small
Business Set-Aside (Jan 1999). \_\_\_\_\_\_\_\_\_\_ (3) 52.219-4, Notice
of Price Evaluation Preference for HUBZone Small Business Concerns (Jan
1999) (if the offeror elects to waive the preference, it shall so
indicate in its offer). \_\_\_\_\_\_\_\_\_\_ (4)(i) 52.219-5, Very Small
Business Set-Aside (Pub. L. 103-403, section 304, Small Business
Reauthorization and Amendments Act of 1994). \_\_\_\_\_\_\_\_\_\_ (ii)
Alternate I to 52.219-5. \_\_\_\_\_\_\_\_\_\_ (iii) Alternate II to
52.219-5. XXXXX (5) 52.219-8, Utilization of Small Business Concerns (15
U.S.C. 637(d)(2) and (3)). \_\_\_\_\_\_\_\_\_\_ (6) 52.219-9, Small
Business Subcontracting Plan (15 U.S.C. 637(d)(4). XXXXX (7) 52.219-14,
Limitations on Subcontracting (15 U.S.C. 637(a)(14)).
\_\_\_\_\_\_\_\_\_\_ (8)(i) 52.219-23, Notice of Price Evaluation
Adjustment for Small Disadvantaged Business Concerns (Pub. L. 103-355,
section 7102, and 10 U.S.C. 2323) (if the offeror elects to waive the
adjustment, it shall so indicate in its offer). \_\_\_\_\_\_\_\_\_\_
(ii) Alternate I of 52.219-23. \_\_\_\_\_\_\_\_\_\_ (9) 52.219-25, Small
Disadvantaged Business Participation Program\--Disadvantaged Status and
Reporting (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).
\_\_\_\_\_\_\_\_\_\_ (10) 52.219-26, Small Disadvantaged Business
Participation Program\--Incentive Subcontracting (Pub. L. 103-355,
section 7102, and 10 U.S.C. 2323). XXXXX (11) 52.222-21, prohibition of
Segregated Facilities (Feb 1999). XXXXX (12) 52.222-26, Equal
Opportunity (E.O. 11246). XXXXX (13) 52.222-35, Equal Opportunity for
Special Disabled Veterans and

Veterans of the Vietnam Era, and Other Eligible Veterans (38 U.S.C.
4212). XXXXX (14) 52.222-36, Affirmative Action for Workers with
Disabilities (29 U.S.C. 793). XXXXX (15) 52.222-37, Employment Reports
on Special Disabled Veterans, Veterans of the Vietnam Era, and Other
Eligible Veterans (38 U.S.C. 4212). XXXXX (16) 52.222-19, Child
Labor\--Cooperation with Authorities and Remedies (E.O. 13126).
\_\_\_\_\_\_\_\_\_\_ (17)(i) 52.223-9, Estimate of Percentage of
Recovered Material Content for EPA-Designated Products (42 U.S.C.
6962(c)(3)(A)(ii)). \_\_\_\_\_\_\_\_\_\_ (ii) Alternate I of 52.223-9
(42 U.S.C. 6962(i)(2)(C)). XXXXX (18) 52.225-1, Buy American
Act\--Balance of Payments Program\--Supplies (41 U.S.C. 10a - 10d).
\_\_\_\_\_\_\_\_\_\_ (19)(i) 52.225-3, Buy American Act\--North American
Free Trade Agreement\--Israeli Trade Act\--Balance of Payments Program
(41 U.S.C. 10a - 10d, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note).
\_\_\_\_\_\_\_\_\_\_ (ii) Alternate I of 52.225-3. \_\_\_\_\_\_\_\_\_\_
(iii) Alternate III of 52.225-3. \_\_\_\_\_\_\_\_\_\_ (20) 52.225-5,
Trade Agreements (19 U.S.C. 2501, et. seq., 19 U.S.C. 3301 note). XXXXX
(21) 52.225-13, Restriction on Certain Foreign Purchases (E.O. 12722,
12724, 13059, 13067, 13121, and 13129). \_\_\_\_\_\_\_\_\_\_ (22)
52.225-15, Sanctioned European Union Country End Products (E.O. 12849).
\_\_\_\_\_\_\_\_\_\_ (23) 52.225-16, Sanctioned European Union Country
Services (E.O. 12849). \_\_\_\_\_\_\_\_\_\_ (24) 52.232-33, Payment by
Electronic Funds Transfer\--Central Contractor Registration (31 U.S.C.
3332). XXXXX (25) 52.232-34, Payment by Electronic Funds
Transfer\--Other than Central Contractor Registration (31 U.S.C. 3332).
\_\_\_\_\_\_\_\_\_\_ (26) 52.232-36, Payment by Third Party (31 U.S.C.
3332). \_\_\_\_\_\_\_\_\_\_ (27) 52.239-1, Privacy or Security
Safeguards (5 U.S.C. 552a). \_\_\_\_\_\_\_\_\_\_ (28)(i) 52.247-64,
Preference for Privately Owned U.S.-Flag Commercial Vessels (46 U.S.C.
1241). \_\_\_\_\_\_\_\_\_\_ (ii) Alternate I of 52.247-64.

\(c\) The Contractor shall comply with the FAR clauses in this paragraph
(c), applicable to commercial services, which the Contracting Officer
has indicated as being incorporated in this contract by reference to
implement provisions of law or executive orders applicable to
acquisitions of commercial items or components: \_\_\_\_\_\_\_\_\_\_ (1)
52.222-41, Service Contract Act of 1965, As amended (41 U.S.C. 351, et
seq.). \_\_\_\_\_\_\_\_\_\_ (2) 52.222-42, Statement of Equivalent Rates
for Federal Hires (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).
\_\_\_\_\_\_\_\_\_\_ (3) 52.222-43, Fair Labor Standards Act and Service
Contract Act - Price Adjustment (Multiple Year and Option Contracts) (29
U.S.C. 206 and 41 U.S.C. 351, et seq.). \_\_\_\_\_\_\_\_\_\_ (4)
52.222-44, Fair Labor Standards Act and Service Contract Act - Price
Adjustment (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).
\_\_\_\_\_\_\_\_\_\_ (5) 52.222-47, SCA Minimum Wages and Fringe
Benefits Applicable to Successor Contract Pursuant to Predecessor
Contractor Collective Bargaining Agreement (CBA)(41 U.S.C. 351, et
seq.).

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

\(1\) The Comptroller General of the United States, or an authorized

representative of the Comptroller General, shall have access to and
right

to examine any of the Contractor\'s directly pertinent records involving

transactions related to this contract.

\(2\) The Contractor shall make available at its offices at all

reasonable times the records, materials, and other evidence for

examination, audit, or reproduction, until 3 years after final payment

under this contract or for any shorter period specified in FAR Subpart

4.7, Contractor Records Retention, of the other clauses of this

contract. If this contract is completely or partially terminated, the

records relating to the work terminated shall be made available for 3

years after any resulting final termination settlement. Records relating

to appeals under the disputes clause or to litigation or the settlement

of claims arising under or relating to this contract shall be made

available until such appeals, litigation, or claims are finally
resolved.

\(3\) As used in this clause, records include books, documents,

accounting procedures and practices, and other data, regardless of type

and regardless of form. This does not require the Contractor to create

or maintain any record that the Contractor does not maintain in the

ordinary course of business or pursuant to a provision of law.

\(e\) Notwithstanding the requirements of the clauses in paragraphs (a),
(b), (c) or (d) of this clause, the Contractor is not required to
include any FAR clause, other than those listed below (and as may be
required by an addenda to this paragraph to establish the reasonableness
of prices under Part 15), in a subcontract for commercial items or
commercial components\--

\(1\) 52.222-26, Equal Opportunity (E.O. 11246);

\(2\) 52.222-35, Affirmative Action for Special Disabled Veterans,
Veterans of the Vietnam Era, and Other Eligible Veterans (38 U.S.C.
4212);

\(3\) 52.222-36, Affirmative Action for Workers with Disabilities (29

U.S.C. 793);

\(4\) 52.247-64, Preference for Privately-Owned U.S.-Flag Commercial

Vessels (46 U.S.C. 1241)(flow down not required for subcontracts awarded

beginning May 1, 1996); and

\(5\) 52.222-41, Service Contract Act of 1965, As Amended (41 U.S.C.

351, et seq.).

(End of clause)

[]{#__RefHeading___Toc5076744 .anchor}

**7. 52.219-1 SMALL BUSINESS PROGRAM REPRESENTATIONS (May 2001)**

(a)(1) The North American Industry Classification System (NAICS) code
for this acquisition is 335313

\(2\) The small business size standard is 750

\(3\) 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.

\(b\) Representations. (1) The offeror represents as part of its offer
that it /\_ / is, /\_ / is not a small business concern.

\(2\) \[Complete only if the offeror represented itself as a small

business concern in paragraph (b)(1) of this provision.\] The offeror

represents, for general statistical purposes, that it /\_ / is, /\_ / is

not, a small disadvantaged business concern as defined in 13 CFR

124.1002.

\(3\) \[Complete only if the offeror represented itself as a small

business concern in paragraph (b)(1) of this provision.\] The offeror

represents as part of its offer that it /\_ / is, /\_ / is not a

women-owned small business concern.

\(4\) \[Complete only if the offeror represented itself as a small

business concern in paragraph (b)(1) of this provision.\] The offeror

represents as part of its offer that it \[ \] is, \[ \] is not a

veteran-owned small business concern.

\(5\) \[Complete only if the offeror represented itself as a
veteran-owned

small business concern in paragraph (b)(4) of this provision.\] The

offeror represents as part of its offer that it \[ \] is, \[ \] is not a

service-disabled veteran-owned small business concern.

\(c\) Definitions. As used in this provision\--

\"Service-disabled veteran-owned small business concern\"\--

\(1\) Means a small business concern\--

\(i\) Not less than 51 percent of which is owned by one or more

service-disabled veterans or, in the case of any publicly owned

business, not less than 51 percent of the stock of which is owned by

one or more service-disabled veterans; and

\(ii\) The management and daily business operations of which are

controlled by one or more service-disabled veterans or, in the case of

a veteran with permanent and severe disability, the spouse or permanent

caregiver of such veteran.

\(2\) Service-disabled veteran means a veteran, as defined in 38 U.S.C.

101(2), with a disability that is service-connected, as defined in 38

U.S.C. 101(16).

\"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 (a) of this provision.

\"Veteran-owned small business concern\" means a small business
concern\--

\(1\) That is at least 51 percent owned by one or more women; or, in the

case of any publicly owned business, at least 51 percent of the stock of

which is owned by one or more women; and

\(2\) The management and daily business operations of which are

controlled by one or more veterans.

\"Women-owned small business concern,\" means a small business
concern\--

\(1\) Which is at least 51 percent owned by one or more women or, in the

case of any publicly owned business, at least 51 percent of the stock of

which is owned by one or more women; and

\(2\) Whose management and daily business operations are controlled by

one or more women.

\(d\) Notice. (1) If this solicitation is for supplies and has been set
aside, in whole or in part, for small business concerns, then the clause
in this solicitation providing notice of the set-aside contains
restrictions on the source of the end items to be furnished.

\(2\) Under 15 U.S.C. 645(d), any person who misrepresents a firm\'s

status as a small, HUBZone small, small disadvantaged, or women-owned

small business concern in order to obtain a contract to be awarded under

the preference programs established pursuant to section 8(a), 8(d), 9,
or

15 of the Small Business Act or any other provision of Federal law that

specifically references section 8(d) for a definition of program

eligibility, shall\--

\(i\) Be punished by imposition of fine, imprisonment, or both;

\(ii\) Be subject to administrative remedies, including suspension and

debarment; and

\(iii\) Be ineligible for participation in programs conducted under the

authority of the Act.

(End of provision)

[]{#__RefHeading___Toc5076745 .anchor}

**8. 52.225-2 BUY AMERICAN ACT\--BALANCE OF PAYMENTS PROGRAM CERTIFICATE
(FEB 2000)**

\(a\) The offeror certifies that each end product, except those listed
in paragraph (b) of this provision, is a domestic end product as defined
in the clause of this solicitation entitled \"Buy American Act\--Balance
of Payments Program\--Supplies\" and that the offeror has considered
components of unknown origin to have been mined, produced, or
manufactured outside the United States. The offeror shall list as
foreign end products those end products manufactured in the United
States that do not qualify as domestic end products.

\(b\) Foreign End Products:

LINE ITEM NO COUNTRY OF ORIGIN

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\[List as necessary\]

\(c\) The Government will evaluate offers in accordance with the
policies and procedures of Part 25 of the Federal Acquisition
Regulation.

(End of provision)

[]{#__RefHeading___Toc5076746 .anchor}

**9. 52.246-16 RESPONSIBILITY FOR SUPPLIES (APR 1984)**

\(a\) Title to supplies furnished under this contract shall pass to the
Government upon formal acceptance, regardless of when or where the
Government takes physical possession, unless the contract specifically
provides for earlier passage of title.

\(b\) Unless the contract specifically provides otherwise, risk of loss
of or damage to supplies 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

\(2\) Acceptance by the Government or delivery of the supplies to the

Government at the destination specified in the contract, whichever is

later, if transportation is f.o.b. destination.

\(c\) Paragraph (b) above shall not apply to supplies that so fail to
conform to contract requirements as to give a right of rejection. The
risk of loss of or damage to such nonconforming supplies remains with
the Contractor until cure or acceptance. After cure or acceptance,
paragraph (b) above shall apply.

\(d\) Under paragraph (b) above, the Contractor shall not be liable for
loss of or damage to supplies caused by the negligence of officers,
agents, or employees of the Government acting within the scope of their
employment.

(End of clause)

[]{#__RefHeading___Toc5076747 .anchor}

**10. 52.246-17 WARRANTY OF SUPPLIES OF A NONCOMPLEX NATURE (MAR 2001)**

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

\"Acceptance\" means the act of an authorized representative of the
Government by which the Government assumes for itself, or as an agent of
another, ownership of existing supplies, or approves specific services
as partial or complete performance of the contract.

\"Supplies\" means the end items furnished by the Contractor and related
services required under the contract. The word does not include
\"data.\"

\(b\) Contractor\'s obligations. (1) Notwithstanding inspection and
acceptance by the Government of supplies furnished under this contract,
or any condition of this contract concerning the conclusiveness thereof,
the Contractor warrants that for two years.

\(i\) All supplies furnished under this contract will be free from

defects in material or workmanship and will conform with all

requirements of this contract; and

\(ii\) The preservation, packaging, packing, and marking, and the

preparation for, and method of, shipment of such supplies will conform

with the requirements of this contract.

\(2\) When return, correction, or replacement is required,
transportation

charges and responsibility for the supplies while in transit shall be

borne by the Contractor. However, the Contractor\'s liability for the

transportation charges shall not exceed an amount equal to the cost of

transportation by the usual commercial method of shipment between the

place of delivery specified in this contract and the Contractor\'s
plant,

and return.

\(3\) Any supplies or parts thereof, corrected or furnished in

replacement under this clause, shall also be subject to the terms of
this

clause to the same extent as supplies initially delivered. The warranty,

with respect to supplies or parts thereof, shall be equal in duration to

that in paragraph (b)(1) of this clause and shall run from the date of

delivery of the corrected or replaced supplies.

\(4\) All implied warranties of merchantability and \"fitness for a

particular purpose\" are excluded from any obligation contained in this

contract.

\(c\) Remedies available to the Government. (1) The Contracting Officer
shall give written notice to the Contractor of any breach of warranties
in paragraph (b)(1) of this clause within 45 days after the discovery of
defect.

\(2\) Within a reasonable time after the notice, the Contracting Officer

may either\--

\(i\) Require, by written notice, the prompt correction or replacement

of any supplies or parts thereof (including preservation, packaging,

packing, and marking) that do not conform with the requirements of this

contract within the meaning of paragraph (b)(1) of this clause; or

\(ii\) Retain such supplies and reduce the contract price by an amount

equitable under the circumstances.

(3)(i) If the contract provides for inspection of supplies by sampling

procedures, conformance of supplies or components subject to warranty

action shall be determined by the applicable sampling procedures in the

contract. The Contracting Officer\--

\(A\) May, for sampling purposes, group any supplies delivered under

this contract;

\(B\) Shall require the size of the sample to be that required by

sampling procedures specified in the contract for the quantity of

supplies on which warranty action is proposed;

\(C\) May project warranty sampling results over supplies in the same

shipment or other supplies contained in other shipments even though

all of such supplies are not present at the point of reinspection;

provided, that the supplies remaining are reasonably representative

of the quantity on which warranty action is proposed; and

\(D\) Need not use the same lot size as on original inspection or

reconstitute the original inspection lots.

\(ii\) Within a reasonable time after notice of any breach of the

warranties specified in paragraph (b)(1) of this clause, the

Contracting Officer may exercise one or more of the following options:

\(A\) Require an equitable adjustment in the contract price for any

group of supplies.

\(B\) Screen the supplies grouped for warranty action under this

clause at the Contractor\'s expense and return all nonconforming

supplies to the Contractor for correction or replacement.

\(C\) Require the Contractor to screen the supplies at locations

designated by the Government within the continental United States and

to correct or replace all nonconforming supplies.

\(D\) Return the supplies grouped for warranty action under this

clause to the Contractor (irrespective of the f.o.b. point or the

point of acceptance) for screening and correction or replacement.

(4)(i) The Contracting Officer may, by contract or otherwise, correct

or replace the nonconforming supplies with similar supplies from another

source and charge to the Contractor the cost occasioned to the
Government

thereby if the Contractor\--

\(A\) Fails to make redelivery of the corrected or replaced supplies

within the time established for their return; or

\(B\) Fails either to accept return of the nonconforming supplies or

fails to make progress after their return to correct or replace them

so as to endanger performance of the delivery schedule, and in either

of these circumstances does not cure such failure within a period of

10 days (or such longer period as the Contracting Officer may

authorize in writing) after receipt of notice from the Contracting

Officer specifying such failure.

\(ii\) Instead of correction or replacement by the Government, the

Contracting Officer may require an equitable adjustment of the contract

price. In addition, if the Contractor fails to furnish timely

disposition instructions, the Contracting Officer may dispose of the

nonconforming supplies for the Contractor\'s account in a reasonable

manner. The Government is entitled to reimbursement from the Contractor,

or from the proceeds of such disposal, for the reasonable expenses of
the

care and disposition of the nonconforming supplies, as well as for
excess

costs incurred or to be incurred.

\(5\) The rights and remedies of the Government provided in this clause

are in addition to and do not limit any rights afforded to the

Government by any other clause of this contract.

(End of clause)

[]{#__RefHeading___Toc5076748 .anchor}

**11. 52.247-34 F.O.B. DESTINATION (NOV 1991)**

\(a\) The term \"f.o.b. destination,\" as used in this clause, means\--

\(1\) Free of expense to the Government, on board the carrier\'s

conveyance, at a specified delivery point where the consignee\'s
facility

(plant, warehouse, store, lot, or other location to which shipment can
be

made) is located; and

\(2\) Supplies shall be delivered to the destination consignee\'s wharf

(if destination is a port city and supplies are for export), warehouse

unloading platform, or receiving dock, at the expense of the Contractor.

The Government shall not be liable for any delivery, storage, demurrage,

accessorial, or other charges involved before the actual delivery (or

\"constructive placement\" as defined in carrier tariffs) of the
supplies

to the destination, unless such charges are caused by an act or order of

the Government acting in its contractual capacity. If rail carrier is

used, supplies shall be delivered to the specified unloading platform of

the consignee. If motor carrier (including \"piggyback\") is used,

supplies shall be delivered to truck tailgate at the unloading platform

of the consignee, except when the supplies delivered meet the

requirements of Item 568 of the National Motor Freight Classification
for

\"heavy or bulky freight.\" When supplies meeting the requirements of
the

referenced Item 568 are delivered, unloading (including movement to the

tailgate) shall be performed by the consignee, with assistance from the

truck driver, if requested. If the contractor uses rail carrier or

freight forwarded for less than carload shipments, the contractor shall

ensure that the carrier will furnish tailgate delivery, when required,
if

transfer to truck is required to complete delivery to consignee.

\(b\) The Contractor shall\--

(1)(i) Pack and mark the shipment to comply with contract

specifications; or

\(ii\) In the absence of specifications, prepare the shipment in

conformance with carrier requirements;

\(2\) Prepare and distribute commercial bills of lading;

\(3\) Deliver the shipment in good order and condition to the point of

delivery specified in the contract;

\(4\) Be responsible for any loss of and/or damage to the goods
occurring

before receipt of the shipment by the consignee at the delivery point

specified in the contract;

\(5\) Furnish a delivery schedule and designate the mode of delivering

carrier; and

\(6\) Pay and bear all charges to the specified point of delivery.

(End of clause)

[]{#__RefHeading___Toc5076749 .anchor}

**12. 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://arnet.gov/far

(End of clause)

[]{#__RefHeading___Toc5076750 .anchor}

**13. AA.0000-LE02 ACCEPTANCE (WAPA 5/96)**

Acceptance of all work and effort under this contract (including
Reporting Requirements, if any) shall be accomplished by the Contracting
Officer, or any duly designated representative. The Government requires
thirty (30) calendar days from date of receipt at the delivery locations
to perform final acceptance of delivered units.

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**14. AA.0000-LF09 REQUIRED TIME OF DELIVERY (WAPA 5/97)**

The Government requires delivery to be made according to the schedule
shown below. The delivery dates or specific time periods shown are based
on the assumption that the Government will make the award not later than
April 30, 2002. Each delivery date in this schedule will be adjusted
(either earlier or later) by the number of days difference between the
actual award date and the planned award date shown above. The required
delivery schedule is as follows:

**No Later Than September 1, 2002.**

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**15. AA.0000-LF11 PLACE OF DELIVERY - ALT I (WAPA 8/97)**

a\. The contractor shall contact the Contracting Officer\'s Field Point
of Contact (POC) between the hours of 7:00AM to 4:30PM Monday thru
Thursday at least **seven** **days prior** to delivery to provide the
POC with the expected time of delivery, to identify the shipper, and to
provide the telephone number for the shipper\'s office. The contractor
shall contact the POC **again 24 hours prior to arrival** of the
shipment at the delivery location and confirm the expected arrival time
at the destination. The Contracting Officer\'s Field Point of Contacts
are named below: **POC: Barry Vandermolen or Krishna Shah** **PHONE: Mr.
Vandermolen (209) 833-3040; Mr. Shah (916) 353-4483** b. The articles to
be furnished hereunder shall be delivered to the destination(s) listed
on SF Form 1449, Block 15., with all transportation charges paid by the
contractor (F.O.B. destination). Any costs incurred by the Government
due to insufficient notification and/or inadequate unloading
instructions will be charged to the contractor under the terms of this
contract.

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**16**[]{#__RefHeading___Toc5076754 .anchor}**. LH.0000-0071 ELECTRONIC
SUBMISSION OF DOCUMENTS VIA THE DOE IIPS SYSTEM (WAPA, 3/2002)**

The following requirements apply if proposals or other documents are
submitted electronically via the Dept of Energy\'s \'Industry
Interactive Procurement System\' (IIPS) or by other electronic means
(e.g., electronic files on a CD-ROM):

\(a\) The terms and conditions contained in the \'Notice of Disclaimer\'
on the DOE IIPS system (agreed to when vendors register to use the IIPS
system)are hereby incorporated into this solicitation/award document.

\(b\) All document files submitted electronically must be submitted in
one or more of the following Microsoft Office 97 for Windows (or newer)
file formats (e.g., .doc, .xls, .mdb, .ppt); portable document format
(.pdf); or in the following graphic file formats (.gif or .jpg). Use
whichever format is most appropriate for the type of document involved.
Engineering drawings, if any, must be in AutoCAD, PDF, or in one of the
acceptable graphic file formats. NOTE: if there are an inordinately
large number of drawings, or if the file sizes are prohibitively large,
contact the Contracting Officer before the proposal due date and time
for further instructions.

\(c\) Offerors are responsible for ensuring their electronically-
submitted files are free from viruses, are in the prescribed, readable
format, and are not corrupted. Replacement of corrupt or unreadable
files may be allowed at the sole discretion of the Contracting Officer.
The Contracting Officer may notify the offeror and provide an
opportunity for the offeror to submit clear and convincing evidence: 1)
of the content of the proposal as originally submitted; and 2) that the
unreadable condition of the proposal was caused by, or is the fault of,
the Government.

\(d\) For purposes of determining the timliness of proposal submissions,
the date/time stamp (DTS) assigned by the IIPS system will be used. The
IIPS DTS default uses Eastern Time, so proposal due dates expressed in

other time zones will be coverted to Eastern Time to make the timeliness
determination, unless otherwise specified in the solicitation.

\(e\) Electronic signatures: submission of proposals via DOE\'s IIPS
system will constitute \'signed\' copies of the required documents. The
name of the authorized, responsible company official who would normally
sign that document shall be entered on the signature line. In addition,
the Contracting Officer may require, at his or her discretion, a signed,
paper copy of each original signature page to be submitted via US Mail
or by facsimile.

\(f\) Updates or changes to proposals or other documents originally
submitted via the IIPS system must also be submitted via IIPS. In the
event that a conflict or discrepancy is discovered between a paper copy
of a vendor or Government document, the copy as posted on the IIPS
system shall be considered the official, \'controlling\' version of the
document.

\(g\) Offerors must use discrete file names (and descriptions, where
applicable) for all files uploaded to the IIPS system.

\(h\) Offerors agree to, and certify, that they have not made any
changes to Government-originated files/documents - other than for
expected signatures or fill-ins - that must be returned to the
Government (e.g., Representations and Certifications). Any questions or
concerns about any Government documents must be communicated directly to
the Contracting Officer.

End of Clause

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**17. LH.0000-0078 LOBBYING RESTRICTION (ENERGY AND WATER DEVELOPMENT
APPROPRIATIONS ACT, 2002 (WAPA, 1/2002)**

The contractor agrees that none of the funds obligated on this award
shall be expended, directly or indirectly, to influence Congressional
action on any legislation or appropriation matters pending before
Congress, other than to communicate to Members of Congress as described
in 18 U.S.C. 1913. This restriction is in addition to those prescribed
elsewhere in statute and regulation.

(End of Clause)

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**18. LH.0000-0079 NOTICE REGARDING THE PURCHASE OF AMERICAN-MADE
EQUIPMENT AND PRODUCTS \--SENSE OF CONGRESS (WAPA, 1/2001)**

It is the sense of the Congress that, to the greatest extent
practicable, all equipment and products purchased with funds made
available under this award should be American-made.

(End of Notice)