Blanket Purchase Agreement UCC Lien Filing Services for WI and other states as agreed to.

Please refer to the attached RFQ No. 12FPC321Q0002: United States Department of Agriculture (USDA) Farm Services Agency (FSA) Blanket Purchase Agreement UCC Lien Filing Services for WI and other states as agreed to. RFQ#: 12FPC321Q0002 FOR SOLICITATION INFORMATION: Bobby Copenny [email protected] OFFER DUE DATE/LOCAL TIME: Submit as soon as possible - Quotes will not be accepted after December 2, 2020 17:00 EST 2 | P a g e A Solicitation/Contract Form A.1 SF 1449 – to be provided upon award A. 2 Department/Agency A.2.1 United States Department of Agriculture (USDA) Farm Production & Conservation – Business Center (FPAC-BC) Farm Service Agency (FSA) A.3 Contracting Office A.3.1 Farm Production and Conservation (FPAC) Business Center Acquisition Division Section 3 - Operations Branch A.4 Contracting Officer A.4.1 Ryan Lorimer, email: [email protected] A.4.2 Any USDA FPAC BC Contracting Officer can act on this contract should the need arise. A.4.3 A Contracting Officer is the only individual who can legally commit or obligate the Government for the expenditure of public funds. Only the contracting officer has authority to: (1) increase or decrease the award amount; (2) direct or negotiate any changes; (3) modify or extend the period of performance; (4) change the schedule of completion; (5) authorize payment under this order; (6) otherwise modify any terms or conditions of this Contract. A.4.4 Individual designated, as Ordering Officials are the only persons authorized to place an order under the BPA (other than the Contracting Officer). A.4.4.1 This BPA authorizes the following Ordering Officials at FSA to place orders or those so delegated by the Ordering Official in accordance with the terms and conditions herein: Ordering Official Limit Per Order County Program Technicians $500.00 County Executive Directors $500.00 FSA WI State Office Personnel $500.00 A.4.4.2 Individual orders exceeding the MPT of $2,500.00 will be competed amongst the BPA holders and issued by a warranted Contracting Officer as a BPA Call through IAS. BPA Calls issued through IAS will be invoiced and paid through IPP.gov. All other orders are to be paid by Government Purchase Card (GPC) on a single aggregated monthly invoice. The primary purchase cardholder is: Insert GPC holder 3 | P a g e at time of award. Should Insert GPC holder at time of award not be available, any USDA GPC holder with a sufficient limit may make the payment. The program office is to bulk fund an AD-700 committing funding for the anticipated monthly expenditure(s) to be paid by GPC. A.4.4.3 Those designated by the Ordering Official are authorized individuals for placement of orders under this contract will be USDA, Farm Service Agency (FSA), County Program Technicians (Co PT) and County Executive Directors (CED). The dollar threshold identified above pertains to all Co PT’s and CED’s. A.4.4.4 Individuals with userId/account access to the vendor's web-based UCC and filing software shall constitute designation and/or delegation as an authorized Ordering Official. All requests for userId/account access from the Wisconsin and any other agreed to FSA offices will be reviewed and approved by the agency POC. Approved requests will be forwarded to the vendor for processing. A.5 Program Office A.5.1 Farm Service Agency (FSA) Madison, WI and any others agreed to. A.5.2 Point of Contact: Danielle Roder, [email protected] A.5.3 The program office point of contact will act as the liaison to coordinate activities between the Vendor and Contracting Officer, as required, in the performance of the work under this contract. They have the authority to provide technical clarification of the contract requirements but does not have the authority to modify any contract provisions, including, without limitation, changing the scope of work, the cost/price thereof, or the performance delivery schedule(s) therefore. End of Section 4 | P a g e B SF 1449 Services/Supplies and Prices/Costs B.1 Contract Type B.1.1 Blanket Purchase Agreement for UCC services for the state(s) of Wisconsin and others agreed to by the BPA holder and Contracting Officer. Multiple BPA’s may be issued as result of this solicitation. B.1.2 Fixed Price B.1.2.1 BPA Calls will be established as Fixed Price Awards. Ordering officials will place orders directly with the BPA holder(s) for orders under the Mirco-Purchase Threshold (MPT) of $2,500.00. B.2 Pricing B.2.1 The fixed not-to-exceed price for the entire BPA is $100,000.00. B.2.2 Pricing Template can be found in Section J. B.2.3 The Government is obligated only to the extent of authorized order/calls actually made under this BPA and the vendor is not guaranteed any orders/calls under this BPA. End of Section 5 | P a g e C Statement of Work C.1 Background C.1.1 The FSA requires the services of qualified persons or firms to complete UCC services for the primary purpose to protect its financial interest of the government. Except where noted herein, the Vendor shall provide all materials, supplies, tools, equipment, personnel, and travel to accomplish the performance of the requirements of this Agreement. C.1.2 The Vendor shall provide all materials, supplies, tools, equipment, personnel, and travel. The Vendor shall complete all requirements of this BPA, including performance of the professional services upon receiving a placed order. C.2 Scope - Lien Filings: C.2.1 To provide the Wisconsin State Farm Service Agency with filings of UCC-1 's, UCC-3's, Addendums and Amendments, at the Wisconsin Department of Financial Institutions (DFI). C.2.2 The contractor will receive the lien filing requests from FSA. The request will come from the WI FSA County Offices. Electronic transmission utilizing FSA's present information technology resources is the preferred method. However, the contractor shall allow requests to be made via electronic mail. The contractor will advance the ($10) statutory recording fee upon submission to the UCC Financing Statement to DFI. The contractor will recover these fees through their inclusion in the monthly statement to FSA. C.2.3 The contractor shall provide a UCC Financing Statement facsimile on a secure web-form for FSA County Offices to be completed and submitted to the contractor. The contractor will collect the data from the web-form and complete the UCC financing statement for recording at DFI on the same working day when possible, but no later than the next working day. C.2.4 The UCC filing acknowledgement shall be delivered through the web-based ordering system; however, if web-based resources are not available, the acknowledgement must be provided by an alternative method such as electronic mail, or facsimile transmission. C.2.5 The contractor will process and return the filed document to the requesting FSA County Office within 48 hours of receipt of the filed documents from DFI. C.2.6 The method of response shall be by electronic media whenever possible; however, the contractor shall also allow the alternative methods such an electronic mail, mail, or facsimile transmission. Each lien filing established later than 48 hours from receipt of the lien filing request shall be paid for at 75% of the service fee. Delays caused through no fault of the contractor or due to the inability of DFI to timely process contractor work requests will be dealt with on an individual basis after due notification to FSA by the contractor. UCC Lien Filings shall be provided at the rates shown in B.2.2 of solicitation #12FPC321Q0002. C.2.7 Contractor shall maintain errors and omission insurance under insurance policies approved by FSA and, as its request, will deliver such policies to FSA along with ongoing proof of 6 | P a g e premium payment. Coverage of $200,000 per occurrence is required. FSA must be notified of changes in carrier and appropriate documentation submitted. C.2.8 Contractor will bill for services within 10 days after the end of the month in which services are performed. Contractor's invoice will describe all services performed, including the name of all filings completed and the cost of the filings and services completed by FSA County Office location requesting the service. 1) COORDINATING INSTRUCTIONS a) Technical questions about the filing process should be directed to the Agricultural Specialist, Danielle Roder at 608-662-4422, ext. 113. b) Questions relative to contract for services or billing inquiries should be directed to the Administrative Specialist, Cynthia Dobrinsky at 608-662-4422, ext. 104 ([email protected] ). c) Invoices for services rendered are to be submitted by mail to USDA-Wisconsin State FSA Office, Attention: Price Support Branch, 8030 Excelsior Drive, Suite 100, Madison, WI 53717-2906, or by e-mail to [email protected]. d) If either the contractor’s web based “USDA-UCC Lien Filing Management or equivalent” and/or FSA’s network connection are not working, orders may be: E-mailed to: (Contractor's e-mail address) Faxed to: (Contractor's fax number) Delivered by UPS or Regular mail to: (Contractor's name and address) End of Section 7 | P a g e D Reserved End of Section 8 | P a g e E Inspection and acceptance E.1 Inspection will be completed upon completion of the services. E.2 Inspection will be done by a USDA designated point of contact OR USDA ordering official which will be provided upon award. End of Section 9 | P a g e F Performance F.1 Period of Performance F.1.1 The effective period of performance for this Blanket Purchase Agreement (BPA) will be for 5 years from the effective date of award. In the event of termination, delivery or performance of outstanding orders will continue for a period not to exceed 30 days. F.2 Delivery of Services F.2.1 Delivery will occur within 48 hours of receipt of the filed documents from DFI unless schedule is negotiated between the Ordering Official and the Vendor at the time the call is placed. F.2.2 All services shall be delivered or emailed to the address(s) as directed by the Ordering Official, and marked as indicated below: F.2.2.1 Ordering Official’s name F.2.2.2 Address F.2.2.3 BPA number F.2.3 Delivery tickets or sales slips are required for all services or supplies furnished as a result of call orders made under this agreement. The delivery tickets shall contain, as a minimum, the following information: F.2.3.1 Contractor's name F.2.3.2 Blanket Purchase Agreement number F.2.3.3 Location of order and date F.2.3.4 Itemized list of supplies or services provided, with the unit price and extended price. Unit pricing need not be shown when such is incompatible with any automated systems in use, provided the invoice is itemized to show this information. F.2.35 Date and place of delivery End of Section 10 | P a g e G Contract Administration Data G.1 Invoicing G.1.1 The Vendor shall submit an original itemized invoice once monthly for all deliveries made on each account and accepted during the billing period. The itemized invoices shall be submitted each month. A single payment will then be processed for all delivery tickets consolidated on one invoice using a Government Purchase Card (GPC). Individual orders exceeding the Micro-Purchase Threshold (MPT) of $2,500.00 will be issued as a BPA Call through IAS and will be invoiced through IPP.gov. G.1.2 A summary statement of these invoices shall be submitted at least monthly or upon expiration of this BPA, whichever occurs first. A proper summary statement shall consist of: G.1.2.1 Contractor's name, address and phone number G.1.2.2 Invoice number G.1.2.3 Date of Invoice G.1.2.4 Blanket Purchase Agreement number G.1.2.5 Itemization of charges by location of order and date G.1.3 An itemized summary statement will be submitted monthly for each individual office listed C.2 above based on individual orders as requested by each of those offices. Invoices from vendors other than the Vendor listed on the form SF-1449 will not be paid. G.1.4 Inquiries relating to payment may be directed to: Cynthia Dobrinsky, Administrative Specialist WI State Farm Service Agency Phone: 608-662-4422, ext. 104 Email: [email protected] G.2 Payment G.2.1 No payment shall be made until the work is 100% completed in accordance with the Specifications/Statement of Work. G.2.2 If deficiencies are noted, they shall be returned to the Vendor and will be corrected within seven (7) work days at no additional cost to the Government. G.2.3 Payment shall be considered as being made on the day an electronic funds transfer is made. G.2.4 One (1) invoice for all services shall be submitted after all services are completed. G.2.5 USDA pays for services in arrears (after service is completed). No payments will be made prior to the completion of service. 11 | P a g e End of Section 12 | P a g e H Reserved End of Section 13 | P a g e I Contract Clauses I.1 AGAR 452.204-70 – Inquires (Feb 1988) Inquiries and all correspondence concerning this solicitation should be submitted in writing to the Contracting Officer. Offerors should contact only the Contracting Officer issuing the solicitation about any aspect of this requirement prior to contract award. (End of provision) I.2 AGAR 452.211-72 – Statement of Work/Specifications (Feb 1988) The Contractor shall furnish the necessary personnel, material, equipment, services and facilities (except as otherwise specified), to perform the Statement of Work/Specifications referenced in Section C. (End of Clause) I.3 AGAR 452.211-74 – Period of Performance (Feb 1988) The period of performance of this contract is from __Date of Award__ through __5 years__. (End of Clause) I.4 AGAR 452.246-70 – Inspection Acceptance (Feb 1988) (a) The Contracting Officer or Contracting Officer’s duly authorized representative will inspect and accept the supplies and/or services to be provided under this contract. (b) Inspection and acceptance will be performed after each service requirement is completed. (End of clause) I.5 Limitation of Authority The government assigned Project or Program Manager, Task POC, or COR are responsible for monitoring the Contractor’s performance. Any proposed modifications to the task order, such as changes to the scope of work, or to the terms and conditions of the task order must be authorized by the Contracting Officer. (End of clause) 14 | P a g e I.6 FAR 52.212-4 - CONTRACT TERMS AND CONDITIONS-COMMERCIAL ITEMS (OCT 2018) (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 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 41 U.S.C. chapter 71, Contract Disputes. 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. 15 | P a g e (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, 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., 52.232-33, Payment by Electronic Funds Transfer-System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer-Other Than System for Award Management), 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. 16 | P a g e (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 1315. (3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212- 5(b) for the appropriate EFT clause. (4) Discount. 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 payment is made. (5) 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 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 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (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 33.211 if– 17 | P a g e (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 32.607-2). (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 32.608-2 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 18 | P a g e 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. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 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, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause; (3) The clause at 52.212-5. 19 | P a g e (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. (t)[Reserved] (u) Unauthorized Obligations. (1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti- Deficiency Act violation (31 U.S.C. 1341), the following shall govern: (i) Any such clause is unenforceable against the Government. (ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause. (iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement. (2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures. (v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract. (End of clause) 20 | P a g e I.7 FAR 52.212-5 - Contract TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS-COMMERCIAL ITEMS (OCT 2020) (a)The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items: (1) 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)). (2) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (JUL 2018) (Section 1634 of Pub. L. 115-91). (3) 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (AUG 2020) (Section 889(a)(1)(A) of Pub. L. 115- 232). (4) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (NOV 2015). (5) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553). (6) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Public Laws 108- 77 and 108-78 (19 U.S.C. 3805 note)). (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.) [ ] (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (JUN 2020), with Alternate I (OCT 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402). [ ] (2) 52.203-13, Contractor Code of Business Ethics and Conduct (JUN 2020) (41 U.S.C. 3509). [ ] (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (JUN 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.) [ ] (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (JUN 2020) (Pub. L. 109-282) (31 U.S.C. 6101 note). (5) (Reserved) 21 | P a g e [ ] (6) 52.204-14, Service Contract Reporting Requirements (OCT 2016) (Pub. L. 111- 117, section 743 of Div. C). [ ] (7) 52.204-15, Service Contract Reporting Requirements for Indefinite-Delivery Contracts (OCT 2016) (Pub. L. 111-117, section 743 of Div. C). [X] (8) 52.209-6, Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment. (JUN 2020) (31 U.S.C. 6101 note). [ ] (9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (OCT 2018) (41 U.S.C. 2313). [ ] (10) (Reserved) [ ] (11)(i) 52.219-3, Notice of HUBZone Set-Aside or Sole Source Award (MAR 2020) (15 U.S.C. 657a). [ ] (ii) Alternate I (MAR 2020) of 52.219-3. [ ] (12)(i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (MAR 2020) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a). [ ] (ii) Alternate I (MAR 2020) of 52.219-4. [ ] (13) (Reserved) [X] (14)(i) 52.219-6, Notice of Total Small Business Set-Aside (MAR 2020) (15 U.S.C. 644). [ ] (ii) Alternate I (MAR 2020) of 52.219-6. [ ] (15)(i) 52.219-7, Notice of Partial Small Business Set-Aside (MAR 2020) (15 U.S.C. 644). [ ] (ii) Alternate I (MAR 2020) of 52.219-7. [ ] (16) 52.219-8, Utilization of Small Business Concerns (OCT 2018) (15 U.S.C. 637(d)(2) and (3)). [ ] (17)(i) 52.219-9, Small Business Subcontracting Plan (JUN 2020) (15 U.S.C. 637(d)(4)). [ ] (ii) Alternate I (NOV 2016) of 52.219-9. [ ] (iii) Alternate II (NOV 2016) of 52.219-9. [ ] (iv) Alternate III (JUN 2020) of 52.219-9. [ ] (v) Alternate IV (JUN 2020) of 52.219-9. [ ] (18)(i) 52.219-13, Notice of Set-Aside of Orders (MAR 2020) (15 U.S.C. 644(r)). [ ] (ii) Alternate I (MAR 2020) of 52.219-13. 22 | P a g e [ ] (19) 52.219-14, Limitations on Subcontracting (MAR 2020) (15 U.S.C. 637(a)(14)). [ ] (20) 52.219-16, Liquidated Damages-Subcontracting Plan (JAN 1999) (15 U.S.C. 637(d)(4)(F)(i)). [ ] (21) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (MAR 2020) (15 U.S.C. 657f). [X] (22)(i) 52.219-28, Post-Award Small Business Program Rerepresentation (MAY 2020) (15 U.S.C. 632(a)(2)). [ ] (ii) Alternate I (MAR 2020) of 52.219-28. [ ] (23) 52.219-29, Notice of Set-Aside for, or Sole Source Award to, Economically Disadvantaged Women-Owned Small Business (EDWOSB) Concerns (MAR 2020) (15 U.S.C. 637(m)). [ ] (24) 52.219-30, Notice of Set-Aside for, or Sole Source Award to, Women-Owned Small Business Concerns Eligible Under the Women-Owned Small Business Program (MAR 2020) (15 U.S.C. 637(m)). [ ] (25) 52.219-32, Orders Issued Directly Under Small Business Reserves (MAR 2020) (15 U.S.C. 644(r)). [ ] (26) 52.219-33, Nonmanufacturer Rule (MAR 2020) (15 U.S.C. 637(a)(17)). [X] (27) 52.222-3, Convict Labor (JUN 2003) (E.O. 11755). [ ] (28) 52.222-19, Child Labor-Cooperation with Authorities and Remedies (JAN 2020) (E.O. 13126). [X] (29) 52.222-21, Prohibition of Segregated Facilities (APR 2015). [X] (30)(i) 52.222-26, Equal Opportunity (SEP 2016) (E.O. 11246). [ ] (ii) Alternate I (FEB 1999) of 52.222-26. [ ] (31)(i) 52.222-35, Equal Opportunity for Veterans (JUN 2020) (38 U.S.C. 4212). [ ] (ii) Alternate I (JUL 2014) of 52.222-35. [X] (32)(i) 52.222-36, Equal Opportunity for Workers with Disabilities (JUN 2020) (29 U.S.C. 793). [ ] (ii) Alternate I (JUL 2014) of 52.222-36. [ ] (33) 52.222-37, Employment Reports on Veterans (JUN 2020) (38 U.S.C. 4212). 23 | P a g e [ ] (34) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496). [X] (35)(i) 52.222-50, Combating Trafficking in Persons (OCT 2020) (22 U.S.C. chapter 78 and E.O. 13627). [ ] (ii) Alternate I (MAR 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O. 13627). [ ] (36) 52.222-54, Employment Eligibility Verification (OCT 2015). (E. O. 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.) [ ] (37)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA- Designated Items (MAY 2008) (42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.) [ ] (ii) Alternate I (MAY 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.) [ ] (38) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (JUN 2016) (E.O. 13693). [ ] (39) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (JUN 2016) (E.O. 13693). [ ] (40)(i) 52.223-13, Acquisition of EPEAT®-Registered Imaging Equipment (JUN 2014) (E.O.s 13423 and 13514). [ ] (ii) Alternate I (OCT 2015) of 52.223-13. [ ] (41)(i) 52.223-14, Acquisition of EPEAT®-Registered Televisions (JUN 2014) (E.O.s 13423 and 13514). [ ] (ii) Alternate I (JUN 2014) of 52.223-14. [ ] (42) 52.223-15, Energy Efficiency in Energy-Consuming Products (MAY 2020) (42 U.S.C. 8259b). [ ] (43)(i) 52.223-16, Acquisition of EPEAT®-Registered Personal Computer Products (OCT 2015) (E.O.s 13423 and 13514). [ ] (ii) Alternate I (JUN 2014) of 52.223-16. [X] (44) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (JUN 2020) (E.O. 13513). [ ] (45) 52.223-20, Aerosols (JUN 2016) (E.O. 13693). 24 | P a g e [ ] (46) 52.223-21, Foams (JUN 2016) (E.O. 13693). [ ] (47)(i) 52.224-3, Privacy Training (JAN 2017) (5 U.S.C. 552a). [ ] (ii) Alternate I (JAN 2017) of 52.224-3. [ ] (48) 52.225-1, Buy American-Supplies (MAY 2014) (41 U.S.C. chapter 83). [ ] (49)(i) 52.225-3, Buy American-Free Trade Agreements-Israeli Trade Act (MAY 2014) (41 U.S.C. chapter 83, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, Pub. L. 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110-138, 112-41, 112-42, and 112-43. [ ] (ii) Alternate I (MAY 2014) of 52.225-3. [ ] (iii) Alternate II (MAY 2014) of 52.225-3. [ ] (iv) Alternate III (MAY 2014) of 52.225-3. [ ] (50) 52.225-5, Trade Agreements (OCT 2019) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note). [X] (51) 52.225-13, Restrictions on Certain Foreign Purchases (JUN 2008) (E.O.'s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury). [ ] (52) 52.225-26, Contractors Performing Private Security Functions Outside the United States (OCT 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note). [ ] (53) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (NOV 2007) (42 U.S.C. 5150). [ ] (54) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (NOV 2007) (42 U.S.C. 5150). [ ] (55) 52.229-12, Tax on Certain Foreign Procurements (JUN 2020). [ ] (56) 52.232-29, Terms for Financing of Purchases of Commercial Items (FEB 2002) (41 U.S.C. 4505, 10 U.S.C. 2307(f)). [ ] (57) 52.232-30, Installment Payments for Commercial Items (JAN 2017) (41 U.S.C. 4505, 10 U.S.C. 2307(f)). [X] (58) 52.232-33, Payment by Electronic Funds Transfer-System for Award Management (OCT 2018) (31 U.S.C. 3332). 25 | P a g e [ ] (59) 52.232-34, Payment by Electronic Funds Transfer - Other than System for Award Management (JUL 2013) (31 U.S.C. 3332). [X] (60) 52.232-36, Payment by Third Party (MAY 2014) (31 U.S.C. 3332). [ ] (61) 52.239-1, Privacy or Security Safeguards (AUG 1996) (5 U.S.C. 552a). [ ] (62) 52.242-5, Payments to Small Business Subcontractors (JAN 2017)(15 U.S.C. 637(d)(13)). [ ] (63)(i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631). [ ] (ii) Alternate I (APR 2003) of 52.247-64. [ ] (iii) Alternate II (FEB 2006) of 52.247-64. (c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, 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) 52.222-41, Service Contract Labor Standards (AUG 2018) (41 U.S.C. chapter 67). [ ] (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (MAY 2014) (29 U.S.C. 206 and 41 U.S.C. chapter 67). [ ] (3) 52.222-43, Fair Labor Standards Act and Service Contract Labor Standards-Price Adjustment (Multiple Year and Option Contracts) (AUG 2018) (29 U.S.C. 206 and 41 U.S.C. chapter 67). [ ] (4) 52.222-44, Fair Labor Standards Act and Service Contract Labor Standards-Price Adjustment (MAY 2014) (29 U.S.C 206 and 41 U.S.C. chapter 67). [ ] (5) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment-Requirements (MAY 2014) (41 U.S.C. chapter 67). [ ] (6) 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services-Requirements (MAY 2014) (41 U.S.C. chapter 67). [ ] (7) 52.222-55, Minimum Wages Under Executive Order 13658 (DEC 2015). [ ] (8) 52.222-62, Paid Sick Leave Under Executive Order 13706 (JAN 2017) (E.O. 13706). [ ] (9) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (JUN 2020) (42 U.S.C. 1792). Comptroller General Examination of Record. The Contractor shall comply with the provisions of 26 | P a g e this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, as defined in FAR 2.101, on the date of award of this contract, and does not contain the clause at 52.215-2, Audit and Records - Negotiation. 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. 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. As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law. (e)(1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c), and (d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in this paragraph (e)(1) of this paragraph in a subcontract for commercial items. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause- 52.203-13, Contractor Code of Business Ethics and Conduct (JUN 2020) (41 U.S.C. 3509). 52.203-19, Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (JAN 2017) (section 743 of Division E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in subsequent appropriations acts (and as extended in continuing resolutions)). 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities (JUL 2018) (Section 1634 of Pub. L. 115- 91). 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (AUG 2020) (Section 889(a)(1)(A) of Pub. L. 115-232). 52.219-8, Utilization of Small Business Concerns (OCT 2018) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds the applicable threshold specified in FAR 19.702(a) on the date of subcontract award, the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities. 27 | P a g e 52.222-21, Prohibition of Segregated Facilities (APR 2015). 52.222-26, Equal Opportunity (SEP 2016) (E.O. 11246). 52.222-35, Equal Opportunity for Veterans (JUN 2020) (38 U.S.C. 4212). 52.222-36, Equal Opportunity for Workers with Disabilities (JUN 2020) (29 U.S.C. 793). 52.222-37, Employment Reports on Veterans (JUN 2020) (38 U.S.C. 4212). 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222-40. 52.222-41, Service Contract Labor Standards (AUG 2018) (41 U.S.C. chapter 67). [X] (A) 52.222-50, Combating Trafficking in Persons (OCT 2020) (22 U.S.C. chapter 78 and E.O. 13627). [ ] (B) Alternate I (MAR 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O. 13627). 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance, Calibration, or Repair of Certain Equipment-Requirements (MAY 2014) (41 U.S.C. chapter 67). 52.222-53, Exemption from Application of the Service Contract Labor Standards to Contracts for Certain Services-Requirements (MAY 2014) (41 U.S.C. chapter 67). 52.222-54, Employment Eligibility Verification (OCT 2015) (E. O. 12989). 52.222-55, Minimum Wages Under Executive Order 13658 (DEC 2015). 52.222-62 Paid Sick Leave Under Executive Order 13706 (JAN 2017) (E.O. 13706). (xix)(A) 52.224-3, Privacy Training (JAN 2017) (5 U.S.C. 552a). (B) Alternate I (JAN 2017) of 52.224-3. 52.225-26, Contractors Performing Private Security Functions Outside the United States (OCT 2016) (Section 862, as amended, of the National Defense Authorization Act for Fiscal Year 2008; 10 U.S.C. 2302 Note). 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (JUN 2020) (42 U.S.C. 1792). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6. (End of clause) 28 | P a g e I.7 452.224-70 Confidentiality of Information. (a) Confidential information, as used in this clause, means -- (1) information or data of a personal nature, proprietary about an individual, or (2) information or data submitted by or pertaining to an organization. (b) In addition to the types of confidential information described in (a)(1) and (2) above, information which might require special consideration with regard to the timing of its disclosure may derive from studies or research, during which public disclosure of primarily invalidated findings could create an erroneous conclusion which might threaten public health or safety if acted upon. (c) The Contracting Officer and the Contractor may, by mutual consent, identify elsewhere in this contract specific information and/or categories of information which the Government will furnish to the Contractor or that the Contractor is expected to generate which is confidential. Similarly, the contracting Officer and the Contractor may, by mutual consent, identify such confidential information from time to time during the performance of the contract. Failure to agree will be settled pursuant to the "Disputes" clause. (d) If it is established that information to be utilized under this contract is subject to the Privacy Act, the Contractor will follow the rules and procedures of disclosure set forth in the Privacy Act of 1974, 5 U.S.C. 552a, and implementing regulations and policies, with respect to systems of records determined to be subject to the Privacy Act. (e) Confidential information, as defined in (a)(1) and (2) above, shall not be disclosed without the prior written consent of the individual, institution or organization. (f) Written advance notice of at least 45 days will be provided to the Contracting Officer of the Contractor's intent to release findings of studies or research, which have the possibility of adverse effects on the public or the Federal agency, as described in (b) above. If the Contracting Officer does not pose any objections in writing within the 45 day period, the contractor may proceed with disclosure. Disagreements not resolved by the Contractor and Contracting Officer will be settled pursuant to the "Disputes" clause. (g) Whenever the Contractor is uncertain with regard to the proper handling of material under the contract, or if the material in question is subject to the Privacy Act or is confidential information subject to the provisions of this clause, the Contractor shall obtain a written determination from the Contracting Officer prior to any release, disclosure, dissemination, or publication. (h) The provisions of paragraph (e) of this clause shall not apply when the information is subject to conflicting or overlapping provisions in other Federal, State or local laws. (End of Clause) End of Section 29 | P a g e J Attachments J.1 Pricing Template Unit Price Estimated Quantity for Evaluation Purposes ONLY Total UCC Filings UCC Filing – State (Online*) $ 300 $ Total Evaluated Price End of Section 30 | P a g e K Reserved End of Section 31 | P a g e L Instructions, Conditions and Notices to Offerors or Respondents L.1 Type of Award L.1.1 This will be a fixed price Blanket Purchase Agreement. L.2 Instructions for proposal/quote L.2.1 All interested and qualified parties shall provide a quote via email to: [email protected] as soon as possible. Quotes will not be accepted after 17:00 EST on December 2, 2020. L.2.2 All proposals/quotes should include: L.2.2.1 Breakdown of the pricing (See pricing attachment J); L.2.2.2 Point of contact (name, email, and telephone number); L.2.2.3 Business size; L.2.2.4 Payment terms; L.2.2.5 Taxpayer Identification Number (TIN); L.2.2.6 DUNS number. L.2.3 USDA seeks to obtain the offeror’s best price based on its evaluation of discounts, terms, conditions, and concessions offered to commercial customers. In an effort to receive the highest quality service at the lowest possible price, the government requests all available discounts on all services offered for this requirement. L.3 Requirements L.3.1 Interested and qualified parties shall register in System for Award Management (SAM) at www.sam.gov. End of Section M Evaluation Factors for Award M.1 The offerors proposal/quote will be evaluated on lowest price, technically acceptable. M.1.1 Technically acceptable for this award is the following: M.1.1.1 The vendor provided a pricing quote for each of the items in the pricing list. (See L.2.2.1) M.1.1.2 The vendor is registered in SAM (see L.3.1) M.1.1.3 The vendor is able to provide the service outlined in this RFQ. M.1.1.4 The vendor is certified by the State of Wisconsin AND any others agreed to do UCC-1 and UCC-3 filings. End of Section 31 | P a g e