HomeMy WebLinkAboutR-2019-081 Airport Use Agreement with United States Air Force; 2012 S. 16th Ave.A RESOLUTION
RESOLUTION NO. R-2019-081
authorizing the City Manager to execute an airport use agreement with the United
States Air Force, to lease property adjacent to 2012 S 16th Avenue to support the
2019 Mobility Guardian military exercise
WHEREAS, The City owns and operates Yakima Air Terminal -McAllister Field in accordance with
applicable Federal, State and Local regulations, and
WHEREAS, the Yakima Air Terminal -McAllister Field has land available for lease within parcel
number 181335-31001, located adjacent to 2012 S 16th Avenue, and
WHEREAS, the City of Yakima and United States Air Force have negotiated terms to lease a
portion of said parcel to the United States Air Force, which lease includes a license to occupy both
properties to participate in the 2019 Mobility Guardian military exercise, all terms and conditions of which
are set forth in the "Airport Use Agreement" attached hereto and incorporated herein by this reference,
and
WHEREAS, the City Council has determined that approval of such lease agreement will promote
the purposes of the Yakima Air Terminal -McAllister Field, will promote increased aviation safety as well
as the general health, safety and welfare of the citizens, and is in the best interests of residents of the
City of Yakima; Now, Therefore
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager is hereby authorized and directed to execute and administer the attached and
incorporated Airport Use Agreement with the United States Air Force, for a land lease of Yakima Air
Terminal -McAllister Field property to be used in support of the 2019 Mobility Guardian military exercise,
which lease agreement is attached hereto and incorporated herein by this reference.
ADOPTED BY THE CITY COUNCIL this 20th day of August, 2019
ATTEST
Sonya `Clar Tee, City Clerk
4
AIRPORT USE AGREEMENT
BETWEEN
THE YAKIMA AIR TERMINAL-McALLISTER FIELD AND
THE UNITED STATES AIR FORCE
THIS AGREEMENT, executed this 'S day of 2019, between the
YAKIMA AIR TERMINAL — McALLISTER HELD, a department of the City of Yakima,
Washington, hereinafter referred to as "YAT', and the United States Air Force, an agency
of the United States federal government, hereinafter referred to as "USER".
WITNESSETH:
WHEREAS, YAT operates the Yakima Air Terminal - McAllister Field, hereinafter referred
to as "YAT"; and
WHEREAS, YAT has approved facilities available for use as provided by this Agreement
and USER desires to use such facilities in accordance with this Agreement,
NOW THEREFORE, in consideration of the mutual promises contained herein and the
benefit to be derived by each party, the parties agree as follows:
1. PREMISES:
YAT does hereby agree to allow USER, and USER does hereby agree to use on an
"as needed basis" as defined herein:
A. approximately 333,049 square feet of land adjacent to 2012 S. 16th Ave in
the City of Yakima, Yakima County, Washington, (Exhibit "A") together
with the right of ingress to and egress from these premises and the public
use areas/facilities used in connection therewith, over the roadways and
designated Airport property subject to rules and regulations governing the
use of the Airport as said rules and regulations now exist and as the same
may be promulgated by YAT from time to time. The YAT may, at any time
hereafter, provide a specific legal description of the premises and such
description shall become a part of this Agreement, and;
YAT Use Agreement 8/12/2019 page 1 of 11
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1. TERM:
The term of this Agreement shall commence on September 1, 2019, and
terminate on September 30, 2019 unless otherwise terminated or extended in
writing as provided for herein. This Agreement will only be activated if the
USER needs the facility to provide access to a suitable storage hangar in
support of a brief U.S. military exercise. USER will receive a key to the building
on or after September 1, 2019 at such time as the Agreement is activated, and
USER shall return the key to the Administration Office during normal business
hours upon completion of the exercise. If the key is not returned within 2 days of
the expiration of this Agreement USER shall be charged a twenty five dollar
($25.00) key replacement fee. The key shall not be duplicated.
USER shall have the right to request to extend the original term or any future term
extension by one or more days, provided that USER delivers to YAT, not less than
twenty four (24) hours before the expiration of the current term, written notification
of its intent to extend the term and the specific length of the extension requested.
Each request shall be subject to explicit approval by YAT; if approval is not
received, the original term or latest agreed -upon term shall apply.
2. FEES:
USER promises and agrees to pay the following fees during the duration of the
exercise. For purposes of this agreement the duration of the exercise shall be from
September 6 through September 29, 2019:
A. $3,867.00 for the use of airport property identified in Exhibit A. In the event
this agreement is extended in accordance with the provisions hereof, the
USER will be assessed an additional $175.77 per day for each additional day
or portion thereof that they use the premises.
B. $13,200.00 for airfield operations, escorting, security, Notice to Airman, and
airport personnel utilized in support of the exercise. In the event this
agreement is extended, the USER shall be subject to the additional fee of
$55.00 per hour for personnel support during the extension period.
Fee payment shall be due within 30 days of invoicing following termination of the
use. The daily rates for extended use shall apply whether actual usage is for a
complete 24 hour period or any fraction thereof. All payments shall be made to the
City of Yakima, Accounts Receivable, 129 N. 2nd St, Yakima, WA 98901, and shall
identify this Agreement as the basis for the payment remitted.
YAT Use Agreement 8/12/2019 page 2 of 11
3. DEPOSIT:
No deposit is required for this Agreement.
4. TAXES AND LIENS:
YAT is responsible for all taxes and liens associated with the premises identified in
this Agreement.
USE:
USER agrees to use the premises only for an aeronautical oriented activity or for
any other use that is specifically approved by YAT and is allowed by the Airport
Master Plan and the applicable zoning. The use of the property for any other
purpose shall be deemed a material breach of this Agreement constituting grounds
for its immediate termination. USER further agrees at all times during use of the
premises identified in this Agreement to be courteous and respectful of YAT staff
and members of the public when entering, exiting and using the lease space in the
Yakima Air Terminal.
8. UTILITIES:
YAT shall be responsible for all costs associated with utility services utilized during
the USE including, but not limited to, power, natural gas, water, and sewer. YAT is
responsible for proper disposal of trash or garbage and will provide four porta
potties during actual dates of exercise, as described above. USER will be
responsible for providing appropriately self-contained showers and hand washing
stations during the conduct of the exercise.
9. PREMISES CONDITION:
USER has made a full inspection of the premises, is fully aware of its condition
except with respect to environmental conditions and accepts the premises on an
"AS -IS" basis. USER agrees to pay for any improvements, repairs and/or
modifications necessary for USER's use of the premises. USER agrees that no
improvements, repairs and/or modifications to the existing premises shall be
undertaken without prior written approval by YAT.
10. MAINTENANCE:
USER agrees to keep, maintain and return the premises to YAT upon conclusion of
the Use in a condition at least as good as the condition of the premises at the
beginning of USER's occupancy, normal wear and tear excluded. USER further
agrees that USER shall be responsible to maintain all areas, buildings, trade fixtures
and other improvements included in this Agreement, existing and future, in an
attractive and usable manner as determined by the Airport Manager and consistent
with other properties at the Airport. Maintenance shall include, but not be limited to
weed control, garbage and debris removal, painting, snow removal and pavement
maintenance. USER agrees to leave the premises in a clean and neat condition
YAT Use Agreement 8/12/2019 page 3 of 11
7
upon vacation thereof.
11. SIGNS:
No signs or other advertising matter or devices shall be used or displayed in or
about the premises or upon any portion of the Airport without the prior written
approval of the Airport Manager.
12. IMPROVEMENTS:
All buildings, construction, trade fixtures and other improvements made to the
premises by USER shall conform to applicable rules, regulations and codes, and
USER shall procure all necessary building and other applicable permits therefore.
All buildings, trade fixtures and other improvements shall be designed with a view
toward aesthetic considerations and installation shall not commence until plans and
specifications therefore have been submitted to and approved in writing by the
Airport Manager, which approval shall not be unreasonably withheld. YAT makes
no representation or guarantee as to the suitability of the premises for construction
of buildings, roads, ramps, etc., and is not responsible for the costs of excavation
and/or removal of any object found either above or below ground level except for
hazardous materials and archaeological artifacts existing prior to tenancy.
13. REVERSION OF IMPROVEMENTS:
In the event this Agreement is terminated due to default by USER or upon
expiration, or any extension of this Agreement as provided in Section 2 hereof, YAT
may, at its option, either accept ownership of the improvements constructed or
installed on the Premises, except for trade fixtures, or require USER to remove such
improvements within ten (10) days of such termination or expiration. Such removal
shall include removing the foundation, utilities, and other land improvements and
restoring the land to grade level, unless otherwise directed by YAT.
Prior to the termination or expiration of this Agreement, USER shall remove all such
trade fixtures and repair any damage to the premises caused by removal of trade
fixtures to the reasonable satisfaction of the Airport Manager. Fixtures not removed
within ten (10) days after termination or expiration shall become the property of the
YAT unless other arrangements have been previously approved in writing by the
Airport Manager.
15. REGULATIONS:
USER agrees to comply with all applicable laws, ordinances, rules, regulations and
policies of all governmental authorities having jurisdiction over the Airport, including
policies adopted by YAT, as such laws, ordinances, rules, regulations and policies
apply to the use and operation of Airport property, facilities and operations as those
laws, ordinances, rules, regulations and policies now exist or may hereafter become
effective.
YAT Use Agreement 8/12/2019 page 4 of 11
8
16. SUBLETTING:
USER shall not sublet any part of the premises.
17. ASSIGNMENT:
USER shall not assign this Agreement.
18. MISCELLANEOUS PROVISIONS:
A. The parties agree that YAT, through its Airport Manager or other person
authorized by the Airport Manager, may enter upon the premises at any reasonable
time to make such inspections as YAT may deem necessary to the proper
enforcement of any term, provision or condition of this Agreement. No such entry or
inspection by YAT is required by this provision, and the failure of YAT to enter and
make inspection shall not alter the relationship of the parties and their respective
rights and duties provided by this Agreement. USER shall be granted the right of
quiet enjoyment upon performance of all terms of this Agreement.
B. YAT may further develop or improve Airport property and facilities, regardless
of the desire or views of USER regarding any such development or improvement,
and without interference or hindrance on the part of USER and without liability to
USER, provided the operations of the USER are not unreasonably interrupted.
C. YAT reserves the right, but shall not be obligated to USER, to maintain and
keep in repair the landing area of the Airport and all publicly owned facilities of the
Airport, together with the right to direct and control all activities of USER in that
regard.
D. YAT reserves the right to take any action necessary or desirable by YAT to
protect the operations of the Airport against obstruction, or any other activity
interfering with the efficient operation of the Airport, together with the right to prevent
USER from erecting, or permitting to be erected, any building or other structure on
the Airport which, in the opinion of the Airport Manager, would limit the usefulness of
the Airport or constitute a hazard to aircraft. USER shall limit the building area to
that portion of the property which is outside of the building restriction line as defined
by the Airport Layout Plan and to a height not to exceed thirty five (35) feet.
E. During time of war or national emergency, YAT shall have the right to lease
the landing area or any part thereof to the United States of America for military use,
and, if any such lease is executed, the provisions of this Agreement shall be
suspended insofar as they are inconsistent with the provisions of the lease
agreement with the United States of America.
F. This Agreement shall be subordinate to the provisions of any existing or
future agreement between YAT and the United States of America relative to the
operation or maintenance of the Airport, the execution of which has been or may be
required as a condition to the expenditure of federal funds for the development of
the Airport.
YAT Use Agreement 8/12/2019 page 5 of 11
9
G. If the premises or any interest therein is taken as a result of the exercise of
the right of eminent domain, this Agreement shall terminate as to such portion as
may be taken. If the portion taken does not feasibly permit the continuation of the
USER's operations, USER shall have the right to terminate this Agreement. Such
termination shall be effective as of the date USER's operations cease. USER shall
be entitled to a portion of the award representing its interest in the premises. YAT
shall be entitled to the remainder of the award.
19. INDEMNITY/DUTY TO DEFEND:
Not Applicable.
20. INSURANCE:
Not Applicable.
21. DAMAGE OR DESTRUCTION:
A. TENANT IMPROVEMENTS: In the event the premises defined herein, or
improvements thereto, are partially or totally damaged by fire or other casualty, the
USER shall be responsible for the restoration of the premises to as good or better a
condition as it had existed prior to the Use by USER.
B. OTHER AIRPORT PROPERTY: In the event of damage or destruction of
Airport property caused by the USER, its agents, employees, aircraft or other
equipment, USER agrees to repair, reconstruct, or replace the affected property to
the condition which existed prior to such damage or destruction. USER further
agrees to cause such repair, reconstruction or replacement of affected property with
due diligence.
22. DEFAULT, TERMINATION & FORFEITURE:
A. The failure by USER to pay fees in the amounts and at the times specified
herein, or the failure by USER to otherwise comply with any term, provision or
condition of this Agreement, shall constitute grounds for termination of this
Agreement and forfeiture of all fees paid by USER to the time of termination. This
Agreement and tenancy shall terminate and fees paid shall be forfeited for cause as
specified above on written notice by YAT to USER stating the amount of fee in
default or otherwise stating accurately the manner in which USER fails or has failed
to comply with this Agreement. USER shall make full payment or otherwise comply
with this Agreement in the manner specified in the notice within three (3) days from
USER's receipt of such notice, otherwise this Agreement and tenancy shall be
terminated and fees paid to the point of termination forfeited. Such notice shall be
given in writing and served on USER by personal delivery or mailed by certified mail
with return receipt requested addressed to USER at its address stated below
USER's signature to this Agreement or such other address as the parties may
advise each other in writing. It is further agreed that after receipt of notices and as
an additional condition to avoid forfeiture, USER shall pay YAT's costs and
YAT Use Agreement 8/12/2019 page 6 of 11
10
expenses, including attorney's fees, for the preparation and service of such notice.
Nothing contained herein shall release or diminish USER's obligation to pay fees for
the full term of this Agreement. Notices shall be deemed received three (3) days
after mailing to USER at the address below USER's signature to this Agreement or
such other address as the parties may advise each other in writing.
B. As additional and not alternative remedy, optional with YAT and upon thirty
(30) days written notice to USER, should USER be in default hereunder other than
default in the payment of fees, YAT may cure or correct the same and the cost of
such action by YAT shall immediately become due and payable from USER,
together with late fees on said sum at a rate of twelve percent (12%) per annum,
and the non-payment of said sum by USER shall be adequate grounds for YAT to
invoke the other remedies as provided in this Agreement.
C. Upon termination of this Agreement for any reason, USER shall immediately
surrender the premises to the YAT in as good a condition and repair as exited prior
to the Use, ordinary wear and usage excepted; and USER shall remove all of
USER'S personal property, trade fixtures, equipment or improvements removable by
prior agreement with YAT from the premises and shall repair any damage to the
premises caused by such removal. Any personal property of USER, or anyone
claiming under USER, which shall remain upon the premises at the expiration or
termination of this Agreement shall be deemed to have been abandoned and may
be retained by YAT as YAT's property or disposed of by YAT in such manner as
YAT sees fit without compensation to any party.
23. NON-DISCRIMINATION CLAUSE:
To the extent required by law and not in conflict with USER's specifically authorized
personnel policies and practices, USER, for itself, its personal representative,
successors in interest and assigns, as a part of the consideration hereof, does
hereby covenant and agree as follows:
A. No person, on the grounds of race, color, religion, sex, age, marital status,
handicap or national origin, shall be unreasonably excluded from participation in,
denied the benefits of, or be otherwise subjected to discrimination in USER's
personnel policies and practices or in the use or operation of USER's services or
facilities.
B. USER agrees that in the construction of any improvements on, over or under
Airport land and the furnishing of services thereon, no person, on the grounds of
race, color, religion, sex, marital status, handicap, age or national origin, shall be
unreasonably excluded from participation in, denied the benefits of, or otherwise be
subjected to discrimination.
C. USER shall use the Premises in compliance with all other requirements
imposed by or pursuant to Title 49. Code of Federal Regulations, Department of
Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in
Federally Assisted Programs of the Department of Transportation -Effectuation of
YAT Use Agreement 8/12/2019 page 7 of 11
11
Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended.
D. It is the policy of the Department of Transportation that minority business
enterprise as defined in 49 CFR Part 23, i.e., firms owned and controlled by
minorities; firms owned and controlled by women and firms owned and controlled by
financially disadvantaged persons; shall have the maximum opportunity to
participate in the performance of leases as defined in 49 CFR Section 23.5.
Consequently, this Agreement is subject to 49 CFR Part 23 as applicable.
24. NON -WAIVER:
The failure by one party to require performance of any provision of this
Agreement shall not affect that party's right to require performance at any time
thereafter, nor shall a waiver of any breach or default of this Agreement
constitute a waiver of any subsequent breach or default or a waiver of the
provision itself.
25. INTEGRATION:
This document embodies the entire Agreement between the parties with respect to
the subject matter herein contained. No amendments or modifications hereof shall
be enforceable unless in writing, signed by the party to be charged.
26. JURISDICTION AND VENUE
This Agreement shall be administered and interpreted under the laws of the State of
Washington and under applicable federal law provisions. Jurisdiction of litigation
arising from this Agreement shall be in Washington State. If any part of this
Agreement is found to conflict with applicable state and federal laws, such part shall
be inoperative, null, and void insofar as it conflicts with said laws, but the remainder
of this Agreement shall be in full force and effect. Venue for all disputes arising
under this Agreement shall be in the federal court in Yakima County, State of
Washington.
27. DISPUTE RESOLUTION
In the event that any dispute shall arise as to the interpretation of this agreement, or
in the event of a notice of default as to whether such default does constitute a
breach of the contract, and if the parties hereto cannot mutually settle such
differences, then the parties shall first pursue mediation as a means to resolve the
dispute. If the afore mentioned methods are either not successful then any dispute
relating to this Agreement shall be decided in the federal court in Yakima County, in
accordance with the laws of Washington and of the United States, as shall be
applicable. If both parties consent in writing, other available means of dispute
resolution may be implemented.
Time is of the essence of this entire Agreement.
YAT Use Agreement 8/12/2019 page 8 of 11
12
YAT:
City of Yakima
YAKIMA AIR TERMINAL - McALLISTER FIELD
2406 W. Washington Avenue, Suite B
Yakima, Washington 98903
(509) 575-6149 - phone
(509) 575-6185 - fax
STATE OF WASHINGTON
County of Yakima
certify that I know or have satisfactory evidence that ( '( m-- signed this
instrument, on oath stated that he was authorized to execute the instrument and
acknowledged it as the Interim City Manager respectively of the City of Yakima to be the
free and voluntary act of such party for the uses and purposes mentioned in the
instrumen
Date
By:
Notary Public
Appointment Expires
CITY CONTRACT
� v l��
.
RESOLUTION NO:-,+'
Notary Patti
COMM,te of 'Washington
EXPIRES.. OCT. 2% 20
COMM.
YAT Use Agreement 8/12/2019 page 9 of 11
13
USER:
United States Air Force
Mailing Address:
763d Specialized Contracting Squadron
510 POW/MIA Drive, Bldg P40, Suite E1004
Scott AFB, IL 62225
Telephone: 618-229-0805
LORIG.BROOKE Digitaliy signed by
LORIG.BROOKEZELL.1178
ZELL.11784743 474304
Date: 2019.09.03 08:59:28
04 -050003 Sep 19
BROOKE Z. LORIG, DAF, GS-12 Date
Contracting Officer
This agreement does not constitute a contract between the Government and the City of Yakima.
See contract FA445219CA012.
YAT Use Agreement 8/12/2019 page 10 of 11
Exhibit "A"
See travel times, traffic and nearby places
YAT Use Agreement 8/12/2019
14
page 11 of 11
1
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEM ENT
Item No. 6.N.
For Meeting of: August 20, 2019
ITEM TITLE: Resolution authorizing an airport use agreement with the United
States Air Force, to lease property located at 2012 S. 16th Avenue
to support the 2019 Mobility Guardian military exercise
SUBMITTED BY: Rob Peterson, Airport Director, 575-6149
SUMMARY EXPLANATION:
Air Mobility Command's second Mobility Guardian readiness exercise is scheduled to be held
September 1 through September 30, 2019, at Joint Base Lewis McChord, Washington. Joint
Base Lewis McChord and Fairchild Air Force Base, along with the Yakima Air Terminal McAllister
Field, Yakima Training Center and Grant County International Airport provide ideal environments
to train United States Air Force and international mobility air forces. More than 2,000 members of
the U. S. Air Force, Air Force Reserve, Air National Guard, and 11 international partners will be
attending.
The exercise is expected to be the most realistic, real -world, scenario -driven exercise the
command has ever under taken. It was designed to allow the forces to "train like they fight" by
developing and improving techniques and procedures that enhance air mobility operations and
improve interoperability. Aircraft slated to visit the Yakima Air Terminal McAllister Field are C-17
Globemaster, C-130 Hercules, KC-135 Stratotankers, Blackhawk helicopters, and Chincook
helicopters.
ITEM BUDGETED:
STRATEGIC PRIORITY:
APPROVED FOR
SUBMITTAL:
City Manager
STAFF RECOMMENDATION:
Adopt resolution
2
BOARD/COMMITTEE RECOMMENDATION:
ATTACHMENTS:
Description Upload Date Type
D Mobility artrdian Resolution an,sizoin timer Memo
D Mobility Gttardon Agreement 31.5'2019 ac Memo
PAGE 1 OF 21
SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS
OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30
1, REQUISITION NUMBER
F3SF389227A001
PAGE 1 OF
21
2. CONTRACT NO
FA445219CA012
3. AWARD/EFFECTIVE
DATE
4, ORDER NUMBER
5. SOLICITATION NUMBER
6. SOLICITATION ISSUE
DATE
7. FOR SOLICITATION
INFORMATION CALL:
a. NAME
Brooke Lorig, Contracting Officer
b. TELEPHONE NUMBER (No collect
calls)
618-229-0805
8, OFFER DUE DATE/
LOCAL TIME
9, ISSUED BY
FA4452 763 SCONS PKP
CP 618 256 9982
510 POW MIA DR BLDG P40
SCOTT AFB, IL 62225-5420
United States
Brooke Lorig, Contracting Officer
Brooke Long, Contract Specialist
CODE
FA4452
10. THIS ACQUISITION IS
EI SMALL BUSINESS
�1 HUBZONE SMALL
1-1 BUSINESS
SERVICE -DISABLED
VETERAN -OWNED
SMALL BUSINESS
L..
UNRESTRICTED OR SET ASIDE
WOMEN -OWNED SMALL BUSINESS
(WOSB) ELIGIBLE UNDER THE WOMEN -OWNED
SMALL BUSINESS PROGRAM NAICS:
EDWOSB 531190
8 (A)
% FOR:
SIZE STANDARD:
11. DELIVERY FOR FOB DESTINA-
TION UNLESS BLOCK IS
MARKED
❑ SEE SCHEDULE
12. DISCOUNT TERMS
Net Days 30
f 13a, THIS CONTRACT IS A
RATED ORDER UNDER
DPAS (15 CFR 700)
13b. RATING
14, METHOD OF SOLICITATION
RFQ fl IFB
RFP
15, DELIVER TO
SEE SCHEDULE
CODE
16. ADMINISTERED BY
FA4452 763 SCONS PKP
CP 618 256 9982
510 POW MIA DR BLDG P40
SCOTT AFB, IL 82225-5420
United Stales
CODE
FA4452
17a. CONTRACTOR/
OFFEROR
Yakima, City of
Isabel Cruz
129 N 2nd St
Yakima, WA
98901
CODE
1NCD7
TELEPHONE NO, 509-576-6687
FACILITY
CODE
18a. PAYMENT WILL BE MADE BY
ACCTG DISB STA NR 387700
ACCTG DISB STA NR 387700
DFAS DEAMS
27 ARKANSAS RD
LIMESTONE, ME 04751-6216
United States
CODE
F87700
17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN
OFFER
18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK
BELOW IS CHECKED SEE ADDENDUM
19.
ITEM NO.
20.
SCHEDULE OF SUPPLIES/SERVICES
21,
QUANTITY
22,
UNIT
23.
UNIT PRICE
24.
AMOUNT
See Schedule
Use Reverse and/or Attach Additional Sheets as Necessary)
25, ACCOUNTING AND APPROPRIATION DATA
See Section G
26. TOTAL AWARD AMOUNT (For Govt. Use Only)
$17,067.00
II
27a.. SOLICITATION INCORPORATES BY REFERENCE FAR 52,212-1, 52,212-4, FAR 52 212-3 AND 52 212-5 ARE ATTACHED. ADDENDA
27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52 212-4.. FAR 52.212-5 IS ATTACHED, ADDENDA
ARE u ARE NOT ATTACHED
ARE ARE NOT ATTACHED
I^ 28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN 1
COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND
DELIVER ALL ITE . SET 1 '*RTH OR OT PI RWISE (DE T FIED ABOVE AND ON ANY
A rJoNAL S)J r TS UNDITIONS SPECIFIED
ND TLE OF SIGNER (Type
AUTHORIZED FOR LOCAL REPDUCTION1LI
PREVIOUS EDITION IS NOT USABLE
CITY CONTRACT NO:
RESOLUTION NO:
29, AWARD OF CONTRACT: REF, OFFER
DATED YOUR OFFER ON SOLICITATION
(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE
SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:
31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER
LORIG.BROOKE.ZELL.1 Digitally signed by
LORI G. BROO KE.ZE LL.1178474304
7 : 47 14 pata. J019 OR 70 16.0R 49-09'110'
1b, NAME OF CONTRACTING OFFICER (Type or print)
Brooke Z. Lorig
31c. DATE SIGNED
STANDARD FORM 1449 (REV, 2/2012)
Prescribed by GSA - FAR (48 CFR) 53.212
PAGE 2 OF 21
Solicitation/Contract Form
FA445219CA012
PAGE 3 OF 21
Supplies or Services and Prices/Cost
Additional Information/Notes
�0002
000201
�
Supplies/Service
Use of YKIVI See Airport Use Agreement
Product Service Code: X18D
Firm Fixed Price
�Funding for CLN00O1
Purchase Requisition Number:
F3GF380227AO01
C|N:00000000000004800088
ACRN: AA
Admin/}xenheadSee Airport Use
Agreement
Product Service Code: X1BD
Firm Fixed Price
Funding for CUNUOO2
�Purchase Requisition Number:
F3QF389227A001
C|N:00000000000004806088
ACRN: AA
� Quantity l
1.0
1.O
Lot
Lot
Unit
Unit Price
Amount
Firm Price
U8D3.887.U0
Funded Amount
UGD3.8G7.00
Funded Amount
U8D3.D67.00
Firm Price
USD 13.200.00
Funded Amount
V8D 13.300.00
Funded Amount
U8D13.2OU.O0
pA4*5219CA012
PAGE 4 OF 21
Description/Specifications/Statement of Work
Requirements
Use of Yakima Air Terminal - McAllister Field to support the 2019 Mobility Guardian Exercise.
FA445219CA012
PAGE 5 OF 21
Packaging and Marking
FA445219CA012
PAGE 6 OF 21
Inspection and Acceptance
0001 Inspection and Acceptance Location
Both
Other
Instructions: See Airport Use Agreement
DmOAAC:F3SF38
Cege�
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United Sto0oo
DfficeCudo:
TSgt Scott Hurst
Telephone:81O'22S'3OOO
Email: scott.hurst.l@us.af.mil
0003 Inspection and Acceptance Location
Both
Other
Instructions: See Airport Use Agreement
DuDAAC:F3SF38
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DunsNumber:
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CountryCode: USA
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OffioeCode:
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To|aphune:O18-22S-3GOO
PAGE 7 OF 21
Deliveries or Performance
Government
Destination
0001 Delivery Schedule Ship To Address
Delivery Period
068EP2O19
2SSEP2O1S
1.0 Lot
Period of Performance
From
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OffineCode:
TSgt Scott Hurst
To|ephnno:018'228-3OOO
Email: scott.hurst.l@us.af.mil
0002 Delivery Schedule Ship To Address
Delivery Period
058EP2U1Q
29GEP2O1Q
1.ULot
Period of Performance
From
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OfficeCode:
TSgt Scott Hurst
Telophuno:M18'22S'30O0
PAGE 8 OF 21
29 SEP 2019
000201
FA445219CA012
PAGE 9 OF 21
Contract Administration Data
ACRN
AA
AA
Line mfAccounting
�5793400 30905NH 1310SO025590141897F387700F87700ESP:EH
000101
CUN/SUN
00000000000004806688
00000000000004806688
DFARS Clauses Incorporated by Reference
Number
252.232-7003
C|N
�USD17.007.OD
F �--Amount
Title Effective Date
Electronic Submission of Payment Requests and Receiving Reports, 2018-12
DFARS Clauses Incorporated by Full Text
252.233'7006 Wide Area \8orkF|oxv Payment Instructions. 2010-12
Aaprescribed in232.7004(b).use the following clause:
WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (DEC 2U18)
(a)Definitions. Asused inthis clause -
Department ofDefenoaAnivityAddnemoCode(DoD/AC)ivaoixpouibonoodethotunique|yidendfioaaunit.ac1ixity.or
organization.
Document type means the type ofpayment request orreceiving report available for creation inWide Area VVurtFlow
(YAVVp).
Local processing office (LPO) is the office responsible for payment certification when payment certification is done external to
the entitlement system.
Payment request and receiving report are defined in the clause at 252.232-7003, Electronic Submission of Payment
Requests and Receiving Reports.
(b) Electronic invoicing. The WAWF system provides the method to electronically process vendor payment requests and
receiving reports, as authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232-7003, Electronic
Submission of Payment Requests and Receiving Reports,
(c) WAWF access. To access WAWF, the Contractor shall-
(1) Have designated electronic business point of contact in the System for Award Management at httpa:&mvmm.sam.gov;
and
(2) Be registered to use WAWF at https://wawf.eb, mil/ following the step-by-step procedures for self- reg i stration available at
this web site.
(d) WAWF training. The Contractor should follow the training instructions of the WAWF Web -Based Training Course and use
the Practice Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the Web
Based Training link onthe VVAVVFhome page othMpn://waw[ebmi|/
(e) WAWF methods of document submission. Document submissions may be via web entry, Electronic Data Interchange, or
File Transfer Protocol.
p) WAWF payment instructions. The Contractor shall use the following information when submitting payment requests and
receiving reports inVVAVVFfor this contract ortask ordelivery order:
(1) Document type. The Contractor shall submit payment requests using the following document type(s):
(i) For cost -type line items, including labor -hour or time -and -materials, submit a cost voucher.
(ii)For fixed price line items
(A) That require shipment of a deliverable, submit the invoice and receiving report specified by the Contracting Officer,
_COMBO_'
(Contracting Officer: Insert applicable invoice and receiving report document type(s) for fixed price line items that require
shipment ofade|ivarob|e.)
(B) For services that do not require shipment of a deliverable, submit either the Invoice 2inl, which meets the requirements
for the invoice and receiving report, or the applicable invoice and receiving report, as specified by the Contracting Officer.
—COMBO __
(Contracting Officer: Insert either Invoice 2in1 or the applicable invoice and receiving report document type(s) for fixed price
PAGE 10 OF 21
(iii) For customary progress payments based on costs incurred, submit a progress payment request.
(iv) For performance based payments, submit a performance based payment request.
~ (v) For commercial item financing, submit oummomio| item financing request.
(2))Fast Pay requests are only permitted when Federal Acquisition Regulation (FAR) 52.213-1 iuincluded inthe contract.
M [Note:The Contractor may use oNAWFcombo document type to create some combinations ofinvoice and receiving
report mone stepJ
(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields
in WAWF when creating payment requests and receiving reports in the system.
Routing Data Table*
� Field Nome inVVAVVF Data 0ubeentered inVVAVVF �
;.Pay Official DoDA4C||F8770O__|
|'Issue ByDoDAAC||__FA4452__�
|AdminDoDAAC11__FA4452__|
� Inspect By DoDAAC 11__F3SF38__�
|Ship TuCode ||__F3SF38__|
Ship From Code
K |Mark For Code �
Service Approver (]oD/AC)�� �
1Service Acceptor (]uD/V\C)||__F3SF38__�
Accept atOther DoD/AC
LPDOoDAAC�� �
DCAAAuditor OoDAAC�� �
Other DoDAAC(s)
(*Contracting Officer: Insert applicable DoDAAC information. If multiple ship to/acceptance locations apply, insert See
Schedule nrNot opp|inmble.)
F~ContractingOfficer: |fthe contract provides for progress payments or performance -based payments, insert the DoDAAC
for the contract administration office assigned the functions under FAR 42.302(a)(1 3).)
(4) Payment request. The Contractor shall ensure a payment request includes documentation appropriate to the type of
payment request in accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation
52.210'7.Allowable Cost and Payment, aoapplicable.
(5)Receiving report. The Contractor shall ensure areceiving report meets the requirements ofOFARSAppendix F.
(g)VAWFpoint ofcontact.
(1) The Contractor may obtain clarification regarding invoicing inVVAVVFfrom the following contracting auUvityoVVAVVF point
of contact.
—Brooke Lohg.bmoke]nhg.1@uu.o[mi|.O1O'229'0DO5__
(Contracting OfDmac Insert applicable information orNot opp|ioab|e.)
(2)Contact the VVAVVFha|pdeskmd80O'O18'5Q88.ifassistance isneeded.
(End nfclause)
PAGE 11 OF 21
Special Contract Requirements
FA445219GA012
PAGE 12 OF 21
Contract Clauses
FAR Clauses Incorporated by Reference
Number
52.2O3-}
52.2U4-25
52.232-40
Title
Gratuities.
Prohibition unContracting for Certain Telecommunications and
Video Surveillance Services urEquipment.
Providing Accelerated Payments 0uSmall Business Subcontractors,
DFARS Clauses Incorporated by Reference
Number
252.203'7000
252.204'7008
252.204'7012
252.204'7015
252.232'7010
252.237'7010
252.244-7000
Title
Requirements Relating toCompensation ofFormer DoDOfficials
Compliance with Safeguarding Covered Defense Information Controls.
Safeguarding Covered Defense Information and CyberIncident
Reporting.
Notice ofAuthorized Disclosure ufInformation for Litigation Support.
Levies unContract Payments.
Prohibition nnInterrogation ofDetainees byContractor Personnel.
Subcontracts for Commercial Items
FAR Clauses Incorporated by Full Text
Effective Date
1S84-}4
2019-08
2U13'12
Effective Date
2O11-09
2O1O'1U
2O10'1O
2O1G-05
2UU012
2013'U0
2U13'UG
52.204-13 System for Award Management Maintenance. 2O18-1O
8uprescribed in411O5(b).use the following clause:
System for Award Management Maintenance. (Oct 2O18)
(a)Definitions, Aaused inthis clause -
"Electronic Funds Transfer (EFT) indicator" means a four -character suffix to the unique entity identifier. The suffix is assigned
at the discretion of the commercial, nonprofit, or Government entity to establish additional System for Award Management
(SAM) records for identifying alternative EFT accounts (see subpart 32.11) for the same entity.
"Registered inthe System for Award Management (SAM)^means that-
(1) The Contractor has entered all mandatory information, including the unique entity identifier and the EFT indicator
(if applicable), the Commercial and Government Entity (CAGE) code, as well as data required by the Federal Funding
Accountability and Transparency Act cf2000(see subpart 4.14).into SAM;
(2) The Contractor has completed the Core, Assertions, Representations and Certifications, and Points of Contact sections of
the registration in SAM;
(3) The Government has validated all mandatory data fields, to include validation of the Taxpayer Identification Number
(TIN) with the Internal Revenue Service (IRS). The Contractor will be required to provide consent for TIN validation to the
Government ooapart ofthe SAM registration process; and
(4)The Government has marked the record "Active".
"System for Award Management (SAM)" means the primary Government repository for prospective Federal awardee and
Federal awardee information and the centralized Government system for certain contracting, grants, and other assistance-
relatedpmoeuaua |tinc|udea'
(1)Da!auo||octodhnmpmopocLiveFedera|owandeoorequinedfo,thecnnductofbuainunuvviththeGuvernment�
(2) Prospective contractor -submitted annual representations and certifications in accordance with FAR subpart 4.12; and
(3) Identification of those parties excluded from receiving Federal contracts, certain subcontracts, and certain types of
Federal financial and non -financial assistance and benefits.
"Unique entity identifier" means a number or other identifier used to identify a specific commercial, nonprofit, or Government
entity. See www.sam.gov for the designated entity for establishing unique entity identifiers.
(b) If the solicitation for this contract contained the provision 52.204'7with its Alternate |. and the Contractor was unable to
register prior to award, the Contractor shall be registered in SAM within 30 days after award or before three days prior to
submission ofthe first invoice, whichever occurs first.
(c) The Contractor shall maintain registration in SAM during contract performance and through final payment of any contract,
basic agreement, basic ordering agreement, or blanket purchasing agreement. The Contractor is responsible for the
currency, accuracy and completeness of the data within SAM, and for any liability resulting from the Government's reliance
on inaccurate or incomplete data. To remain registered in SAM after the initial registration, the Contractor is required to
review and update on an annual basis, from the date of initial registration or subsequent updates, its information in SAM
toensure itiocurrent, accurate and complete. Updating information inSAMdoes not alter the terms and conditions ofthis
contract and is not a substitute for a properly executed contractual document.
Fx44521eCA012
PAGE 13 OF 21
(d)
(1)
(i) If a Contractor has legally changed its business name or "doing business as" name (whichever is shown on the contract),
or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding
novation and change -of -name agreements in subpart 42.12, the Contractor shall provide the responsible Contracting Officer
aminimum ofone business day'owritten notification cfits intention 0o'
VVChongethenomein8AK8;
(B)Comply with the requirements ufsubpart 42.12ofthe FAR; and
(C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor shall
provide with the notification sufficient documentation to support the legally changed name.
(ii) If the Contractor fails 0ucomply with the requirements ofparagraph (d)(1)(i) ofthis clause, orfails to perform the
agreement at paragraph (d)(1)(i)(C) of this clause, and, in the absence of a properly executed novation or change -of -name
agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be
ounuidenodtubeinnormotinfonnotionwithinthemeaningof1ho''SuupenoionofPuymont"panagnaphofdhee|ectroniofundo
transfer (ER)clause ofthis contract.
(2) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in SAM
record to reflect an assignee for the purpose of assignment of claims (see FAR subpart 32.8, Assignment of Claims).
Assignees shall be separately registered in the SAK8. Information provided to the Contractor's 8AK8 record that indicates
payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect
infonnotiunwbhinthomoaningcftho^GuspanoionofPaymenr'ponagnyphnfthoEFTo|auoecf this contract.
(3) The Contractor shall ensure that the unique entity identifier is maintained with the entity designated at www.sam.gov for
establishment of the unique entity identifier throughout the life of the contract. The Contractor shall communicate any change
to the unique entity identifier to the Contracting Officer within 30 days after the change, so an appropriate modification can be
issued 0oupdate the data nnthe contract. A change in the unique entity identifier does not necessarily require a novation be
accomplished.
(e) Contractors may obtain additional information on registration and annual confirmation requirements at https://
vwww.oam.guv.
(End nfclause)
52.212-4 Contract Terms and Conditions -Commercial |bernm. 2018-10
As prescribed in 12.301(b)(3). insert the following clause:
Contract Terms and Conditions -Commercial Items (Oct 2U18)
(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 oomicaa at no increase in unntnoot price. |fnepoir/mp|acament or epedbrmancewiU 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)VWthinore000nab|etimea#orthedafectwaodiacoxorodurshou|dhavebeondionnvemd;ond
(2) Before any substantial change occurs inthe condition ufthe item, unless the change iadue tothe defect inthe 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.
(*Chohgeo Changes in the terms and conditions of this contract may be made only by written agreement of the parties.
(d) Disputes. This contract iusubject to41U.8'C.choptor71. Contract Disputes. Failure ofthe parties tothis contract to roach
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 ofthe cessation ufsuch occurrence.
(g)
Invoice.
(1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address
designated inthe contract boreceive invoices. Aninvoice must indude'
(i)NomeondoddmooufthoContrudnc
(ii)Invoice date and number;
(iii) Contract number, line item number and, ifapplicable, the order number;
(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;
Fx445219Cx012
PAGE 14 OF 21
(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on
Government bill oflading;
(vVTerms ofany discount for prompt payment offered-,
(vi0Name and address ofofficial bowhom payment ia0obeuent
(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 byElectronic Funds Transfer -System for Award Management, or52.232'34.
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 bohandled inaccordance with the Prompt Payment Act (31 U.S.C`38O3)and Office ofManagement and
Budget (OMB)prompt payment regulations ag5CFRPort1315.
(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability,
including costs, for actual oralleged 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 nfsuch claims and proceedings.
(i)paymun1,
(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered tothe delivery
destinations set forth in this contract.
(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment AoL(31 U.3.C.3903)ond
prompt payment regulations ot 5CFRPurt1315.
(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 onocontract financing urinvoice 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, ifapplicable;
(C) Affected line item oruub|ineitem, ifapplicable; and
(D) Contractor point ofcontact.
(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.
(6)|nterest.
(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 ofthe Treasury aoprovided in41 U.S.C.71O9.which isapplicable 0nthe period inwhich the amount becomes
due, amprovided in(i)(0)(v)ofthis clause, and then ot the rate applicable for each six-month period osfixed bythe Secretary
until the amount iupaid.
(ii) The Government may issue a demand for payment to the Contractor upon finding a debt isdue under the contract.
(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if -
(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30
days-,
(B) The Contractor fails Uoliquidate odebt 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
32.007'2).
(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 eathe original demand for payment.
(0Amounts shall badue atthe earliest ofthe following dates:
KVThe 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
ondingon'
PAGE 15op21'
(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been
withheld oaocredit 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.
(viVThe interest charge made under this clause may be reduced under the procedures prescribed in 32.608-2 of the Federal
Acquisition Regulation ineffect unthe date ufthis contract.
0) 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 ofthe supplies hoacarrier, iftransportation ia[ub.origin; or
(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation io[ob.destination.
(WTaxeo. The contract price includes all applicable Fedena|. State. and local taxes and duties.
(1) 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 inthis 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 toits performance under this contract.
(r) Compliance with |ewo unique to Government contracts. The Contractor agrees tu 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 huofficials not 0o
benefit; 4UL/S.C.chapter 37.Contract Work Hours and Safety Standanda�41 U.S.C.chapter 87.Kiukbooko�41 U.S.C.4712
and 1OU.S.C.24UQrelating Vowhiat|eb|owerprotections; 49U,Q.C.4O118.Fly Amehcon�and 41 U.G.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 ofoupp|iea/somicao
(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique 0oGovernment
Contracts, and Unauthorized Obligations paragraphs ufthis clause;
(3)The clause at52.212'5.
(4) Addenda to this solicitation or contract, including any license agreements for computer software.
(5) Solicitation provisions ifthis iaosolicitation.
(6)Other paragraphs ofthis clause,
(7)The Standard Form 1440.
(8) Other documents, exhibits, and attachments.
(8) The specification. ^
gV[Reaemad]
(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 JOS), 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:
WAny such clause inunenforceable 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-
wrapognoemenb$.enecudnndoounotbindtheGovnmmentoranyGoxemmenteuthohzedendusorVoouchdauno.
(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.
PAGE 1oorm
(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that ioexpressly 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
xiotho8yuhamforAwondW4anegoment(SAKU).anuinoorporatadbynaharenooin1othacontrect.
52.212-5 Contract Terms and Conditions Required to Implement Statutes or Executive Orders -
Commercial Items. 2019-05
As prescribed in 12.301(b)(4). insert the following clause:
Contract Terms and Conditions Required to Implement Statutes or Executive Orders -Commercial Items (May2019)
(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
DixioionE.TiUeV||.oftheConnu|idatodandFurtborCon8inuingAppmphaUonuAu.2O15(Pub.L113'235)andheauoonaoor
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 1O34cfPub. L115'Q1).
(3) 52.200'10. Prohibition on Contracting with Inverted Domestic Corporations (Nox2O15).
(4)52.2333. Protest After Award (Aug 1996) (31 U.S.C.3553).
(5)52233-4.Applicable Law for Breach ofContract Claim (Oct 2OO4) (Public Laws 1O8'77and 1OO'7D(19U.S.C.38U5noto)).
(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated aobeing
incorporated inthis contract by reference to implement provisions nflaw urExecutive orders applicable to acquisitions of
nnmmonc|e| items:
[Contracting Officer check oaoppmphaha]
(1)52.2U3'0.Restrictions nnSubcontractor Sales buthe Government (Sept 2000}.with Alternate | (Oct 1QA5)
(41U.S.C.47O4and 1UU.S.C.24O2).
(2)522O3'13.Contractor Code nfBusiness Ethics and Conduct (Oct 2U15)(41U.S.C.350S)).
(3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (June 2010)
(Section 1553ofPub, L 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)
(4)52.2U4'1O.Reporting Executive Compensation and First -Tier Subcontract Awards (Oct 2D18)(Pub.L1OQ'282)
(31U.S.C'6101nute).
(5)[Raoamed].
(6)52.2O4'14.Service Contract Reporting Requirements (Oct 201O)(Pub.L111'117.section 743ofDiv. [).
(7)52.2O445.Service Contract Reporting Requirements for Indefinite -Delivery Contracts (Oct 2U10)(Pub.L111417.
section 743cfDiv. C).
(8) 52.209'6. Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or
Proposed for Debarment. (Oct 2O15)(31US.C.01O1nute).
(Q)52.2OS'S.Updates ofPublicly Available Information Regarding Responsibility Matters (Oct 2U18)(41UG°C.2313).
(10)[Rouomed].
(11)
(i}52.219-3.Notice ofHUBZonoSet-Aside orSole-Source Award (Nov 2U11)(15U.S.C.857a.
(ii)A|hernate | (Nox2U11) of52.21Q'3.
(12)
(i) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Oct 2014) (if the offeror elects bz
waive the preference, itshall aoindicate inits offer) (15U.S.C.057a).
VVAlternate | (Jan 2O11)cf5221Q'4.
(13) [Reserved]
(14)
W52.21g-6.Notice ofTotal Small Business Set -Aside (Nov 2U11)(15U.S.C.O44.
(ii)Alternate | (Nov 2011).
(iii)Alternate U(Nov 2O11).
(15)
052.210-7.Notice ufPartial Small Business Set -Aside (June 2UO3 (15U.S.C.044.
(ii}Alternate | (Oct 1Q05 of52.21S'7.
(iii)Akemote U UNar2UO4 of52.210'7.
(16) 52.219'8. Utilization of Small Business Concerns (Jct2018} (15U.S.C.637(d)C2) and (3)).
(17)
(i)52.219'9.Small Business Subcontracting Plan V\ug2O18>(15U.S.C837(d)pU}
(ii)A|0emate | (Jan 2O17)of52.218'9.
0iVAlternate U(Nov 2U1O)of52.219-}.
VmAlternate III (Nov 2O1G)of52.21Q-).
(v)Alternate |V(Aug 2O18)cf52.210-9
__x__(18)52.21Q'13.Notice ofSet-Aside nfOrders (Nov 2011)(15U.G.C.844(r)).
(1S)52.21Q'14.Limitations onSubcontracting (Jan 2O17><15U.S.C.837V$(14)).
(2O)52.21Q'10.Liquidated Damages -Subcontracting Plan (Jan 1QS0)(15U.G.C.037(d)(4)(F)(i)).
(21)52.219-27.Notice ofService-Disabled Veteran -Owned Small Business Set -Aside (Nov 2O11)(15U.S.C.O57V.
PAGE noru1
x__CZ2 52�219�8.PmgAward 8moUBu�nouaPmgramRwnepn*uen�UonWu|2O13)(15U3.C.832�)CZD.
(23) 52.219-29, Notice of Set -Aside for, or Sole Source Award to, Economically Disadvantaged Women -Owned Small
Business Concerns (Dec 2015)(15U.8.C.G37(m))
____(24)52.218'30.Notice ufSet-Aside for, urSole Source Award to, Women -Owned Small Business Concerns Eligible
Under the Women -Owned Small Business Program (Doo2U15)(15U.S.C.O37(m)).
(25)52.222'3.Convict Labor (June 20U3)(E.O.11755)
(2O)5Z222'19.Child Labor -Cooperation with Authorities and Remedies (Jan 2O1D)(E.C|`13128).
___x__(27)52.222'21.Prohibition ofSegregated Facilities (Apr 2U15}.
(28)
(i)52.222'%8.Equal Opportunity (Sept 2U18)(E.O.11248).
(ii)Alternate | (Feb 1999)of52.222'26.
� (29)
052.222-35.Equal Opportunity for Veterans (Oct2O15)(38U.SiC4212).
(ii)Alternate | (July 2U14)of52222-35.
(i) 52^222'30. Equal Opportunity for Workers with Disabilities (Jul 2014) (29U.S.C793).
(ii)A|UemaUe | (Ju|y2U14) uf52.222'3U.
(31)52.222-37.Employment Reports onVeterans (Feb 2U10)(38U.S.C.4212).
(32)52.2224O.Notification cfEmployee Rights Under the National Labor Relations Act (Dec 2O10)(E.O.134Q0).
_X_(33)
(i)52222'5O. Combating Trafficking inPersons (Jan 2O10)(22U.8.C.ohopter7Oand ED 13827).
(ii)Alternate | (Mar 2O15)of52.222'5O(22U.S.C.nhoptor78and ED.13827)
(34)52222'54.Employment Eligibility Verification (Oct 2O15).(Executive Order 12S89).(Not applicable tothe
acquisition of commercially available off -the -shelf items or certain other types of commercial items as prescribed in 22.1803.)
35)
(i)52.223'0.Estimate ofPercentage ofRecovered Material Content for EPA -Designated Items (May 20O8)(42U.S.C.OQO2(*
(3)(A)(ii)). (Not applicable to the acquisition of commercially available off -the -shelf items.)
(ii)A|8urnato | (May2OU8) of52.223'S (43U.S.C.8982(i)(2)(C)). (Not applicable Vzthe acquisition of commercially
available of-tho*hulfdemo.)
(36)52.223'11.Ozone-Depleting Substances and High Global Warming Potential HydmOuomomrbono(Jun 2O10)(EO.
13893).
(37) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (Jun2016)
(E.O.136Q3.
(30
(i)52223'13.Acquisition ufEPEAT?RogistemdImaging Equipment (Jun 2O14}(E.O.a13423and 13514).
(ii)Alternate | (Oct 2O15)of52.223'13.
(39)
(|)52.22344.Acquisition cfEPEAT?'RogistenedTelevisions (Jun2O14)(ED.a13423and 13514).
(ii)Alternate |(Jun2O14)of52.223'14°
(40) 52.223'15. Energy Efficiency in Energy -Consuming Products (Deo2UO7) (42U.S.C.8259b).
(41)
<V52.223'18.Acquisition ofEPEAT?RegioteradPersonal Computer Products (Oct 2O15)(E.O.o13423and 13514).
<iVAlternate | (Jun 2O14)of52.223'1G.
__x__(42)52.22348.Encouraging Contractor Policies 0oBan Text Messaging While Driving (Aug 2011)(ED.13513).
(43) 52`223'20.Aanuoo|o (Jun2D16) (ED. 13693).
(44) 52.223'21.Foams (Jun2O16)(EO.13O93).
-(45)
(i)52.224'3Privacy Training <Jan2O17>(5U£C.552o).
(ii)A|torna0o | (Jan 2U17)cf52.224-3.
(40)52.225'1.Buy America n'Gupp|ieo(May 2014)(41U.S.C.uhoptarO3)
-(47)
(i) 52.225'3. Buy American -Free Trade Agreements -Israeli Trade Act (May 2D14) (41U.S.C.nhopto/83.18U G.{,3301 note,
19U.S.C.2112note. 19U.S.C.3805nc8e. 19U.S.C.4001 note. Pub. L. 103'182. 108'77. 108'78. 108'286. 108'302. 109'53.
109'180. 109'283.110'138. 112-41, 112'42.and 112-43.
VVAlternate | (May 2O14)nf52.225'3.
(|iVAltnrnahe U (May 2O14)of52.225'3.
(iv)Alternate III (May 2O14)nf52.225'3.
(4D)52.225'5.Trade Agreements (Aug 2O18)(19U.S.C25U1.etueq.'10U.S.C.33U1 note).
__x__(4Q)52.225'13.Restrictions unCertain Foreign Purchases (June 2OO8)(E.O.'s.proclamations, and statutes
administered by the Office of Foreign Assets Control of the Department of the Treasury).
(50) 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; 110U.S.C, 2302 Note).
| (51)52.22O-4.Notice ufDisaster orEmergency Area Set -Aside (Nox2OO7)(42U.3.C.51b0.
� (52)52.22G'5.Restrictions nnSubcontracting Outside Disaster orEmergency Area <Nov2O07>(42U.3.C.5150).
PAGE 18 OF 21
053 52.232-29.Terms for Financing ufPurchases ofCommercial Items (Feb 2OO2)(41U.S.C.45O5.1UU.S.C.23U7(f)),
(54) 52.232-30.Installment Payments for Commercial Items (Jan2U17)(41U.8.C.4505.1OU.S.C.23U7(f)),
__x__(5b) 52.232-}3.Payment byElectronic Funds Transfer -System *urAwandK8anagement(]ct2U18)(31U.G.C3332.
(5O) 52.232-34, Payment by Electronic Funds Transfer -Other than System for Award Management (Jul 2013) (31
U.8.C.3332).
(57)52.232-36.Payment byThird Party (May 2U14)(31U.S.C.3332.
(58)52.230'1.Privacy orSecurity Safeguards (Aug 1Q960(5U.S.C.552o).
(5S)52.242'5.Payments buSmall Business Subcontractors (Jan 2O17)(15U.S.C.037(d)(13)).
—(60)
(i)52.247'O4.Preference for Privately Owned U.S.F|agCommercial Vessels (Feb 2OO8)(4GU.S.C.Appx.1241(b)and
10U.S.C.2631)
(ii)Alternate | (Apr 2003)of52.247-64.
(ii0Alternate || (Feb 2O06)of52.247'O4.
(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 inthis contract by reference to implement provisions nflaw ur
Executive orders applicable huacquisitions ufcommercial items:
[Contracting Officer check aouppmphohoJ
(1)52.222'17.Nundiop|eoomentofQualified Workers (May 2U14)(E.D.13495).
(2)52.222'41.Service Contract Labor Standards (Aug 2U18)(41US.C,ohopterG7).
(3)52.222'42.Statement ufEquivalent Rates for Federal Hires (May 2O14)(20U.8.C.2UOand 41U.S.C.chaptorO7).
(4) 52.222-43, Fair Labor Standards Act and Service Contract Labor Standards -Price Adjustment (Multiple Year and
Option Contracts) (Aug 2014)(20U.S.C.200and 41U.S.Cuha[ter67).
(5) 52.222'44. Fair Labor Standards Act and Service Contract Labor Standards -Price Adjustment (May 2U14)
(20U.S.C.2O0and 41U3.C.uhuptan87).
(6) 52.222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance,
Calibration, orRepair ofCertain Equipment -Requirements (Moy2014) (41U.S.C.ohapter87).
(7)52.222'53.Exemption from Application ofthe Service Contract Labor Standards tnContracts for Certain Services -
Requirements (Moy2O14)(41U.S.C.uha[topS7).
(8)52.222'55.Minimum Wages Under Executive Order 13858(Dec 2O15)
(Q)52.222-82.Paid Sick Leave Under Executive Order 137O0(Jan 2017)(EO 13706).
(1U)52.226'0.Promoting Excess Food Donation tnNonprofit Organizations (May 2O14)(42USC17Q2).
(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 at52215'2.Audit and Recnrdu'NegoUmdun.
(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 rauordn, materia|a, 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 inthe ordinary course ufbusiness orpursuant tooprovision oflaw.
(*)
(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) in a subcontract for commercial items.
Unless otherwise indicated below, the extent of the flow down shall be as required by the clause-
(i)52.2O3'13.ContnocturCodeofBuuinonnEthiouondConduct(Oct2U15)<41U3.C.35O9).
(ii) 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)),
(iii) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab
and Other Covered Entities (Jul 2018)(Section 1034ufPub. L,115'91)
(iv)52.219'8.Utilization nfSmall Business Concerns (Oct 2U18)(15U.S.C.O37(d)(2) and (3)).inall subcontracts that offer
further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $700,000
($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that
offer subcontracting opportunities.
(052.22247.Nondiop|auamantofQualified Workers (W1ay2O14)(E.O134Q5)Flow down required inaccordance with
paragraph (|)ufFAR clause 52.22247.
(vi)52.222'21.Prohibition nfSegregated Facilities (Apr 2O15).
(vii)52.222'28.Equal Opportunity (Sept 2U15)(ED,11248).
PAGE 19 OF 21
(ix)52.222'3G.Equal Opportunity for Workers with Disabilities (Ju12U14)(2gU.S.C.793.
(x)52.222-37.Employment Reports unVeterans (Fob2O1O)(3BU.S.C.4212)
(xi) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act(Dec 201O)(ED.13408.Flow down
required inaccordance with paragraph (qufFAR clause 52.222-4O.
(xii)52.222'41.Service Contract Labor Standards V\ug2O18>(41U.S.C.chopter07).
(xiii)
(A)52.222-5@.Combating Trafficking inPersons (Jan %O10)(22US.Cuhopter78and E.O13027).
(8) Alternate |(Nar2U15)of52.222-5U(22U.S.C.ohapter78and E.O13027).
(xiv) 52,222-51, Exemption from Application of the Service Contract Labor Standards to Contracts for Maintenance,
Calibration, orRepair ofCertain Equipment -Requirements (KUey2014) (41U.S.C.chapter07)
(xv)52222'53.Exemption from Application nfthe Service Contract Labor Standards toContracts for Certain Services -
Requirements (May2014)(41U.S.C.ohapharG7).
<xvi>52.222'54.Employment Eligibility Verification (Oct 2D15)(E.O.12Q8Q).
(xxii)52.222'55.Minimum Wages Under Executive Order 13058(Dec 2O15).
(xviii)5%222'02. Paid Sick Leave Under Executive Order 137OO (Jan2017) (E.O. 13708).
(xix)
(A)52.224'3.Privacy Training (Jan 2U17>(5U3.C.552n).
(B) Alternate | (Jan 2O17)of52.224'3.
(xx) 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; 10U.S.C. 2302 Note).
(xxi)52.22O'8.Promoting Excess Food Donation tnNonprofit Organizations (May 2014)<42U-SC.17A2).Flow down required
inaccordance with paragraph (a)ofFAR clause 52.228'8.
(xxii)52.247'84.Preference for Privately Owned U.S.F|agCommercial Vessels (Feb 2UO6)(40U.S.C.Appx.1241(b)and
1OU.G.C.2631).Flow down required inaccordance with paragraph (d)ufFAR clause 52247'O4.
(2) While not required, the Contractor may include in its subcontracts for commercial items a minimal number of additional
clauses necessary tosatisfy its contractual obligations.
52.252-2 Clauses Incorporated by Reference. 1988-02
Aaprescribed in521O7(b).insert the following clause:
Clauses Incorporated ByReference (Feb 10AO
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 clause may be nnnouood
electronically atthis/these oddness(es):
__httpo:6/www.ncquiodion.gnx__[|noertonoormoru|n0ernataddvouue]
(End ofclause)
AFFARS Clauses Incorporated by Full Text
5352.201-9101 []nnbudon1anOV1/2O16
"(a) An ombudsman has been appointed to hear and facilitate the resolution of concerns from offerors, potential offerors,
and others for this acquisition. When requested, the ombudsman will maintain strict confidentiality as to the source of the
concern. The existence ofthe ombudsman does not affect the authority ofthe program manager, contracting officer, or
source selection official. Further, the ombudsman does not participate in the evaluation of proposals, the source selection
process, orthe adjudication ofprotests urformal contract disputes. The ombudsman may refer the interested party to
another official who can resolve the concern.
(b) Before consulting with an ombudsman, interested parties must first address their concerns, issues, disagreements, and/
orrecommendations tnthe contracting officer for resolution. Consulting onombudsman does not alter urpostpone the
timelines for any other processes (e.g., agency level bid protests, GAO bid protests, requests for debriefings, employee -
employer
(c) If resolution cannot be made by the contracting officer, the interested party may contactthe ombudsman, Ms. Susan
R. Madioon, AF|CAOLAMC, 510 POW/MIA Dhxe, Building P40. Suite E1004. Scott AFB. |L02225 5022. phone
number 61O'22S'O207.fax 818'258-6608.email: ouuan.mndiuun@uu.atmii Concerns, issues, disagreements, and
recommendations that cannot be resolved at the Center/MAJCOM/DRU/SMC ombudsman level, may be brought by the
interested party for further consideration to the Air Force ombudsman, Associate Deputy Assistant Secretary (ADAS)
(Controcting).GAF0\OC.1O6UAir Force Pentagon, Washington DC2O33U'1OGO.phone number (571)25G-23Q5.facsimile
number (571)250'2431
(d)The ombudsman has noauthority torender adecision that binds the agency.
(e)Donot contact the ombudsman torequest copies ofthe solicitation, verify offer due date, nvclarify technical requirements.
PAGE 20 OF 21
FA445219CA012
PAGE 21 OF 21
List of Attachments
Number
01
Attachment
Name
Airport Use Agre
ement
Attachment
Description
Airport Use Agre
ement
Reference
Identifier
Date
26 AUG'
2019
URL
Line
Item
FA445219CA012
AIRPORT USE AGREEMENT
BETWEEN
THE YAKIMA AIR TERMINAL-McALLISTER FIELD AND
THE UNITED STATES AIR FORCE
THIS AGREEMENT is between the YAKIMA AIR TERMINAL — McALLISTER FIELD, a
department of the City of Yakima, Washington, hereinafter referred to as "YAT", and the
United States Air Force, an agency of the United States federal government, hereinafter
referred to as "USER".
WITNESSETH:
WHEREAS, YAT operates the Yakima Air Terminal - McAllister Field, hereinafter referred
to as "YAT"; and
WHEREAS, YAT has approved facilities available for use as provided by this Agreement
and USER desires to use such facilities in accordance with this Agreement,
NOW THEREFORE, in consideration of the mutual promises contained herein and the
benefit to be derived by each party, the parties agree as follows:
1. PREMISES:
YAT does hereby agree to allow USER, and USER does hereby agree to use on an
"as needed basis" as defined herein:
A. approximately 333,049 square feet of land adjacent to 2012 S. 16th Ave in the
City of Yakima, Yakima County, Washington, (Exhibit "A") together with the right
of ingress to and egress from these premises and the public use areas/facilities
used in connection therewith, over the roadways and designated Airport property
subject to rules and regulations governing the use of the Airport as said rules and
regulations now exist and as the same may be promulgated by YAT from time to
time. The YAT may, at any time hereafter, provide a specific legal description of
the premises and such description shall become a part of this Agreement, and;
2. TERM:
The term of this Agreement shall commence on September 06, 2019, and
terminate on September 29, 2019 unless otherwise terminated or extended in
writing as provided for herein. This Agreement will only be activated if the
USER needs the facility to provide access to a suitable storage hangar in
support of a brief U.S. military exercise. USER will receive a key to the building
on or after September 06, 2019 at such time as the Agreement is activated, and
USER shall return the key to the Administration Office during normal business
hours upon completion of the exercise. If the key is not returned within 2 days of
YAT Use Agreement 8/20/2019 page 1 of 7
the expiration of this Agreement USER shall be charged a twenty five dollar
($25.00) key replacement fee. The key shall not be duplicated.
USER shall have the right to request to extend the original term or any future term
extension by one or more days, provided that USER delivers to YAT, not less than
twenty four (24) hours before the expiration of the current term, written notification
of its intent to extend the term and the specific length of the extension requested.
Each request shall be subject to explicit approval by YAT; if approval is not
received, the original term or latest agreed -upon term shall apply.
3. FEES:
USER promises and agrees to pay the following fees upon completion of the
exercise. For purposes of this agreement the duration of the exercise shall be from
September 06 through September 29, 2019:
A. $3,867.00 for the use of airport property identified in Exhibit A. In the event
this agreement is extended in accordance with the provisions hereof, the
USER will be assessed an additional $175.77 per day for each additional day
or portion thereof that they use the premises.
B. $13,200.00 for airfield operations, escorting, security, Notice to Airman, and
airport personnel utilized in support of the exercise. In the event this
agreement is extended, the USER shall be subject to the additional fee of
$55.00 per hour for personnel support during the extension period.
Fee payment shall be due within 30 days following completion of the exercise. The
daily rates for extended use shall apply whether actual usage is for a complete 24
hour period or any fraction thereof. All payments shall be made to the City of
Yakima, Accounts Receivable, 129 N. 2nd St, Yakima, WA 98901.
DEPOSIT:
No deposit is required for this Agreement.
5. TAXES AND LIENS:
YAT is responsible for all taxes and liens associated with the premises identified in
this Agreement.
6. USE:
USER agrees to use the premises only for an aeronautical oriented activity or for
any other use that is specifically approved by YAT and is allowed by the Airport
Master Plan and the applicable zoning. The use of the property for any other
purpose shall be deemed a material breach of this Agreement constituting grounds
for its immediate termination. USER further agrees at all times during use of the
premises identified in this Agreement to be courteous and respectful of YAT staff
and members of the public when entering, exiting and using the lease space in the
Yakima Air Terminal.
YAT Use Agreement 8/20/2019 page 2 of 7
7. UTILITIES:
YAT shall be responsible for all costs associated with utility services utilized during
the USE including, but not limited to, power, natural gas, water, and sewer. YAT is
responsible for proper disposal of trash or garbage and will provide four porta potties
during actual dates of exercise, as described above. USER will be responsible for
providing appropriately self-contained showers and hand washing stations during
the conduct of the exercise.
8. PREMISES CONDITION:
USER has made a full inspection of the premises, is fully aware of its condition
except with respect to environmental conditions and accepts the premises on an
"AS -IS" basis. USER agrees to pay for any improvements, repairs and/or
modifications necessary for USER's use of the premises. USER agrees that no
improvements, repairs and/or modifications to the existing premises shall be
undertaken without prior written approval by YAT.
9. MAINTENANCE:
USER agrees to keep, maintain and return the premises to YAT upon conclusion of
the Use in a condition at least as good as the condition of the premises at the
beginning of USER's occupancy, normal wear and tear excluded. USER further
agrees that USER shall be responsible to maintain all areas, buildings, trade fixtures
and other improvements included in this Agreement, existing and future, in an
attractive and usable manner as determined by the Airport Manager and consistent
with other properties at the Airport. Maintenance shall include, but not be limited to
weed control, garbage and debris removal, painting, snow removal and pavement
maintenance. USER agrees to leave the premises in a clean and neat condition
upon vacation thereof.
10. SIGNS:
No signs or other advertising matter or devices shall be used or displayed in or
about the premises or upon any portion of the Airport without the prior written
approval of the Airport Manager.
11. IMPROVEMENTS:
All buildings, construction, trade fixtures and other improvements made to the
premises by USER shall conform to applicable rules, regulations and codes, and
USER shall procure all necessary building and other applicable permits therefore.
All buildings, trade fixtures and other improvements shall be designed with a view
toward aesthetic considerations and installation shall not commence until plans and
specifications therefore have been submitted to and approved in writing by the
Airport Manager, which approval shall not be unreasonably withheld. YAT makes no
representation or guarantee as to the suitability of the premises for construction of
buildings, roads, ramps, etc., and is not responsible for the costs of excavation
YAT Use Agreement 8/20/2019 page 3 of 7
and/or removal of any object found either above or below ground level except for
hazardous materials and archaeological artifacts existing prior to tenancy.
12. REVERSION OF IMPROVEMENTS:
In the event this Agreement is terminated due to default by USER or upon
expiration, or any extension of this Agreement as provided in Section 2 hereof, YAT
may, at its option, either accept ownership of the improvements constructed or
installed on the Premises, except for trade fixtures, or require USER to remove such
improvements within ten (10) days of such termination or expiration. Such removal
shall include removing the foundation, utilities, and other land improvements and
restoring the land to grade level, unless otherwise directed by YAT.
Prior to the termination or expiration of this Agreement, USER shall remove all such
trade fixtures and repair any damage to the premises caused by removal of trade
fixtures to the reasonable satisfaction of the Airport Manager. Fixtures not removed
within ten (10) days after termination or expiration shall become the property of the
YAT unless other arrangements have been previously approved in writing by the
Airport Manager.
13, SUBLETTING:
USER shall not sublet any part of the premises.
14. ASSIGNMENT:
USER shall not assign this Agreement.
15. MISCELLANEOUS PROVISIONS:
A. The parties agree that YAT, through its Airport Manager or other person
authorized by the Airport Manager, may enter upon the premises at any reasonable
time to make such inspections as YAT may deem necessary to the proper
enforcement of any term, provision or condition of this Agreement. No such entry or
inspection by YAT is required by this provision, and the failure of YAT to enter and
make inspection shall not alter the relationship of the parties and their respective
rights and duties provided by this Agreement. USER shall be granted the right of
quiet enjoyment upon performance of all terms of this Agreement.
B. YAT may further develop or improve Airport property and facilities, regardless
of the desire or views of USER regarding any such development or improvement,
and without interference or hindrance on the part of USER and without liability to
USER, provided the operations of the USER are not unreasonably interrupted.
C. YAT reserves the right, but shall not be obligated to USER, to maintain and
keep in repair the landing area of the Airport and all publicly owned facilities of the
Airport, together with the right to direct and control all activities of USER in that
regard.
D. YAT reserves the right to take any action necessary or desirable by YAT to
protect the operations of the Airport against obstruction, or any other activity
YAT Use Agreement 8/20/2019 page 4 of 7
interfering with the efficient operation of the Airport, together with the right to prevent
USER from erecting, or permitting to be erected, any building or other structure on
the Airport which, in the opinion of the Airport Manager, would limit the usefulness of
the Airport or constitute a hazard to aircraft. USER shall limit the building area to
that portion of the property which is outside of the building restriction line as defined
by the Airport Layout Plan and to a height not to exceed thirty five (35) feet.
E. During time of war or national emergency, YAT shall have the right to lease
the landing area or any part thereof to the United States of America for military use,
and, if any such lease is executed, the provisions of this Agreement shall be
suspended insofar as they are inconsistent with the provisions of the lease
agreement with the United States of America.
F. This Agreement shall be subordinate to the provisions of any existing or
future agreement between YAT and the United States of America relative to the
operation or maintenance of the Airport, the execution of which has been or may be
required as a condition to the expenditure of federal funds for the development of
the Airport.
G. If the premises or any interest therein is taken as a result of the exercise of
the right of eminent domain, this Agreement shall terminate as to such portion as
may be taken. If the portion taken does not feasibly permit the continuation of the
USER's operations, USER shall have the right to terminate this Agreement. Such
termination shall be effective as of the date USER's operations cease. USER shall
be entitled to a portion of the award representing its interest in the premises. YAT
shall be entitled to the remainder of the award.
16. INDEMNITY/DUTY TO DEFEND:
Not Applicable.
17. INSURANCE:
Not Applicable.
18, DAMAGE OR DESTRUCTION:
A. TENANT IMPROVEMENTS: In the event the premises defined herein, or
improvements thereto, are partially or totally damaged by fire or other casualty, the
USER shall be responsible for the restoration of the premises to as good or better a
condition as it had existed prior to the Use by USER.
B. OTHER AIRPORT PROPERTY: In the event of damage or destruction of
Airport property caused by the USER, its agents, employees, aircraft or other
equipment, USER agrees to repair, reconstruct, or replace the affected property to
the condition which existed prior to such damage or destruction. USER further
agrees to cause such repair, reconstruction or replacement of affected property with
due diligence.
YAT Use Agreement 8/20/2019 page 5 of 7
19. NON-DISCRIMINATION CLAUSE:
To the extent required by law and not in conflict with USER's specifically authorized
personnel policies and practices, USER, for itself, its personal representative,
successors in interest and assigns, as a part of the consideration hereof, does
hereby covenant and agree as follows:
A. No person, on the grounds of race, color, religion, sex, age, marital status,
handicap or national origin, shall be unreasonably excluded from participation in,
denied the benefits of, or be otherwise subjected to discrimination in USER's
personnel policies and practices or in the use or operation of USER's services or
facilities.
B. USER agrees that in the construction of any improvements on, over or under
Airport land and the furnishing of services thereon, no person, on the grounds of
race, color, religion, sex, marital status, handicap, age or national origin, shall be
unreasonably excluded from participation in, denied the benefits of, or otherwise be
subjected to discrimination.
C. USER shall use the Premises in compliance with all other requirements
imposed by or pursuant to Title 49. Code of Federal Regulations, Department of
Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in
Federally Assisted Programs of the Department of Transportation -Effectuation of
Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended.
D. It is the policy of the Department of Transportation that minority business
enterprise as defined in 49 CFR Part 23, i.e., firms owned and controlled by
minorities; firms owned and controlled by women and firms owned and controlled by
financially disadvantaged persons; shall have the maximum opportunity to
participate in the performance of leases as defined in 49 CFR Section 23.5.
Consequently, this Agreement is subject to 49 CFR Part 23 as applicable.
20. NON -WAIVER:
The failure by one party to require performance of any provision of this
Agreement shall not affect that party's right to require performance at any time
thereafter, nor shall a waiver of any breach or default of this Agreement
constitute a waiver of any subsequent breach or default or a waiver of the
provision itself.
YAT Use Agreement 8/20/2019 page 6 of 7
Exhibit "A"
gl
YAT Use Agreement 8/20/2019 page 7 of 7
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
1. CONTRACT ID CODE
PAGE OF PAGES
1 I 2
2. AMENDMENT/MODIFICATION NUMBER
P00001
3 EFFECTIVE DATE
9/6/2019
4, REQUISITION/PURCHASE REQUISITION NUMBER
F3SF389227A001
5 PROJECT NUMBER (If applicable)
6, ISSUED BY CODE
FA4452 763 SCONS PKP
FA4452
CP 618 256 9982
510 POW MIA DR BLDG P40
SCOTT AFB, IL 62225-5420
United States
Brooke Lorig, Contracting Officer, Telephone: 618-229-0805 Email: brooke,lorig,1@us,afmil
Brooke Lorig, Contract Specialist, Telephone: 618-229-0805 Email: brooke lorig,1@us.af, mil
7 ADMINISTERED BY (If other than Item 6) CODE
B NAME AND ADDRESS OF CONTRACTOR (Number, street, county, State and ZIP Code)
Yakima, City of
Robert Peterson
Robert Peterson, Primary POC, Telephone: (509) 575-6149 Email:
rob.peterson@yakimaairterminal.com
CODE 1NCD7
I I
FACILITY CODE
11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF
(X)
9A, AMENDMENT OF SOLICITATION NUMBER
98 DATED (SEE ITEM 11
10A MODIFICATION OF CONTRACT/ORDER NUMBER
XJ FA445219CA012
10B DATED (SEE ITE
9/6/2019
OLICITATIONS
The above numbered solicitation is amended as set forth in Item 14 The hour and date specified for receipt of Offers
I I
is extended,
is not extended.
Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods:
(a) By completing items 8 and 15, and returning .„copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of theoffer submitted;
or (c) By separate letter or electronic communication which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE
RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER If
by virtue of this amendment you desire to change an offer already submitted, such change may be made by letter or electronic communication, provided each letter or electronic
communication makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.
2. ACCOUNTING AND APPROPRIATION DATA (If required)
See Section G
13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS.
IT MODIFIES THE CONTRACT/ORDER NUMBER AS DESCRIBED IN ITEM 14.
CHECK ONE
A THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER
NUMBER IN ITEM 10A,
B THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office,
appropriation data, etc,) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43 103(b).
C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:
Lk.
D. OTHER (Specify type of modification and authority)
FAR 52.212-4(c) Contract Terms and Conditions --Commercial Items, Changes
E. IMPORTANT: Contractor
is not
is required to sign this document and return 1
copies to the issuing office.
/4. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible)
This modification is to add the contractor's address:
129 N 2ND ST
YAKIMA, WA 98901-2613
Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect,
A. NAME AND TITLE OF SIGNER (Type or print)
j'irc rrycr I
Pre s edition u u
CITY CONTRACT N
RESOLUTION NO;
Lt,Aer-
15C DATE SIGNED
16A, NAME AND TITLE OF CONTRACTING OFFICER (Type or print)
Brooke Z Lorig
Email: brooke lorig 1@us af mil
Telephone: 618-229-0805
16B. UNITED STATES OF AMERICA
LORIG.BROOKE.Z Digitally signed by
LORIG.BROOKE.ZELL.1178474304
ELL.1178474304 Date: 2019.09.12 0828:02 -05'00'
(Signature of Contracting Officer)
16C, DATE SIGNED
STANDARD FORM 30 (REV. 11/2016)
Prescribed by GSA FAR (48 CFR) 53.243
FA445219CA012P00001
Page 2 of 2
SECTION SF 30 BLOCK 14 CONTINUATION PAGE
Solicitation/Contract Form
The following changes have been made:
INFORMATION FROM TO
Contractor POC Name : Robert Peterson Name : Robert Peterson
Email : rob.peterson@yakimaairterrelephoom: (509) 575-6149
Telephone : (509) 575-6149 Email : rob.peterson@yakimaairterminal.com
Contract Administration Data
Miscellaneous text in this section has been modified to:
Added contractor address to block 14