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Executed letter July 21, 2021 Mr. Sinclair Flemming Managing Partner SF General Maintenance Services, LLC P.O. Box 1036 Christiantsed, VI 00821 RE: S049BOAGC21(SFGMS) Cistern Cleaning at Estate Bethlehem Military Compound, St. Croix U.S. Virgin Islands Dear Sinclair Flemming: Transmitted herewith is the fully executed Supply Contract for the Cistern Cleaning at Estate Bethlehem Military Compound, St. Croix U.S. Virgin Islands during the period of July 16, 2021, through July 15, 2022. SF General Maintenance Services, LLC will perform under this Contract in accordance with Addendum I (Scope of Work), Addendum II (General Provisions), and Addendum III (Termination of Contracts). SF General Maintenance Services, LLC fails to comply with the terms of the enclosed Contract, the Government of the Virgin Islands will exercise all rights and remedies available to it in law and equity all documents via email to the Department of Property and Procurement for further processing. If you have any questions, please contact Dynell R. Williams, Deputy Commissioner of Procurement, at 340-773-1561 ext. 5244 or email dynell.williams@dpp.vi.gov. Respectfully, Dynell R. Williams Deputy Commissioner of Procurement DRW/mth June 25, 2021 Mr. Sinclair Flemming Managing Partner SF General Maintenance Services, LLC P.O. Box 1036 Christiansted St. Croix, VI 00821 RE: Supply Contract—S049BOAGC21(SFGMS) Dear Mr. Flemming: Transmitted herewith is a Supply Contract for the Cistern Cleaning at Estate Bethlehem Military Compound, St. Croix, U.S.V.I. during the period of July 9, 2021 through July 8, 2022. Services provided will be made in accordance with the terms and conditions of the contract. We invite your attention to the General Provisions of said contract particularly to Addendum II concerning default. Enclosed herewith for your review and signature is one (1) original Supply Contract. Additionally, please be sure to initial all pages of the Contract. In addition, please provide the following documents to complete your packet: Upon receipt of the requested information, please return all documents via email to the Department of Property and Procurement for further processing. If you have any questions, please contract Dynell R. Williams, Deputy Commissioner of Procurement at 340-773-1561 ext. 5244 or email dynell.williams@dpp.vi.gov. Respectfully, Anthony D. Thomas Commissioner ADT/drw/mth 1. Execute and Initial Supply Contract; Initial all documents in the bottom right hand corner (BLUE INK ONLY). 2. Sign the original contract in the presence of one (1) witness (BLUE INK ONLY). 3. Proof of Commercial General Liability Insurance with the Government of the Virgin Islands as Certificate Holder and Additional Insured as indicated on Endorsement (policy number on endorsement must match policy number on certificate). 4. Proof of Professional Liability Coverage with Government of the Virgin Islands as Certificate Holder 5. Tradename Certificate if company uses a tradename (valid for two years) 6. Certificate of Good Standing (valid from July 1st thru June 30th) GOVERNMENT OF THE VIRGIN ISLANDS OF THE UNITED STATES anne () === DEPARTMENT OF PROPERTY AND PROCUREMENT SUPPLY CONTRACT No. S049BOAGC21(SFGMS) This AGREEMENT, made this 1.0m day of _ , 20 for the Cistern Cleaning at Estate Bethlehem Military Compound, St. Croix U.S. Virgin Islands by and between the Government of the Virgin Islands, hereinafter called the “GOVERNMENT”, and SF General Maintenance Services, LLC whose address is P.O. Box 1036 Christiansted, St. Croix VI 00821 hereinafter called the “CONTRACTOR”, WITNESSETH: For, and in consideration of the acceptance of the Contractor’s proposal, under Invitation for Bids No. 0430AGC21(S) opened on May 21, 2021 and the award of this contract to the Contractor, notification hereof having been made to the Contractor on June 23, 2021, and, in further consideration of the covenants and agreements of the Parties herein contained, to be well and truly observed and faithfully kept by them, and each of them, it is mutually agreed between the Parties as follows: SECTION 1. That for and in consideration of the price or prices and agreement in this bid hereto attached and made a part of this Contract, the said Contractor agrees to furnish and deliver all of the services described in the said Invitation for Bids No. 0430AGC21(S) and the Scope of Work (Addendum 1) at the price or prices stated therein and in strict accordance with the conditions of said accepted proposal. The Advertisement, Invitation for Bids, Scope of Work (Addendum I), Compensation (Addendum II), General Provisions (Addendum III), Termination of Contracts (Addendum IV), Provisions from 2 CFR 200 - Appendix II (Addendum V), any Supplemental Provisions and Specifications and the Purchase Order, including any change thereof, are all part and parcel of this Contract and are by this reference, incorporated in this Contract as fully and effectively as if set forth in detail herein. SECTION 2. The Government, for and in consideration of the full and true performance of the work by the Contractor, agrees to pay the price or prices set forth in the attached Invitation for Bids and the line items as indicated in Addendum I (Scope of Work) and Addendum Il (Compensation), in lawful money of the United States, and the payment shall be made at the time and in the manner set forth in the Invitation for Bids, and Addendum IT (Compensation). Contract No. SO49BOAGC21(SFGMS) 1 Initis OPCMR SECTION 3. This Contract shall commence on July 16, 2021, and shall terminate on July 15, 2022, unless mutually extended or terminated by the parties. The services under this contract shall be for a period of one (1) year with a renewal option for a period of one (1) year. No alterations or variations of the terms of the proposal shall be valid or binding upon the Government unless made in writing and approved by the Government. SECTION 4. This Contract will remain in force for the full period specified and until all services ordered before the date of termination shall be satisfactorily performed and accepted and/or until all terms and conditions have been met, unless: (a) terminated prior to expiration by satisfactory delivery against orders of entire quantities contracted for; or (b) extended upon written authorization of the Government and accepted by the Contractor, to permit ordering of unordered balances or additional quantities at contract price or prices and in accordance with the contract terms. SECTION 5. Failure of the Contractor to deliver within the time specified, or within a reasonable time as interpreted by the Government, or failure to make replacement of rejected commodities when so requested, immediately or as directed by the Government, will constitute authority for the Government to purchase in the open market to replace the commodities rejected or not delivered. The Government reserves the right to authorize immediate purchases in the open market against rejections on this contract when necessary. On all such purchases, the Contractor agrees promptly to reimburse the Government for excess costs occasioned by such purchases. Such purchases will be deducted from contract quantities. However, should public necessity demand it, the Government reserves the right to use or consume commodities delivered. which are substandard in quality, subject to an adjustment in price to be determined by the Government. SECTION 6. By execution of this contract, the Contractor certifies that it is eligible to receive contracts awarded using federally appropriated funds and that it has not been suspended or debarred from entering into contracts with any federal agency. The Contractor shall include this provision in each of its subcontracts hereunder and shall furnish its subcontractors with the current “LIST OF PARTIES EXCLUDED FROM FEDERAL PROCUREMENT OR NON- PROCUREMENT.” In the event the Contractor or any subcontractor misrepresents its eligibility to receive contract awards using federal funds, the Contractor or subcontractor agrees that it shall not be entitled to payment for any work performed under this contract or any subcontract and that the Contractor or subcontractor shall promptly reimburse the Government of the Virgin Islands for any progress payments heretofore made. SECTION 7. Contractor warrants that it shall not, with respect to this Contract, make or present any claim upon or against the Government of the Virgin Islands, or any officer, department, board, commission, or other agency thereof, knowing such claim to be false, fictitious, or fraudulent. Contractor acknowledges that making such a false, fictitious, or fraudulent claim is an offense under Virgin Islands law. So 4 Contract No, SO49BOAGC21(SFGMS) 2 mite giant ieee. OPCMR SECTION 8. Contractor acknowledges that this Contract is funded, in whole or in part, by federal funds. Contractor warrants that it shall not, with respect to this Contract, make or present any claim knowing such claim to be false, fictitious, or fraudulent. Contractor acknowledges that making such a false, fictitious, or fraudulent claim is a federal offense. Sauter SECTION 9. The Contractor shall only perform services in accordance with the schedule outlined in Addendum I (Scope of Work) attached hereto and made a part hereof. SECTION 10. This Contract is subject to the appropriation and availability of funds and to the approval of the Commissioner of the Department of Property and Procurement. SECTION 11. The following insurance coverages are required by Contract and Contractor shall maintain these insurance coverages during the term of this Contract. (a) COMMERCIAL GENERAL LIABILITY: Commercial general _ liability insurance, in a form acceptable to the Government, on a “per occurrence” basis with a minimum limit of not less than one hundred thousand dollars ($100,000.00) for any one person per occurrence for death or personal injury and one hundred thousand dollars ($100,000.00) for any one occurrence for property damage. Insurance policy(ies) shall name the Government of the Virgin Islands as the certificate holder and additional insured via an endorsement. (b) WORKERS’ COMPENSATION: Contractor shall supply current coverage under the Government Insurance Fund or other form of coverage SECTION 12. Either Party may terminate this Contract for cause by providing ten (10) days written notice to the other party specifying the date of termination. The Government may also terminate this Contract for convenience on ten (10) days written notice in accordance with the Provisions of Addendum IV (Termination of Contracts). SECTION 13. A facsimile, electronic or digital signature on this Contract shall be deemed an original and binding upon the Parties hereto. SECTION 14. This Contract shall become effective immediately upon and as of the day of signature by the Commissioner of the Department of Property and Procurement. SECTION 15. NOTICE OF FEDERAL FUNDING. Contractor acknowledges that this Contract may be funded, in whole or in part, by federal funds. Contractor warrants that it shall not, with respect to this Contract, make or present any claim knowing such claim to be false, fictitious, or fraudulent. Contractor acknowledges that making such a false, fictitious, or fraudulent claim is a federal offence. IN WITNESS WHEREOF, the parties to these presents have hereunto set their hands on the day and year first above written. 4 = Contract No. S049BOAGC21(SFGMS) 3 Initial t \ Ge 2) OPCMR Witnesses: GOVERNMENT OF THE VIRGIN ISLANDS Ailhny 5. Cphrevax—T116/2021 CORO m emer reser eres serere nr estomenressessre By Anthéxy D. Thomas Date Commissioner Department of Property and Procurement — | } ee ee ek i i er cerns / Le Date — Ds odjo §. Knox-Limbacker e Adjutant General Virgin Islands National Guard Witnesses: ,CONTRACTOR aha | Lehlle ahah, LH, Byf Sinclair Flemniing Date M aging Partner SF General Maintenance, LLC (Corporate seal, if Contractor is a corporation) Contract No, SO49BOAGC21(SFGMS) Initial ADDENDUM I SCOPE OF WORK The Contractor shall provide Cistern Cleaning at Estate Bethlehem Military Compound, St. Croix U.S. Virgin Islands for the Office of the Adjutant General, St. Croix U.S. Virgin Islands at RR1i Box 9201, Kingshill, St. Croix VI 00850-9731. The Contractor shall furnish all materials, tools, supplies, equipment, labor and professional supervision required to clean the cisterns at the facilities and shall include but is not limited to: A. Removing and disposing of the water from the cistern. B. Cleaning debris and silt from cistern bottom. C. Cleaning walls of cistern. D. Sanitizing cistern walls, floors and ceilings. E. Applying two (2) coats of Thoroseal or similar product to cistern walls and floor; and F. Placing 10,000 gallons of potable water into cisterns. Location The Contractor shall perform the services in accordance with the following standards and quantity: Combined Support and Maintenance Shop (CSMS): (23’x50°x9°/18’x23'x9’) 103,777 gallons; Field Maintenance Shop (FMS): no dimensions available; Contractor’s Responsibilities The Contractor shall carefully examine the physical condition of the project and consider all requirements for the coordination of work. The Contractor shall perform the work in accordance with the required standards to ensure all labor and materials are complete and acceptable. Contractor shall be responsible to perform all work and furnish all labor and materials required by specifications. All work shall be under the supervision of trained and competent personnel in accordance with OSHA and other nationally accepted standards and the work shall be according to current industry engineering standards under the control of the Virgin Islands National Guard (VING), Construction and Facilities Management Officer (CFMO). The Contractor will provide the Material Safety Data Sheets for chemicals and coatings used in the cisterns and shall provide all cleaning supplies. Contract No. S049BOAGC21(SFGMS) 5 Initial } _ A / j / Yo Contractor’s Responsibilities (Continued). The Contractor shall designate a full-time Project Supervisor who is qualified to enter the work areas and meets the OSHA definition of a Competent Person. The Contractor shall not perform any work without the on-site presence of the Project Supervisor. The Contractor’s Project Supervisor (“supervisor”) shall maintain a Project Log Book and a Waste Disposal Log. The Contractor’s Project Supervisor will be responsible for the performance of the work and will represent the Contractor in all respects at the project site. The Supervisor shall be the primary point of contact for the Contracting Officer. The Contractor shall confine operations at the jobsite to areas permitted by the Construction and Facilities Management Officer or their representative. Contractor shall not unreasonably encumber the jobsite with materials or equipment and shall assume full responsibility for the protection and safekeeping of products stored on the premises. All work shall comply with the standards as expressed in Federal and Territorial Building codes. Work will not commence until the Contracting Officer has approved all submittals. Should any part of the submittal be disapproved, the entire submittal will be returned to the Contractor until all corrections are made. At the job completion, the Contractor shall clean up the work area and remove all trash and debris from the jobsite and return site to original or better condition. Work to be Accomplished a) b) c) d) Contract No. S049BOAGC21(SFGMS) 6 Initief Remove and dispose of the water from the cistern. Clean debris and slit from cistern floor Wash cistern walls and floor Path any visible cracks with hydraulic cement. e) Apply two (2) coats of Thoroseal or similar product to cistern walls and floor. f) Sanitize the cistern. g) Place 10,000 gallons of potable water into the cistern. h) Contractor is required to provide a temporary source of water to ensure that the building remains operational at all times. At no time will the Contractor allow the building to be without running water for more than an hour. Coordination must be made in advance for any water interruption. i) The Contractor shall provide specifications of material safety data sheets (MSDS) for all materials proposed to be used for cleaning, patching, sanitizing, and sealing of the cisterns. Hours of Work a) Work schedule: Contractor shall provide starting date, completion date, days to be worked and hours to be worked. Normal Working hours are Monday thru Friday from 7:00 a.m. to 6:00 p.m. b) Any request for variance from this specification shall be in writing and submitted to the Contracting Officer at least five (5) working days in advance. Approval shall be at the discretion of the Contracting Officer. Term a) The Contractor and its employees shall be subject to and shall at all times conform with any and all rules, regulations, policies and procedures pertaining to the security at the above listed facilities. Any violations or disregard for the rules, regulations and policies may be cause for immediate termination of the Contractor. b) The Contractor and its employees shall at all times produce and display picture identification identifying the individual as an employee of the Contract. Suspension of Performance in Case of Money Emergency a) In the event of a natural disaster or other emergency affecting operations at any facility covered by this statement of work, the VING, upon its sole Contract No. S049BOAGC21(SFGMS) 7 OPCMR Suspension of Performance in Case of Money Emergency (Continued) b) discretion, may notify the Contractor that performance of work at that facility is wholly or partially suspended until further notice. c) The VING shall compensate the Contractor for any services provided up to the date of suspension of performance. d) The VING shall notify the Contractor when services are to be reinstated and allow a reasonable mobilization period prior to resumption of performance. Environmental a) The Virgin Islands National Guard (VING) has instituted an environmental Management System Policy (Ems). Its aim is to implement and communicate long-term goals for environmental protection, improvement, and stewardship. This could be achieved through continuous monitoring, assessing, reviewing, and approving out environmental objectives and targets. b) All personnel — Military, Civilian workers, contractors, and visitors — doing business with VING must conform to the eMS Protocols in and around VING facilities and training areas. Embodied in the Adjutant General’s eMS Policy is the requirement to adhere to and comply with all environment laws, rules, regulations, and practices encoded in Federal Territorial, Department of Defense and VING’s laws, rule, regulations, and practices. NOTE: Where a conflict exists between the requirements of this specification and any of the above-mentioned regulations, the most stringent shall be applicable. Contract No, S048BOAGC21(SFGMS) 8 Initial =} ue: 1, N 43} jo) La UES AY, 4 yet OPCMR ADDENDUM II COMPENSATION The Government in consideration of the satisfactory performance of the services described in Addendum I (Scope of Work) agrees to make progress payments based on the invoices submitted by the Contractor. The Parties further agree that payments will be made in accordance with the actual work performed. Location Total $31,179.00 Combines Support Maint. Shop (CSMS) Field Maint. Shop #1 (FMS#1) $23,445.60 $54,624.60 wr Ay A thitial Contract No. SO49BOAGC21(SFGMS) ADDENDUM III GENERAL PROVISIONS (SUPPLY CONTRACT) j. DEFINITIONS As Used throughout this contract, the following terms shall have the meaning set forth below: + The term “Contracting Officer” means the Commissioner of the Department of Property & Procurement; and the term includes, except as otherwise provided in the contract, the authorized representative of the Contracting Officer acting within the limits of his authority. 2. CHANGES The Contracting Officer may at any time, by a written order, and without notice to the suréties, make changes, within the general scope of this contract, in anyone or more of the following: (i) Drawings, designs, or specifications where the supplies to be furnished are to be specially manufactured for the Government in accordance therewith; (ii) method of shipment or packing; and (iii) place of delivery. If any such change causes an increase or decrease in the cost of, or the time required for, the performance of any part of the work under this contract. whether changed or not changed by any such order, an equitable adjustment shall be made in the contract price or delivery schedule. or both, and the contract shall be modified in writing accordingly. Any claim by the contractor for adjustment under this clause must be asserted within 30 days from the date of receipt by the Contractor of the notification of change: Provided, however, That the Contracting Officer, if he decides that the facts justify such action, may receive and act upon any such claim asserted at any lime prior to final payment under this contract. Where the cost of properly made obsolete or excess as a result of a change is included in the Contractor's claim for adjustment, the Contracting Officer shall have the right to prescribe the manner of disposition of such property. Failure to agree to any adjustment shall be a dispute conceming a question of fact within the meaning of the clause of this contract entitled "Disputes." However, nothing in this clause shall excuse the Contractor from proceeding with the contract as changed. 3. EXTRAS Except as otherwise provided in this contract, no payment tor extras shall be made unless such extras and the price thereof have been authorized in writing by the Conwacting Officer. 4. VARIATION IN QUALITY No variation in the quantity of any item called for by this contrac! will be accepted unless such variation has becn caused by conditions of loading, shipping, packing or allowances in manufacturing processes, and then only 10 the extent, if any, specify elsewhere in this contract. 10 5. INSPECTION (a) All supplies (which term throughout this clause includes without limitation raw materials, components. intermediate assemblies, and end products) shall be subject to inspection and test by the Government, to the extent practicable atall times and places including the period of manufacture and in any event prior to acceptance. (b) In case any supplies or lots of supplies are defective in material or workmanship or otherwise not in conformity with the requirements of this contract, the Government shall have the right either to reject them (with or without instructions as to their disposition) or to require their correction. Supplies or lots of supplies which have been rejected or required to be corrected shall be removed or, if permitted or required by the Contracting Officer, corrected in place by and at the expense of the Contractor promptly afier notice, shall not thereafter be tendered for acceptance unless |he former rejection or requirement of correction is disclosed. If the Conwacior fails promptly to remove such supplies or lots of supplies which are required to be removed, or promptly to replace or correct such supplies or lots of supplies, the Government either (i) may by contract or otherwise replace or correct such supplies and charge to the Contractor the cost occasioned the Government thereby, or (ii) may terminate this contract for default as pro- vided in the clause of this contract entitled "Default." Unless the Contractor corrects or replaces such supplies within the delivery schedule, the Contracting Officer may require the delivery of such supplies at a reduction in price which is equitable under the circumstances. Failure to agree to such reduction of price shall be a dispute concerning a question of fact within the meaning of the clause of this contract entitled “Disputes.” (c) If any change inspection or test is made by the Government on the premises of the Contractor or a subcontractor, the Contractor without additional charge shall provide reasonable facilities and assistance for the safety and convenience of the Government inspectors in the performance of their duties. If Government inspection or test is made at a point other than the premises of the Contractor or a subcontractor, it shall be at the expense of the Government except as otherwise provided in this contracl: Provided, That in case of rejection the Government shall not be liable for any reduction in value of samples used in connection with such inspection or test. All inspections and tests by the Government shall be performed in such a manner as not to unduly delay the work. The Government reserves the right to charge to the Contractor any additional cost of Government inspection and test when supplies are not ready at the lime such inspection an test is requested by the Contractor or when reinspection $i retgst is necessitated by prior rejection, Acceptance or rejection of the supplies shall be made as promptly as practicable after delivery, except as otherwise provided in this contract; but failure to inspect and accept or reject supplics shall neither relieve the Contractor from responsibility for such supplies as are not in accordance with the contract requirements nor impose liability on the Government therefor. (d) The inspection and test by the Government of any supplies or lots thereof does not relieve the Contractor from any responsibility regarding defects or other failures to meet the contract requirements which may be discovered prior to acceplance Except as otherwise provided in this contract, acceptance shall be conclusive excep! as regards latent defects, fraud, or such gross mistakes as amount to fraud. (e) The Contractor shall provide and maintain an inspection sysiem acceptable to the Government! covering the supplies hereunder. Records of all inspection work by the Contractor shall be kept complete and available to the Government during the performance of this contract and for such longer period as may be specified elsewhere in this contract. 6 RESPONSIBILITY FOR SUPPLIES Except as otherwise provided in the contract, (3) the Contractor shall be responsible for the supplies covered by this contract until they are delivered at the designated delivery point, regardless of the point of inspection; (ii) after delivery to the Government at the designated point and prior to acceptance by the Government or rejection and giving notice thereof by the Government, the Government shall be responsible for the loss or destruction of or damage to the supplies only if such loss, destruction or damage results from the negligence of officers, agents, or employees of the Government acting within the scope of their employment; and (i11) the Contractor shall bear all risks as to rejected supplies after notice of rejection, except that the Government shall be responsible for the loss, or destruction of, or damage lo the supplies only if such loss, destruction or damage resulis from the gross negligence of officers, agents, or employees of the Government acting within the scope of their employment. 7. PAYMENTS The Contractor shall be paid, upon the submission of proper invoices or vouchers, the prices stipulated herein for supplies delivered and accepted or services rendered and accepted, less deductions, if any, as herein provided, Unless otherwise specified, payment will be made on partial deliveries accepted by the Government when the amount due on such deliveries so warrants; or when requested by the Contractor, payment for accepted partial deliveries shall be made whenever such payment would equal or exceed either $1,000 or 50 percent of the total amount of this contract. 8 ASSIGNMENT OF CLAIMS (a) Pursuant to the provisions of the Assignment of Claims Act (5 VIC 1201 et. seq.) if this contract provides for payments aperepating $1,000 or more, claims far moneys due or to become due to the Contractor from the Government under this Contract No. S049BOAGC21(SFGMS) i contract may be assigned to a bank, trust company, or other financial institution, including any Federal lending agency, and may thereafter be further assigned and reassigned to any such institution. Any such assignment or reassignment shall cover all amounts payable under this contract and not already paid, and shall not be made to more than one party, except thal any such assignment or reassignment may be made to one party as agent or trusiee for two or more parties participating in such financing. Unless otherwise provided in this contract, payments to an assignee of any moneys due or to become due under this contract shall not, to the extent provided in said Act, as amended, be subject to reduction or set off, 9, ADDITIONAL BOND SECURITY 1f any surety upon any bond furnished in connection with this contract becomes unacceptable to the Government of if any such surety fails to furnish reports as to his financial condition from time to time as requested by the Government, the Contractor shall promptly furnish such additional security as may be required from time to time to protect the interests of the Government and of persons supplying labor or materials in the prosecution of the work contemplated by this contract. 10. EXAMINATION OF RECORDS (The following clause is applicable if the amount of this contract exceeds $1,000.00 and was entered into by means of negotiation, but is not applicable if this contract was entered into by means of formal advertising.) (a) The Contractor agrees that the Government Comptroller of the U. S. Virgin Islands or any of his duly authorized representatives shall, until the expiration of three years after final payment under this contract, have access to and the right to examine any direcily pertinent books, documents, papers, and records of the Contractor invalving transactions related to this contract. (b) The Contractor further agrees to include in all his subcontracts hereunder a provision to the effect that the subcontractor agrees that the Govemmenl Comptroller of the Virgin Islands or any of his duly authorized representatives shall, until the expiration of three years after final payment under the subcontract, have access to and the right to examine any directly pertinent books. documents, papers, and records of such subcontractor, involving transactions related to the subcontract. The term "subcontract" as used in this clause excludes (i) purchase orders not exceeding $1,000 and (11) subcontractors or purchase orders for public utility services al rates established for uniform applicability to the general public. 11. DEFAULT (a) The Government may, subject to the provisions of paragraph (c) below, by written notice of default to the Con- tractor, terminate the whole or any part of this contract in any one of the following circumstances: (i) if the Contractor fails to make delivery of the sup- plies or t» perform the services within the time specified herein or any extension thereof, or Qi) if the Contractor fails to perform any of the other provisions of this contract, or so fails to make progress as to endanger performance of this contract in accordance with its terms, and ineilher of these two circumstances does not cure such failure within a period of 10 days (or such longer period as the Contracting Officer may authorize in writing) after receipt of notice from the Contracting Officer specifying such failure. (b) In the event the Government terminates this contract in whole or in part as provided in paragraph (a) of this clause, the Government may procure, upon such terms and in such manner as the Contracting Officer may deem appropriate, sup-plies or services similar to those so terminated, and the Con-tractor shall be liable to the Government for any excess costs for such similar supplies or services: Provided, That the Contractor shall continue the performance of this contract to the extent not terminated under the provisions of this clause. (c) Except with respect to defaults of subcontractors, the Contractor shall not be liable for any excess costs if the failure lo perform the contract arises out of causes beyond the control and without the favil or negligence of the Contractor. Such causes may include, but are not restricled to, acts of God or of the public enemy, acts of the Government in either its sovereign or contractural capacity, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, and unusually severe weather; but in every case the failure to perform must be beyond the control and without fault or negligence of the Contractor, If the failure to perform is caused by the default of a subcontractor, and if such default arises out of causes beyond the control of both the Contractor and subcontractor, and with- put the fault or negligence of either of them, the Contractor shall not be Hable for any excess costs for failure to perform, unless the supplies or service fees to be furnished by the sub- contractor was obtainable from other sources in sufficient time io permit the Contractor to meet the required delivery schedule. (d) If this contract is terminated as provided in paragraph (a) of this clause, the Govemment, in addition to any other rights provided in this clause, may require the Contractor to transfer title and deliver to the Government, in the manner and to the extent directed by the Contracting Officer, (i) any compleied supplies, and (ii) such partially completed supplies and materials, parts, tools, dies, jigs, fixtures, plans, drawings, information, and contract rights (hereinafter called "manufacturing materials") as the Contractor has specifically produced or specifically acquired for the performance of such part of this contract as has been terminated; and the Coniracior shal]. upon direction of the Contracting Officer, protect and preserve properly in possession of the Contractor in which the Government has an interest. Payment for completed supplies delivered to and accepted by the Government shall be at the contract price. Payment for manufacturing materials delivered to and accepted by the Government and fot the protection and preservation of property shal} be in an amount agreed upon by the Contractor and Contracting Officer; failure to agree to such Contract No. S049BOAGC21(SFGMS) amount shall be a dispute concerning a question of faci within the meaning of the clause of this contract entitled “Disputes.” The Government may withhold from amounts otherwise due the Contractor for such completed supplies or manufacturing materials such sum as the Contracting Officer determines to be necessary to protect the Government against loss because of outstanding liens or claims of former lien holders. (e) Hf, after notice of termination of this contract under the provisions of this clause, it is determined for any reason that the Contractor was not in default under the provisions of this clause, or that the default was excusable under the provisions of this clause, the righis and obligations of the parties shail, if the contract contains a clause providing for termination for convenience of the Government, be the same as if the notice of termination had been issued pursuant to such clause. If, after notice of termination of this contract under the provisions of this clause, it is determined for any reason that the Contractor was not in default under the provisions of this clause, and if this contract does not contain a clause providing for termination for convenience of the Government, the contract shall be equitably adjusted to compensate for such termination and the contract modified accordingly; failure to agree 10 any such adjustment shall be a dispute conceming a queslion of fact within the meaning of the clausc of this contract entitled "Disputes." (1) The rights and remedies of the Government provided in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law or under this contract. 12. DISPUTES (a) Except as otherwise provided in this contract, any dispute concerning 2 question of fact arising under this contract which is not disposed of by agreement shall be decided by the Contracting Officer, who shall reduce his decision to writing and mail or otherwise furnish a copy thereof to the Contractor. The decision of the Contracting Officer shall be final and conclusive unless, within 30 days from the date of receipt of such copy, the Contractor mails or otherwise furnishes to the Contracting Officer a written appeal addressed to the Attomey General. The decision of the Attorney General or his duly authorized representative shall he final and conclusive unless determined by a court of competent jurisdiction to have been fraudulent, or capricious, or arbitrary, or so grossly erroneous as necessarily to imply bad faith, or not supported by substantial evidence. In connection with any appeal proceeding under this clause, the Contractor shall be afforded an opportunity to be heard and to offer evidence in support of his appeal. Pending final decision of a dispute hereunder, the Contractor shall proceed diligently with the performance of the contract and in accordance with the Contracting Officer's decision. (b) This "Disputes" clause does not preclude consideration of law questions in connection with decisions provided for in paragraph {a} above:- Provided, That nothing in this contract shall be construcd af making final the decision of any administrative official, representative, or board on a question of law, 13. NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT INFRINGEMENT The provisions of this clause shall be applicable only if the amount of this contract exceeds 510.000. (a) The Contractor shall report to the Contracting Officer, promptly and in reasonable written detail, each notice or claim of patent or copyright infringement based on the performance of this contract of which the Contractor has knowledge. (b) Inthe event of any claim or suit against the Government on account of any alleged patent or copyright infringement arising out of the performance of this contract or out of the use of any supplies fumished or work or services performed here- under, the Contractor shall furnish to the Goverment when requested by the Contracting Officer, all evidence and in- formation in possession of the Contractor pertaining to such suit or claim, Such evidence and information shall be furnished at the expense of the Government except where the Contractor has agreed to indemnify the Government. 14. BUY AMERICAN ACT (a) In acquiring end products, the Buy American Act (41 US. Code 10aQd) provides thal the Government give preference ta domestic source end products. For the purpose of this clause: (i) "components" means those articles, materials, and sup- plies, which are directly incorporated in the end products: (ii) "end products” means those articles, materials, and supplies, which are to be acquired under this contract for public use; and (iii) "a domestic source end product" means (A} an un- manufactured end product which has been mined or produced in the United States and (B) an end product manufactured in the United States if the cost of the components thereof which are mined, produced, or manufactured in the United States exceeds §0 percent of the cost of all its components. For the purposes of this (2) (iii) (B), components of foreign origin of the same type or kind as the products referred to in (b) (ii) or (iii) of this clause shall be treated as components mined,’ produced, or manufactured in the United States. (b) The Contractor agrees that there will be delivered under this contract only domestic source end products, except end products; Contract No. S049BOAGC21(SFGMS) 13 (i) which are for use outside the United States: (ii) which the Government determines are not mined, produced, or manufactured in the United States in sufficient and reasonably available commercial quantities and of a satisfactory quality: Gii) as to which the Secretary determines the domestic preference to be inconsistent with the public interest; or (iv) as to which the Secretary determines the cost to the Government to be unreasonable. (The foregoing requirements are administered in accordance with Executive Order No. ]0582, dated December 17, 1954.) 15. CONVICT LABOR In connection with the performance of work under this contract, the Contractor agrees not lo employ any person undergoing sentence of imprisonment at hard labor. 16. OFFICIALS NOT TO BENEFIT No member of the Legislature, or Delegate to the United States Congress, or official or employee of the Executive Branch of the Government of the Virgin Islands, shall be admitted to any share or part of this contraci, or to any benefit that may arise therefrom, but this provision shall not be construed to extend to this contract if made with a corporalion for its general benefit. 17. COVENANT AGAINST CONTIGENT FEES The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty the Government shall have the right Lo annul this contract without liability or in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee. ADDENDUM IV TERMINATION OF CONTRACTS 0 CONVENIENCE OF THE GOVERNMENT (a) The performance of work under this contract may be terminated by the Govemment in accordance with this clause in whole, or from time to time in part, whenever the Contracting Officer shall determine that such termination is in the best interest of the Govemmient. Any such termination shall be effected by delivery to the Contractor of a Notice of Termination specifying the extent to which performance by delivery to the Contractor of a Notice of Termination specifying the extent to which performance of work under the contract is terminated, and the date upon which such termination becomes effective. (b) After receipt of a Notice of Termination, and except as otherwise directed by the Contracting Officer, the Contractor shall: (1) stop work under the contract on the date and to the extent specified in the Notice of Termination; (ii) place no further orders or subcontracts for materials, services or facilities, xcept as may be necessary for completion of such portion of the work under the contract as is not terminated; (iii) terminate all orders and subcontracts to the extent that they relate to the performance of work terminated by the Notice of Termination; (iv) assign to the Government, in the manner, at the times, and to the extent directed by the Contracting Officer, all of the right, title, and interest of the Contractor under the orders and subcontracts so terminated, in which case the Government shall have the right, in its discretion, to settle or pay any or all claims arising out of the termination of such orders and subcontracts; (v) settle all outstanding liabilities and all claims arising out of such termination of orders and subcontracts, with the approval or ratification of the Contracting Officer, to the extent, he may require, which approval or ratification shall be final for all the purposes of this clause; (vi) transfer title ad deliver to the Government in the manner, at the times, and to the extent, if any, directed by the Contracting Officer (A) the fabricated or unfabricated parts, work in progress, completed work, supplies, and other material produced as a part of, or acquired in connection with the |,“ Contract No, SO49BOAGC21(SFGMS) i4 Initial performance of, the work terminated by the Notice of Termination, and (B) the completed or partially completed plans, drawings, information, and other property which, if the contract had been completed, would have been required to be furnished to the Government. (vii) use his best efforts to sell, in the manner, at the times, to the extent, and at the price or prices directed or authorized by the Commissioner of Property and Procurement, any property of the types referred to in (vi) above; provided, however, that the Contractor (A) shall not be required to extend credit to any purchaser, and (B) may acquire any such property under the conditions prescribed by and at the price or prices approved by the Commissioner of Property and Procurement and provided further that the proceeds of any such transfer or disposition shall be applied in reduction of any payments to be made by the Government to the Contractor under this contract or shall otherwise be credited to the price or cost of the work covered by this contract or paid in such other manner as the Commissioner of Property and Procurement may direct; (viii) complete performance of such part of the work as shall not have been terminated by the Notice of Termination; and (ix) take such action as may be necessary, or as the Commiissioner of Property and Procurement may direct, for the protection and preservation of the property related to this contract which is in the possession of the Contractor and in which the Government has or may acquire an interest. (c) After receipt of the Notice of Termination, the Contractor shall submit to the Commissioner of Property and Procurement his termination claim, in the form and with certification prescribed by the Commissioner of Property and Procurement. Such claim shall be submitted promptly but in no event later than one year from the effective date of termination, unless one or more extensions in writing are granted by the Commissioner of Property and Procurement, upon request of the Contractor made in writing within such one year period or authorized extension thereof. However, if the Commissioner of Property and Procurement determines that the facts justify such action, he may receive and act upon failure of the Contractor to submit his termination claim within the time allowed, the Commissioner of Property and Procurement may determine, on the basis of information available to him, the amount, if any, due to the Contractor by any reason of the termination and shall thereupon pay to the Contractor the amount so determined. (d) Subject to the provisions of paragraph (c), the Contractor and the Commissioner of Property and Procurement may agree upon the whole or any part of the amount or amounts to be paid to the Contractor by reason of the total or partial termination of work pursuant to this clause, which amount or amounts may include a reasonable allowance for profit on work done; provided, that such agreed amount or amounts, exclusive of settlement costs, shall not exceed the total contract price as reduced by the amount of payments otherwise made and as further reduced by the contract price of work not tan Contract No. SO49BOAGC21(SFGMS) 1 nif terminated. The contract shall be amended accordingly, and the Contractor shall be paid the agreed amount. Nothing in paragraph (e) of this clause, prescribing the amount to be paid to the Contractor in the event of failure of the Contractor and the Commissioner of Property and Procurement to agree upon the whole amount to be paid to the Contractor by reason of the termination of work pursuant to this clause, shall be deemed to limit, restrict or otherwise determine or affect the amount or amounts which may be agreed to be paid to the Contractor pursuant to this paragraph (d): (i) for completed supplies, materials and equipment or services accepted by the Government (or sold or acquired as provided in paragraph (b) (vil) above) and not theretofore paid for, a sum equivalent to the aggregate price for such supplies or services computed in accordance with the price or prices specified in the contract, appropriately adjusted for any saving for freight or other charges; (ii) the total of — (A) the costs incurred in the performance of the work terminated, including initial costs and preparatory expense allocable thereto, but exclusive of any costs attributable to supplies or services paid or to be paid for under paragraph (e) (i) hereof; (B) the cost settling and paying claims arising out of the termination of work under subcontracts or orders, as provided in paragraph (b) (v) above, which are properly chargeable to the terminated portion of the contract (exclusive of amounts paid or payable on account of supplies or materials delivered or services furnished by subcontractors or vendors prior to the effective date of the Notice of Termination, which amounts shall be included in the costs payable under (A) above; and (C) a sum, as profit on (A) above, determined by the Contracting Officer to be fair and reasonable; provided, however, that if it appears that the Contractor would have sustained a loss on the entire contract had it been completed, no profit shall be included or allowed under this subdivision (C) and an appropriate adjustment shall be made reducing the amount of the settlement to reflect the indicated rate of loss; and (iii) the reasonable costs of settlement, including accounting, legal, clerical and other expenses reasonably necessary for the preparation of settlement claims and supporting data with respect to the terminated portion of the contract and for the termination and settlement of subcontract thereunder, together with reasonable storage, transportation and other costs incurred in connection with the protection or disposition of property allocable to this contract. Contract No, $049BOAGC21(SFGMS) 16 Initial ps 7 ADDENDUM V Provisions from 2 CFR 200 - Appendix I t. EQUAL EMPLOYMENT OPPORTUNITY During the performance of this contract, the Contracior agrees as follows: (1) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that during employment, employees are treated without regard to their race, color, religion, séx, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiserimination clause. (2) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex, or national origin. (3) The Contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers’ representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (4) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (5) The Contractor will furnish all information and reports required by Executive Order | 1246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (6) In the event of the Contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Goverment contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 1]246 of September 24, 1965, and such other sanctions as may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (7) The Contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 7 Contract No. S049BOAGC21(SFGMS) 17 Vinitta —_ of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency the contractor may request the United States 1o enter into such litigation to protect the interests of the United States. nN COMPLIANCE WITH THE CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (1) Overtime requirements. No contractor or subcontractor contractinz for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (1) of this section the contractor and any subcontractor responsible therefor shal] be liable for the unpaid wages. In addition, such contractor and subcontractor shall he liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this section. * (3) Withholding for unpaid weges and liquidated damages. The Department of Labor shal] upon its own action or upon written request of an authorized representative of the Deparunent of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this section. (4) Subcontracts. The contractor or subcontractor shail insert in any subcontracts the clauses set forth in paragraph (1) through (4) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (1) through (4) of this section. Contract No. SO49BOAGC21(SFGMS) 18 3, CLEAN AIR ACT AND THE FEDERAL WATER POLLUTION CONTROL ACT Clean Air Act. (1) The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 ef seq. (2) The contractor agrees to report cach violation to the Department of Planning and Natural Resources (DPNR) understands and agrees that the DPNR will, in turn, report each violation as required to assure notification to the Government, Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. (3) The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA. Federal Water Pollution Control Act. (1) The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 125] et seq. (2) The contractor agrees to report each violation to the DPNR and understands and agrees that the DPNR will, in turn, réport each violation as required to assure notification to the Government, Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. (3) The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by the Federal Emergency Management Agency. 4. SUSPENSION AND DEBARMENT (1) This Contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Contractor is required to verify that none of the contractor, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (2) The Contractor must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. (3) This certification is a material representation of fact relied upon by the Government. If it is later determined that the contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C-F.R. pt. 3000, subpart C, in addition to remedies available to the Government, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. (4) The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. Contract No. S049BOAGC21(SFGMS) 19 5. BYRD ANTI-LOBBYING Contractors who apply or bid for an award of $100,000 or more shall file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Each tier shall also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the Government. 6. PROCUREMENT OF RECOVERED MATERIALS (1) In the performance of this contract, the Contractor shall make maximum use of products containing recovered materials that are EPA- designated items unless the product cannot be acquired— (i) Competitively within a timeframe providing for compliance with the contract performance schedule; (ii) Meeting contract performance requirements; or (iii) At a reasonable price. (2) Information about this requirement, along with the list of EPA-designate items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www-.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. 7. ACCESS TO RECORDS The following access to records requirements apply to this contract: (1) The Contractor agrees to provide the Government, the Federal Emergency Management Agency Administrator, the Comptroller General of the United States, or any of their authorized representatives access to any books, documents, papers, and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts, and transcriptions. (2) The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. (3) The contractor agrees to provide the Federal Emergency Management Agency Administrator or his/her authorized representatives access to construction or other work sites pertaining to the work being completed under the contract Contract No. SO49BOAGC21(SFGMS) 20 8. INDEMNIFICATION Contractor agrees to indemnify, defend and hold harmless Government from and against any and all loss, damage, liability, claims, demands, detriments, costs, charges and expenses (including attorney’s fees) and causes of action of whatsoever character which Government may incur, sustain or be subjected to, arising out of or in any way connected to the services to be performed by Contractor under this Contract and arising from any cause, except the sole negligence of Govemment. 9. RIGHT TO WITHHOLD If work under this contract is not performed in accordance with the terms hereof, Government will have the right to withhold out of any payment due to contractor, such sums as Government may deem ample to protect it against loss or to assure payment of claims arising therefrom, and, at its option, Government may apply such sums in such manner as Government may deem proper to secure itself or to satisfy such claims. Goverment will immediately notify the contractor in writing in the event that it elects to exercise its right to withhold. No such withholding or application shall be made by Government if and while contractor gives satisfactory assurance to Government that such claims will be paid by contractor or its insurance carrier, if applicable in the event that such contest is not successful. L Contract No. S049BOAGC21(SFGMS) 21 Initial Certification far Contracts. Grants. Loans. and Coanerative Agreements (Ta he submitted vith each hid or affer execedine STAN ANA) The undersigned — N/A certifies, to the best of his or her knowledge, that: 1, No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of'an agency, a Member of Congress. an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, lean, or cooperative agreement. 2. lf any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form- LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. 3. The undersigned shall require that the language of this certification be included in the award documents for all sub awards at all tiers (including subcontracts, sub grants, and contracts under grants, loans, and cooperative agreements) and that all sub recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered. Submission of this certification is a prerequisite for making or entering this transaction imposed by 31, U.S.C. § 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The Contractor, N/A _ certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Contractor understands and agrees that the provisions of 3] U.S.C. § 380) er seq., apply to this certification and disclosure, if any. N/A Signature of Contractor’s Authorized Official NIA Name and Title of Contractor’s Authorized Official Date Contract No. SO49BOAGC21(SFGMS) 22 1. PREPARATION OF BIDS: (a) Bidders are expected {o examine the drawings, specifications, invitations, and allinstructions. Failure to doso wil! be at the bidder's risk. (b) Bids must be in ink or printed on the bid forms furnished herewith. Bids submitted in pencil will be rejected. Bids containing alterations or erasures will be rejected, unless the alteration or erasure is crossed out and correction thereof printed in ink or typewritlen adjacentthereto and initialed by the person signing the bid In addition, a statement must be fumished with the bid, signed by the bidder explaining the correction of the alteration or erasure. (c) If the bidder is a pannership, a letter of authorization shall be furnished and signed byallofthe generalpartners. if thebidderis aproprietor, andthe person signing the bidis other than the owner, a letter of authorization signed by the owner shall be furnished. The Contracting Officer will retain all such proof onfilefor acceptance of future bids, ifrequested todo so. (d) The bicder must sign his proposal correctly and in ink Ifthe proposal is offered by an individual or partnership, his name, office and post office addresses must be shown. If offered by a corporation, the person signing the proposal must give his name, title, and business address. Anyone signing a proposal as agent must filelegal evidence of his authority lo do so, and thal the signature is binding upon the firm or corporation. (é) Alternate bids willnotbe considered unless authorized by ihe invitation. Allernate bids are those offered which do not meet! the specification and are not considered approved equal to the item specified. (f) When nol otherwise specified, the bidder must state a definite lime of proposed delivery. (g) Time, ifstated asa number of days willinclude Sundays andholidays 2. SUBMISSION OF BIDS: (a) Bids and modifications thereof shall be enclosed in sealed envelopes addressed totheissuing ofhce, with the name and address of the bidder, the data and hour of opening, and the invitation number on the face of the envelope. Bids shall be submitted so as to be received in the Office of the Contracting Officer not later than the exact time set for opening of bids. To be considered for award, abid must comply inall materialrespects with theinvitation for bids so that, bothas tothe method and timeliness ofsubmission, and as to Ihesubstance of any resulting contract, ail bidders may stand on =n equal footing and the integrity of the formal advertising system may be maintained. Contract No. SO49BOAGC21(SFGMS) ADDENDUM VI TERMS AND CONDITIONS OF THE INVITATION FOR BIDS (SUPPLY CONTRACTS) (b) Sample of items, when required, must be submilted within the time specified, and unless otherwise specified by the Government. If not destroyed by testing, samples will be relumed at bidders’ request and expense unless otherwise specified by the Invilation. (c)Inthe event nobidis to be submitted, Bidders are advised not lo retum the Invitation unless otherwise specified. However, a letter or pos! card shall be sent to the Issuing Off ce advising whether future Invilations for the type of supplies or services covered by the Invitation is desired Failureto so advise the Issuing Office may be interpreted against the bidder. 3. WITHDRAWAL OF BIDS: Bids may be withdrawn only by written notice provided that such notice is received prior to the time setforopeningof the bid. 4, LATEBIDS: (a) Bids received at the Office of the Contracting Officer after the precise time sel in the Invitation for Bids arelate bids. (b) A late bid shall be considered for award only if it is received before award; andeither; (i)l! was sent by mail including registered or certified for which an official dated post office stamp (Postmark) on the envelope has been oblained, and it »s determined that the lateness was due solely to a delay in the mails for which the bidder was not responsibie; or (ii) IH submitted by mail il was received at the Officeof the Contracting Officer in sufficient time to be opened as required in the Invitation but except for delay due to mishandling on the part of the Government. The only evidence acceptable to establish timely receip! al the Office of the Contracting Officer is that which can be established upon examination of an appropriate time stamp ora writien sfatement from an official of the U. S, Postal Service. (c) Hand-Carried Bids: Alatehand-carried bid, or any other late bid not submitted by mail. (d) Registered Mail: The time of mailing of a lale bid, mailed by registered mail, maybe determined by the date of the 20stmark on the registered mailreceipt or registered mail wapper. The time of mailing shall be deemedio be Ihelast minute ofthedate shown in such postmark unless the bidder fumishes evidence from the post office station of mailing which esiablishes an earliertime If the postmark does no! show a date, the bid shall be deemed to have been mailed too late unless the bidder fumishes evidence from the post office of mailing which eslablishes timely mailing. (e) Certified Mail: The time of mailing a late bid; mailed by Certified Mail for which 2 postmarked Receipt for Cenitied Mailwasablained, shall be deemed to be the lasiminute ofthedate shown on the posimark on such receipl where: (i) the Receipt for Cerlified Mailidentifies the post office station of mailing and the bidder fumishes evidence from such station that the business day of thatslation ended atanearliertime. in which case the time of mailing shall bedeemed to be last minute of the business day of that station; or(iijanentryininkon the Receip} of Certified Mail, showing the timeof mailing and the initials of the postal employee receiving the item and making the entry, is approprialely verified in writing by the post office station of mailing in which case the time of mailing shall be the time shownin theenitry. Ifthe postmark does not show a date, the bid shall bedeemed ta havebeen mailed toolate. (Metered Mail: Bids or modifications thereol transmitied in a metered envelope received afterthe time set for opening will bedeemedtohavebeen mailed on thelasiminuteof the day indicated by the metered stamp unless in such event a bidder is atle 1o submit clear and convincing proof asto the actual or approximate time of mailing. 5. IDENTIFICATION OF OFFER: Bidders shall show brand name, calalognumber, model and so forth as applicable on bid form covering the product they are bidding on and propose to furnish. li not shown, it will be considered and understoodtobe thatthe make and model, shownin the Schedule, as a reference, will be supplied. 6. CASH DISCOUNT PROVISIONS: (a) Discounts offered for a period of less than 20 days will not be considered in making award Bidsoffering discounts for payrnent within periods in excess of twenty (20) days willbe evaluated for the purpose of award. {b} In connection with discounts offered, lime will be completed from dale of acceptance of the supplies by the Government, Provided, however, that the Govemmentis not unreasonably nor unduly negligent in accepting shipment. 7. AWARD OF CONTRACT. (a) Unless all bids are rejected, award will be made by written notice, within the time specified for acceplance, lo thal responsible bidder whase bid, conforming to the Invitation for Bids, offers the most advaniageous service to the Government, quality offered, delivery terms and service reputation taken into consideration. (b) The Government may award items separately of by grouping ilems in total lots. (c) Bidder acknowledges thal all quantities listed on the bid sheet or any awarded contract are estimates and the Goverment wil only purchase lems based on its actual needs which may or may no! amount to the tolal estimated quantities B. REJECTION OF BIDS: The Government may, after opening but prior to awardand within the time specified foracceptance, rejectanyorallbids, or the bid for any one or more commodities or contracted services included in the proposed contact, when the public interest will be served thereby. 9. PRICES: (a) All prices bid shall be firm and not subject to increase if accepted during the acceptance period. Bids containing an “escalation clause” will not be considered unless specifically authorized by the Government in the invitation for Bids (b} For each tem bid, a unit price and a total for the quantity mus! be slated. The unit price shall always control, (c) All prices shall be F.O.B. (Free On Board) destination, The seller hereunder must al his own expense and risk, fransport the goods to the named place and there, tender delivery. DATE (DDYYY} ae ACORD CERTIFICATE OF LIABILITY INSURANCE og/22/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. Astatement on this certificate does not confer rights to the certificate holder in lieu of such endorsements). PRODUCER Gouect Sandra Harty Inter Ocaan Insurance Agaricy, Inc. PHONE... (340) 773-4600 | ins wo): (240) 773-4490 6006 Paters Rest Shopping Ctr Pie s.harty@interoceaninsurancs.cam Suite INSURER(S) AFFORDING COVERAGE NAICS | C'sted, St. Cro Vi 00820 RSURERA: Underwriters at Lloyds, Certain = INSURER 8 : SF General Maintenance Services, LLC. &/ Sinclair Flemming INSURERC: PO Box 1036 INSURER D: INSURER E : Christiansted Vi 00821-1035 | wsureRF: COVERAGES CERTIFICATE NUMBER: _€L2162206290 REVISION NUMBER: THIS 18 TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM GR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TNSR [ADDL : POLICY EXP LTR TYPE OF INSURANCE IINSD |wvo POLICY NUMBER (MEYDBYYYY) |___ LIMITS ><| COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE g 1,000,600 "DAMAGE TO RENTED — Jetamssace [34] occur es eaccaarency 1s 90.008 = MED EXP {Any ane person) __| 8 5,000 Al Y P490308/1131 08/11/2020 | 07/11/2021 | personaaapvinury [5 ,000,099 GEN'L AGGREGATE UMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,006 POUCY |_] JECT Loc eronucTS -comeneaas | $_ 1.000,000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE UNIT & = | (Ea eccidend) = ANY AUTO BOOILY INJURY (Per penton) = | = ae ONLY AUTOS BODILY INJURY (Peraccident) | 5 ___|] AUTOS ONLY AUTOS ONLY (Per accident) ane = $ |_| UMBRELLA Lins occur EACH OCCURRENCE $ EXERSSTAS CLAIMS-MADE AGGREGATE 5 peo |__| RETENTION s WORKERS COMPENSATION ie | OT AND EMPLOYERS’ LIABILITY YIN STATUTE | ER ANY PROPRIETOR/PARTNERIEXECUTIVE : OFFICERIMENGER EXCLUDED? NIA EL EACH AGCIDENT s (Mandatory in ives, describe under E.L OISEASE - EAEMPLOYEE | $ DESGRIFTION OF OPERATIONS below | EL DISEASE-POUCY LIMIT |S DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached ¥ more space is required} The Cartificate holder is an additional insured in respects to work done by the insured under contract. _ CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Government of the Virgin Islands 2133 Hospital Street Chrisilansted Vi 00820 J Business Entity No. 579158 Government of The United States Virgin Islands -O- Office of the Lieutenant Governor Division of Corporations & Trademarks CERTIFICATE OF GOOD STANDING To Whom These Presents Shall Come: I, the undersigned Lieutenant Governor the United States Virgin Islands, do hereby certify that SF GENERAL MAINTENANCE SERVICES, LLC has filed in the Office of the Lieutenant Governor the requisite annual reports and statements as required by the Virgin Islands Code, and the Rules and Regulations of this Office. In addition, the aforementioned entity has paid all applicable taxes and fees to date, and has a legal existence not having been cancelled or dissolved as far as the records of my office show. Wherefore, the aforementioned entity is duly formed under the laws of the Virgin Islands of the United States, is duly authorized to transact business, and, is hereby declared to be in good standing as witnessed by my seal below. This certificate is valid through June 30th, 2022. Entity Type: Domestic Limited Liability Company Entity Status: In Good Standing Registration Date: 07/13/2010 Jurisdiction: United States Virgin Islands, United States Witness my hand and the seal of the Government of the United States Virgin Islands, on this 1st day of July, 2021. Tregenza A. Roach Lieutenant Governor United States Virgin Islands 070120210014