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# ORDER FOR SUPPLIES OR SERVICES

IMPORTANT: Mark all packages and papers with contract and/or order numbers.: <empty>

1. DATE OF ORDER: 08/22/2019
2. CONTRACT NO. (If any): <empty>
3. ORDER NO.: 15JA5419P00000377
4. REQUISITION/REFERENCE NO.: 15JA54-19-PB-0457
U.S. Attorneys Office Southern District of New York
One St. Andrew's Plaza
New York, NY 10007

6. SHIP TO:
a. NAME OF CONSIGNEE: U.S. Attorneys Office Southern District of New York
b. STREET ADDRESS: One St. Andrew's Plaza
c. CITY: New York
d. STATE: NY
e. ZIP CODE: 10007
f. SHIP VIA: <empty>

7. TO:
a. NAME OF CONTRACTOR: AUDIO PAINT
b. COMPANY NAME: DUNS: 022421064
c. STREET ADDRESS: 204 W 84TH ST
d. CITY: NEW YORK
e. STATE: NY
f. ZIP CODE: 10024-4606

8. TYPE OF ORDER:
[x] a. PURCHASE
REFERENCE YOUR: <empty>
Please furnish the following on the terms and conditions specified on both sides of this order and on the attached sheet, if any, including delivery as indicated.
[ ] b. DELIVERY -- Except for billing instructions on the reverse, this delivery order is subject to instructions contained on this side only of this form and is issued subject to the terms and conditions of the above-numbered contract.

U.S. Attorneys Office Southern District of New York
One St. Andrew's Plaza
New York, NY 10007

9. ACCOUNTING AND APPROPRIATION DATA: USA-2019-0322ADIR-JC2-NYS-USA-DIR-25105-2529-2019

11. BUSINESS CLASSIFICATION (Check appropriate box(es)):
[x] a. SMALL
[ ] b. OTHER THAN SMALL
[ ] c. DISADVANTAGED
[ ] d. WOMEN-OWNED
[ ] e. HUBZone
[ ] f. SERVICE-DISABLED VETERAN-OWNED
[ ] g. WOMEN-OWNED SMALL BUSINESS (WOSB) ELIGIBLE UNDER THE WOSB PROGRAM
[ ] h. EDWOSB

12. F.O.B. POINT: <empty>

13. PLACE OF:
a. INSPECTION: <empty>
b. ACCEPTANCE: <empty>

14. GOVERNMENT B/L NO.: <empty>

15. DELIVER TO F.O.B. POINT ON OR BEFORE (Date): <empty>

16. DISCOUNT TERMS: NET 30

<table><tr><th>ITEM NO.

(a)</th><th colspan="2">SUPPLIES OR SERVICES QUANTITY
ORDERED
(b)</th><th>(c)</th><th>UNIT

(d)</th><th>UNIT PRICE

(e)</th><th>AMOUNT

(1)</th><th>QUANTITY
ACCEPTED
(g)</th></tr><tr><td></td><td colspan="2">R19NYS18025
Epstein case
Video and Audio service Materials include approximately 22
VHS tapes and approximately 49 cassette tapes, each of
which needs to be converted, labeled, and indexed, and will
need two copies of each resulting in digital file

POC:
legalaudiovideo@gmail.com

See Continuation Sheet(s)</td><td></td><td></td><td></td><td></td><td></td></tr><tr><td rowspan="5">SEE BILLING
INSTRUCTIONS
ON
REVERSE</td><td>I&amp; SHIPPING POET</td><td>10. GROSS SHIPPING WEIGHT</td><td>20.</td><td>INVOICE</td><td>NO.</td><td rowspan="3">$12,262.50</td><td rowspan="3">17(h) TOT.
(Cont
pages)</td></tr><tr><td colspan="5">21. MAIL INVOICE TO:</td></tr><tr><td colspan="5">a. NAME
U.S. Attorneys Office Southern District of New York</td></tr><tr><td colspan="5">b. STREET ADDRESS (or P.O. Box)
86 Chambers Street</td><td rowspan="2">$12,262.50</td><td rowspan="2">17(i)
GRAND
TOTAL</td></tr><tr><td>c. CITY
New York</td><td></td><td>d. STATE

NY</td><td>e.</td><td>ZIP CODE

10007</td></tr></table>

AUTHORIZED FOR LOCAL REPRODUCTION AUTHORIZED FOR LOCAL REPRODUCTION PREVIOUS EDITION NOT USABLE

OPTIONAL FORM 347 (REV. 2/2012) Presaged by GSA/FAR 48 CFR 5321341)

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Section 2 - Commodity or Services Schedule

## SCHEDULE OF SUPPLIES/SERVICES

CONTINUATION SHEET

| ITEM NO.   | SUPPLIES/SERVICES                                                                                        | QUANTITY      | UNIT   | UNIT PRICE   | AMOUNT     |
|-|-|-|-|-|-|
| 0001       | Video and Audio services for Epstein case<br /><br />Line Period of Performance: 08/22/2019 - 11/21/2019 | 12.262 500000 | JB     | S1.0000      | $12.262.50 |
|            |                                                                                                          |               |        | TOTAL        | $12.262.50 |

## FUNDING DETAILS:

| ITEM <br /><br />NO.    | FUNDING LINE   | OBLIGATED AMOUNT   | ACCOUNTING CODES                                  |
|-|-|-|-|
| NA                      | 1              | $12.262.50         | USA-2019.0322ADIR-JC2-NYS.USA-DIR-25105-2529.2019 |
|                         |                | TOTAL: $12,262.50  |                                                   |

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## Section 3 - Contract Clauses

## Clauses By Full Text

52.213.4 Terms and Conditions—Simplified Acquisitions (Other Than Commercial Items) (Jan 2019)

| (a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses that are incorporated by reference:                                                                                                                                                                                                                              |
|-|
| (I) The clauses listed below implement provisions oflaw or Executive order:                                                                                                                                                                                                                                                                                      |
| (i) 52.203.19. Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements (Jan 2017) (section 743 of Division<br />E, Title VII, of the Consolidated and Further Continuing Appropriations Act, 2015 (Pub. L. 113-235) and its successor provisions in<br />subsequent appropriations acts (and as extended in continuing resolutions)). |
| (ii) 52.204-23, Prohibition on Contracting for Hardware. Software, and Services Developed or Provided by Kaspersky Lab and Other<br />Covered Entities (Jul 2018) (Section 1634 ofPub. L. 115-91).                                                                                                                                                               |
| (iii) 52.222-3. Convict  Labor (Jun 2003) (E.O. 11755).                                                                                                                                                                                                                                                                                                          |
| (iv) 52.222-21. Prohibition of Segregated Facilities (Apr 2015).                                                                                                                                                                                                                                                                                                 |
| (v) 52.222-26, Equal Opportunity (Sept 2016) (E.O. 11246).                                                                                                                                                                                                                                                                                                       |
| (vi) 52.225-13. Restrictions on Certain Foreign Purchases (Jun 2008)(E.O.s, proclamations, and statutes administered by the Office of<br />Foreign Assets Control of the Department of the Treasury).                                                                                                                                                            |
| (vii) 52.233-3, Protest After Award (Aug 1996) (31 U.S.C. 3553).                                                                                                                                                                                                                                                                                                 |
| (viii) 52.233-4. Applicable Law for Breach ofContract Claim (Oct 2004) (Pub. L. 108-77. 108-78 (19 U.S.C. 3805 note)).                                                                                                                                                                                                                                           |
| (2) Listed below are additional clauses that apply:                                                                                                                                                                                                                                                                                                              |
| (i) 52.232-1, Payments (Apr 198-1).                                                                                                                                                                                                                                                                                                                              |
| (ii) 52.232-8, Discounts for Prompt Payment (Feb 2002).                                                                                                                                                                                                                                                                                                          |
| (iii) 52.232-11, Extras (Apr 1984).                                                                                                                                                                                                                                                                                                                              |
| (iv) 52.232-25, Prompt Payment (Jan 2017).                                                                                                                                                                                                                                                                                                                       |
| (v) 52.232-39. Unenforceability of Unauthorized Obligations (Jun 2013).                                                                                                                                                                                                                                                                                          |
| (vi) 52.232-40, Providing Accelerated Payments to Small Business Subcontractors (Dec 2013)                                                                                                                                                                                                                                                                       |
| (vii) 52.233-1, Disputes (May 2014).                                                                                                                                                                                                                                                                                                                             |
| (viii) 52.244-6, Subcontracts for Commercial Items (Jan 2019).                                                                                                                                                                                                                                                                                                   |
| (ix) 52.253-1, Computer Generated Forms (Jan 1991).                                                                                                                                                                                                                                                                                                              |
| (b) The Contractor shall comply with the following FAR clauses, incorporated by reference, unless the circumstances do not apply:                                                                                                                                                                                                                                |
| ( I ) The clauses listed below implement provisions of law or Executive order:                                                                                                                                                                                                                                                                                   |

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(i) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Oct 2018) (Pub. L. 109.282) (31 U.S.C. 6101 note) (Applies to contracts valued at $30,000 or more).

(ii) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (Jan 2018) (E.O. 13126)(Applies to contracts for supplies exceeding the micro-purchase threshold.)

(iii) 52.222-20, Contracts for Materials, Supplies, Articles, and Equipment Exceeding $15,000 (May 2014) (41 U.S.C. chapter 65) (Applies to supply contracts over $15,000 in the United States, Puerto Rico, or the U.S. Virgin Islands).

(iv) 52.222-35, Equal Opportunity for Veterans (Oct 2015) (38 U.S.C. 4212) (applies to contracts of 5150,000 or more).

(v) 52.222-36, Equal Employment for Workers with Disabilities (Jul 2014) (29 U.S.C. 793) (Applies to contracts over $15,000, unless the work is to be performed outside the United States by employees recruited outside the United States.) (For purposes of this clause, "United States" includes the 50 States, the District ofColumbia, Puerto Rico, the Northern Mariana Islands, American Samoa, Guam, the U.S. Virgin Islands, and Wake Island.)

(vi) 52.222-37, Employment Reports on Veterans (Feb 2016) (38 U.S.C. 4212) (Applies to contracts of S150,000 or more).

(vii) 52.222-41, Service Contract Labor Standards (Aug 2018) (41 U.S.C. chapter 67) (Applies to service contracts over 52,500 that are subject to the Service Contract Labor Standards statute and will be performed in the United States, District of Columbia, Puerto Rico, the Northern Mariana Islands, American Samoa, Guam, the U.S. Virgin Islands, Johnston Island, Wake Island, or the outer Continental Shelf).

(viiiXA) 52.222-50, Combating Trafficking in Persons (Jan 2019) (22 U.S.C. chapter 78 and E.O 13627) (Applies to all solicitations and contracts).

(B) Alternate I (Mar 2015) (Applies if the Contracting Officer has filled in the following information with regard to applicable
directives or notices: Document title(s), source for obtaining document(s), and contract performance location outside the United States
to which the doctunent applies).

(ix) 52.222-55, Minimum Wages Under Executive Order 13658 (Dec 2015) (Applies when 52.222-6 or 52.222-41 are in the contract and performance in whole or in part is in the United States (the 50 States and the District of Columbia)).

(x) 52.222-62, Paid Sick Leave Under Executive Order 13706 (Jan 2017) (E.O. 13706) (Applies when 52.222-6 or 52.222-41 are in the contract and performance in whole or in part is in the United States (the 50 States and the District of Columbia.))

(xi) 52.223-5, Pollution Prevention and Right-to-Know Information (May 2011) (E.O. 13423) (Applies to services performed on Federal facilities).

(xii) 52.223-11, Ozone-Depleting Substances and High Global Warming Potential Hydrofluorocarbons (Jun 2016) (E.O. 13693) (applies to contracts for products as prescribed at FAR 23.804(a)(1)).

(xiii) 52.223-12, Maintenance, Service, Repair, or Disposal of Refrigeration Equipment and Air Conditioners (Jun 2016) (ED. 13693) (Applies to maintenance, service, repair, or disposal of refrigeration equipment and air conditioners).

(xiv) 52.223-15, Energy Efficiency in Energy-Consuming Products (Dec 2007) (42 U.S.C. 8259b) (Unless exempt pursuant to 23.204, applies to contracts when energy-consuming products listed in the ENERGY STAR® Program or Federal Energy Management Program (FEMP)) will be—

(A) Delivered;

(B) Acquired by the Contractor for use in performing services at a Federally-controlled facility;

(C) Furnished by the Contractor for use by the Government; or

(D) Specified in the design of a building or work, or incorporated during its construction, renovation, or maintenance).

(xv) 52.223-20, Aerosols (Jun 2016) (E.O. 13693) (Applies to contracts for products that may contain high global warming potential hydrofluorocarbons as a propellant or as a solvent; or contracts for maintenance or repair of electronic or mechanical devices).

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(xvi) 52.223-21, Foams (Jun 2016) (E.O. 13693) (Applies to contracts for products that may contain high global warming potential hydrofluorocarbons or refrigerant blends containing hydrofluorocarbons as a foam blowing agent; or contracts for construction of buildings or facilities.

(xvii) 52.225-1, Buy American—Supplies (May 2014) (41 U.S.C. chapter 67) (Applies to contracts for supplies, and to contracts for services involving the furnishing of supplies, for use in the United States or its outlying areas, if the value of the supply contact or supply portion of a service contract exceeds the micro-purchase threshold and the acquisition—

(A) Is set aside for small business concerns; or

(B) Cannot be set aside for small business concerns (see 19.502-2), and does not exceed $25,000).

(xviii) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (May 2014) (42 U.S.C. 1792) (Applies to contracts greater than $25,000 that provide for the provision, the service, or the sale of food in the United States).

(xix) 52.232-33, Payment by Electronic Funds Transfer—System for Award Management (Oct 2018) (Applies when the payment will be made by electronic funds transfer (EFT) and the payment office uses the System for Award Management (SAM) as its source of EFT information).

(xx) 52.232.34, Payment by Electronic Funds Transfer—Other than System for Award Management (Jul 2013) (Applies when the payment will be made by EFT and the payment office does not use the SAM database as its source of EFT information).

(xxi) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C. App. 1241) (Applies to supplies transported by ocean vessels (except for the types of subcontracts listed at 47.504(d)).

(2) Listed below are additional clauses that may apply:

(i) 52.204-21, Basic Safeguarding ofCovered Contractor Information Systems (Jun 2016) (Applies to contracts when the contractor or a subcontractor at any tier may have Federal contract information residing in or transiting through its information system.

(ii) 52.209-6, Protecting the Government's Interest When Subcontracting with Contractors Debated, Suspended, or Proposed for Debarment (Oct 2015) (Applies to contracts over $35,000).

(iii) 52.211-17, Delivery ofExcess Quantities (Sept 1989) (Applies to fixed-price supplies).

(iv) 52.247-29, F.o.b. Origin (Feb 2006) (Applies to supplies if delivery is f.o.b. origin).

(v) 52.247-34, F.o.b. Destination (Nov 1991) (Applies to supplies if delivery is f.o.b. destination).

(c) FAR 52.252-2, Clauses Incorporated by Reference (Feb 1998). This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text ofa clause may be accessed electronically at this/these address(es):

## http://farsite.hill.af.mil/

(d) Inspection/Acceptance.The Contractor shall tender for acceptance only those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. The Government must exercise its postacceptance rights—

(I) Within a reasonable period of time after the defect was discovered or should have been discovered; and

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

(e) 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 ofGod 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 ofany excusable delay, setting forth the full particulars in connection therewith, shall remedy such

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occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(0 Terminationfor 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 that 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 that reasonably could have been avoided.

(g) 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.

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

## 52.213-2 Invoices (Apr 1984)

The Contractor's invoices must be submitted before payment can be made. The Contractor will be paid on the basis of the invoice, which must state-

(a) The starting and ending dates of the subscription delivery; and

(b) Either that orders have been placed in effect for the addressees required, or that the orders will be placed in effect upon receipt of payment.

(End of clause)

52.232-33 Payment by Electronic Funds Transfer-System for Award Management (Oct 2018)

(a) Method of payment.

( 1) All payments by the Government under this contract shall be made by electronic funds transfer (EFT), except as provided in paragraph (a)(2) of this clause. As used in this clause, the term "EFT" refers to the funds transfer and may also include the payment information transfer.

(2) In the event the Government is unable to release one or more payments by EFT, the Contractor agrees to either—

(i) Accept payment by check or some other mutually agreeable method of payment; or

(ii) Request the Government to extend the payment due date until such time as the Government can make payment by EFT (but see paragraph (d) of this clause).

(b) Contractor's EFT information. The Government shall make payment to the Contractor using the EFT information contained in the System for Award Management (SAM). In the event that the EFT information changes, the Contractor shall be responsible for providing the updated information to the SAM.

(c) Mechanisms for EFTpayment. The Government may make payment by EFT through either the Automated Clearing House (AC!!) network, subject to the rules of the National Automated Clearing House Association, or the Fedwire Transfer System. The rules governing Federal payments through the ACII are contained in 31 CFR Part 210.

(d) Suspension of payment. If the Contractor's EFT information in the SAM is incorrect, then the Government need not make payment to the Contractor under this contract until correct EFT information is entered into the SAM; and any invoice or contract financing

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request shall be deemed not to be a proper invoice for the purpose of prompt payment under this contract. The prompt payment terms of the contract regarding notice of an improper invoice and delays in accrual ofinterest penalties apply.

(e) Liability for uncompleted or erroneous transfers.

(I)If an uncompleted or erroneous transfer occurs because the Government used the Contractor's EFT information incorrectly, the Government remains responsible for—.

(i) Making a correct payment;

(ii) Paying any prompt payment penalty due; and

(iii) Recovering any erroneously directed funds.

(2)If an uncompleted or erroneous transfer occurs because the Contractor's EFT information was incorrect, or was revised within 30 days ofGovernment release of the EFT payment transaction instruction to the Federal Reserve System, and--

(i) If the funds are no longer under the control of the payment office, the Government is deemed to have made payment and the Contractor is responsible for recovery of any erroneously directed funds; or

(ii)If the funds remain under the control of the payment office, the Government shall not make payment, and the provisions of paragraph (d) of this clause shall apply.

(0 EFT and promptpayment. A payment shall be deemed to have been made in a timely manner in accordance with the prompt payment terms ofthis contract if, in the EFT payment transaction instruction released to the Federal Reserve System, the date specified for settlement of the payment is on or before the prompt payment due date, provided the specified payment date is a valid date under the rules of the Federal Reserve System.

(g) EFTandassignment ofclaims. If the Contractor assigns the proceeds of this contract as provided for in the assignment of claims terms of this contract, the Contractor shall require as a condition of any such assignment, that the assignee shall register separately in the SAM and shall be paid by EFT in accordance with the terms of this clause. Notwithstanding any other requirement of this contract, payment to an ultimate recipient other than the Contractor, or a financial institution properly recognized under an assignment of claims pursuant to Subpart 32.8, is not permitted. In all respects, the requirements of this clause shall apply to the assignee as if it were the Contractor. EFT information that shows the ultimate recipient of the transfer to be other than the Contractor, in the absence of a proper assignment of claims acceptable to the Government, is incorrect EFT information within the meaning of paragraph (d) of this clause.

(h) Liabilityfor change of EFT information byfinancialagent. The Government is not liable for errors resulting from changes to EFT information made by the Contractor's financial agent.

(i) Payment information. The payment or disbursing office shall forward to the Contractor available payment information that is suitable for transmission as of the date of release of the EFT instruction to the Federal Reserve System. The Government may request the Contractor to designate a desired format and method(s) for delivery ofpayment information from a list of formats and methods the payment office is capable ofexecuting. However, the Government does not guarantee that any particular format or method of delivery is available at any particular payment office and retains the latitude to use the format and delivery method most convenient to the Government. If the Government makes payment by check in accordance with paragraph (a) of this clause, the Government shall mail the payment information to the remittance address contained in the SAM.

(End of clause)

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Section 4 - List of Attachments

This Section Is Intentionally Left Blank