RFQ_1305M2-19-Q-NFFM0056.pdf

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

1. REQUISITION NUMBER

NFFM7210-19-00671

2. CONTRACT NO. 3. AWARD/EFFECTIVE

DATE

4. ORDER NUMBER 5. SOLICITATION NUMBER

1305M2-19-Q-NFFM-0056

6. SOLICITATION

ISSUE DATE

FEB 8, 2019

7. FOR

SOLICITATION

INFORMATION

CALL:

a. NAME

Amy McLiverty

b. TELEPHONE NUMBER (no collect calls)

(757) 441-3426

8. OFFER DUE DATE/

LOCAL TIME

FEB 22, 2019

12:00 PM EST

9. ISSUED BY CODE AJ930073

National Oceanic and Atmospheric Administration Eastern Acquisition Division 200 Granby Street, Suite 815 Norfolk, VA 23510

E-mail: Amy.L.McLiverty@noaa.gov

10. THIS ACQUISITION IS UNRESTRICTED OR SET ASIDE: _100__ %FOR:

SMALL BUSINESS WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN- OWNED

SMALL BUSINESS PROGRAM

HUBZONE SMALL NAICS:

BUSINESS EDWOSB 483112

SERVICE-DISABLED

VETERAN-OWNED SIZE STANDARD:

SMALL BUSINESS 8(A) 1500 Employees

11. DELIVERY FOR FOB

DESTINATION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT

TERMS

13a. THIS CONTRACT IS A RATED

ORDER UNDER DPAS (15 CFR 700)

13b. RATING DO-A3

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE 16. ADMINISTERED BY CODE

See Block 9

17a. CONTRACTOR/ CAGE CODE FACILITY

OFFEROR CODE

DUNS No.

TELEPHONE NO:

FAX NO:

18a. PAYMENT WILL BE MADE BY CODE

Department of Commerce NOAA Finance Office, Room 1204 20020 Century Blvd Germantown, MD 20874

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH

ADDRESS IN OFFER

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK

BELOW IS CHECKED SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

Reference Section B, Pricing Schedule.

(Use Reverse and/or Attach Additional Sheets as Necessary)

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (FOR GOVT USE ONLY)

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 & 52.212-5 ARE ATTACHED. ADDENDA ARE ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4, FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED.

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND

RETURN 1 COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO

FURNISH AND DELIVER ALL ITEMS SET FORTH OR OTHERWISE

IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS SUBJECT TO

THE TERMS AND CONDITIONS SPECIFIED HEREIN.

29. AWARD OF CONTRACT: REFERENCE

OFFER DATED . YOUR OFFER ON SOLICITATION (BLOCK 5), INCLUDING ANY

ADDITIONS OR CHANGES WHICH ARE SET FORTH HEREIN, IS ACCEPTED AS TO

ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SINGATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER 31c. DATE SIGNED mailto:Amy.L.McLiverty@noaa.gov

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED:

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE 32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f. TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

33. SHIP NUMBER 34. VOUCHER NUMBER 35. AMOUNT VERIFIED

CORRECT FOR

36. PAYMENT

COMPLETE PARTIAL FINAL

37. CHECK

NUMBER

PARTIAL FINAL

38. S/R ACCOUNT

NUMBER

39. S/R VOUCHER NUMBER 40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT

42 a. RECEIVED BY (Print)

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE 42b. RECEIVED AT (Location)

42c. DATE REC’D (YY/MM/DD) 42d. TOTAL

CONTAINERS

SECTION I

STATEMENT OF WORK

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DEPARTMENT OF COMMERCE (DOC)

NATIONAL OCEANIC ATMOSPHERIC ADMINISTRATION (NOAA)

NATIONAL MARINE FISHERIES SERVICE (NMFS)

NORTHEAST FISHERIES SCIENCE CENTER (NEFSC)

VESSEL CHARTER SERVICES, TRAWL GEAR TYPE OBSERVER TRAINING

Background:

The Northeast Fisheries Science Center (NEFSC), National Marine Fisheries Service (NMFS) is required to collect scientific, management, regulatory compliance and economic data for fisheries by placing at-sea monitors aboard U.S. domestic fishing vessels in certain fisheries. This data cannot be obtained at the dock or on Government research vessels. These data are needed for the management and monitoring of Annual Catch Limits, in season quotas, and to assess patterns of by-catch. In the Northeast U.S., the Northeast Fisheries Observer Program (NEFOP) operates from Maine through North Carolina, and is overseen by the Fisheries Sampling Branch (FSB) at the NEFSC.

2. Scope:

The Contractor shall provide services and equipment to support training trips aboard a commercial fishing vessel. The required training vessel gear types is for trawl vessel(s).

FSB plans to conduct a minimum of three (3) at-sea training trip sessions using two (2) trawl vessels within the FSB Observer Certification Courses, and three (3) Observer Safety Training opportunities, four

(4) hours each during the Base Period of March 15, 2019 through March 14, 2020. Though most training sessions will require two (2) vessels, the actual number of vessels per training session may be one (1) or two (2) dependent upon the class size. This is the best estimate, and is dependent on funding availability for observer coverage, commercial fishing effort trends, coverage requirements and mandates, and observer retention.

3. General Requirements:

(a) The contractor shall provide services and equipment to facilitate observer training trips aboard a fishing vessel set up to fish with the specific trawl gear type sought, that would represent current commercial fishing practices. Vessels must provide the fuel required to complete the trip and supply regulation compliant commercial fishing gear. Vessels must be able to tie up at a dock for the trainees to safely board and disembark. Vessels must sail and land from a port that is within a reasonable commute (50 miles) of East Falmouth, Massachusetts. Vessels must have taken an observer while actively commercial fishing within the previous twelve (12) months. Depending on vessel size, distance to fishing grounds, and class size, the vessel may have to conduct two (2) shorter trips in one (1) day, or one (1) longer trip in one (1) day. A training roster, including observer trainees and FSB staff members, will be provided to the vessel before sailing. The vessel operator must review the trip details with FSB staff prior to the trip departing. Vessel(s) will set multiple gears as outlined to capture realistic fishing practices during the training trip.

(b) The fishing vessel training trips shall take place during various training programs throughout the calendar year. Due to the unpredictable nature of weather that would affect a safe training session, back-up or “Rain Dates” must be agreed upon. “Rain Dates” for training trips will be identified as the training trip dates are selected. Should continuous inclement weather be present and no rain date can be

1305M2-19-Q-NFFM0056/Trawl Gear Type Observer Training Page 4 of 42 scheduled, a dock-side or harbor scenario/fishing vessel familiarity training using the vessel may be requested. The vessel Captain, at a minimum, must be present for this dock-side/harbor training.

Embarking/debarking ports will be decided upon before vessel selection. Flexibility with port embarking/debarking may be required on a training event basis due to training needs, weather events, and possible fishing regulatory needs. The number of vessel crew size will be determined prior to the training trip. The vessel must be manned with enough experienced crewmembers so that safe fishing operations can be conducted. The vendor will maintain a method of communication with FSB staff to be available for any scheduling changes. The vendor shall also communicate any mechanical, permitting, or crew problems upon selection that could interfere with safe and good training operations in a timely manner.

Vessel operator and/or owner must be willing to talk with the observer trainees about the safety hazards of fishing and importance of collecting high quality data. A continuous watch for marine mammals and sea turtles by vessel crew and NEFOP staff will occur while underway during the setting and hauling of gear. Action will be taken to avoid setting gear at times and places where concentrations of protected species are observed. Should an incidental take of a protected species occur during the training trip, NEFSC protocols of reporting will be followed.

(c) Training Courses:

1. Northeast Fisheries Observer and At-Sea-Monitor Training

The Northeast Fisheries Observer Training Center conducts various observer and at-sea-monitor certifications which include fishing vessel training trips on a trawl vessel. These certification courses needing trawl training trips are anticipated to be offered three (3) times annually. The class size is generally between 8 and 20 students, and the group is split into groups of six (6) or less to make for a small group size to go on the training trips. The students are accompanied by experienced observer trainers who work for FSB. The ratio of student to trainer will not exceed 4 to 1. The students have hands on experience on how to apply their sampling and prioritization skills, as well as, reinforce vessel safety and shipboard etiquette. During the fishing trips, students collect the required suite of data on a pre-trip vessel safety checklist, collect gear characteristics, record haul or tow location information and weather variables. They will also estimate the amount of catch being brought onboard, using various catch estimation techniques, including actual weights, tally counts, basket sampling, and volume to volume. They will reference their program guides to determine sampling priorities and practice their species identification and biological sampling of the catch. They also interview the captain on the trip costs, and offer the required program options, such as a Data Release Form and Fishermen’s Comment Card.

2. Safety Training

Advanced safety training courses are offered annually and require a fishing vessel platform in order to perform several safety drills while on board an actual fishing vessel. Some of these topic include, but are not limited to, firefighting (smoke/fog machine may be involved), dewatering scenario; man over board;

injury at sea; boarding liferafts from vessel platforms: etc. The class size is between 8 and 20 students, the group may be split into smaller groups to allow for a better training opportunity. The students are accompanied by experienced observer trainers and maritime safety contracted trainers who work for FSB.

3. Harbor Training

Should poor weather conditions persist and make conducting a training trip in the open ocean impossible, a simulated “harbor” trip would then be conducted. The trip will be conducted either dockside, in a

1305M2-19-Q-NFFM0056/Trawl Gear Type Observer Training Page 5 of 42 harbor, or near land to ensure safe voyage. No fishing gear will be deployed or retrieved during these trips, FSB simulated catch will be provided. All other deliverables for training trip as listed in deliverables must be provided.

4.0 Vessel Requirements

There shall be a minimum of three (3) at-sea training sessions. The number of vessels per training session may be one (1) or two (2) dependent upon class size. Most training sessions will require two (2) vessels.

All vessels must meet or exceed described vessel and crew requirements.

1. Vessel(s) will be available for a pre-trip safety check approximately one (1) week prior to training trip and a pre-trip safety check on the day of training. FSB staff will conduct the safety checks. Any safety discrepancies noted must be corrected by the vendor prior to the training trip date.

2. Vessel(s) will embark on two (2) separate trips on the training day carrying three (3)- six (6) trainees accompanied by two (2) to three (3) FSB staff members. The training day trips will last approximately three (3) to five (5) hours.

3. Vessel(s) will conduct, on average, two (2) tows per trip. Exceptions may be made due to poor weather conditions or other safety concerns and will be communicated with FSB staff.

4. Trawl tows will occur in waters where some catch can be observed, but the contractor does not anticipate catching large amounts of groundfish or interactions with protected species.

5. Vessel, captain, and crew will provide space for sampling catch, access to navigation equipment, storage of safety and sampling equipment.

6. Vessel(s) crew should be cooperative with training staff in assisting the objectives of the training trips.

7. A wrap up meeting at the completion of the day, once the vessel is secured to the dock, will be required (not expected to be more than 1 hour).

5.0 Option Items for additional Training Day, Partial Training Days, Safety Training hourly rates, and hourly Harbor Rates

(a) General Description of Additional Training Day; Hourly, Full or Partial

The Government may require the Contractor to provide additional training days during the contract performance. The contractor shall provide services and equipment to facilitate observer training trips aboard a fishing vessel set up to fish with trawl gear.

(b) Requirements

1. Vessel will be available for a pre-trip safety check approximately one (1) week prior to training trip and a pre-trip safety check on the day of training. FSB staff will conduct the safety checks. Any safety discrepancies noted must be corrected by the vendor prior to the training trip date;

2. Vessel will embark on two (2) separate trips on the training day carrying three (3) to six (6) trainees accompanied by two (2) to three (3) FSB staff members: the training day will consist of two (2) separate trips, each lasting approximately three (3) to five (5) hours.

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3. Vessel will conduct, on average, two (2) tows per trip. Exceptions may be made due to poor weather conditions or other safety concerns and will be communicated with FSB staff.

4. Trawl tows will occur in waters where some catch can be observed, but the contractor does not anticipate catching large amounts of groundfish or interactions with protected species.

5. Vessel, captain, and crew will provide space for sampling catch, access to navigation equipment, storage of safety and sampling equipment.

6. Vessel crew should be cooperative with training staff in assisting the objectives of the training trips.

7. A wrap up meeting at the completion of the day, once the vessel is secured to the dock, will be required (not expected to be more than one (1) hour).

8. Hourly safety training rates must be established. The vessel must be accessible, with vessel staff, for FSB training staff to conduct safety drills and training for trainees.

9. Hourly harbor training rates must be established. The vessel must be accessible, with vessel staff, for FSB training staff to conduct harbor training events as described.

(c) Pricing for Option Items:

1. Prices for the additional full training day must be provided. A training trip day may consist of two (2) trips using one (1) or more vessels, however, will conclude within a 24 hour period. Rates for a contract base year, option year one, option year two, option year three, and option year four must be indicated.

Specific rates should be submitted for each option year (option years one, two, three, and four).

2. Half day trip costs must also be established. Rates for a contract base year, option year one, option year two, option year three, and option year four must be indicated. Specific rates should be submitted for each option year (option years one, two, three, and four).

3. Hourly safety training rates must also be established. Rates for a contract base year, option year one, option year two, option year three, and option year four must be indicated. Specific rates should be submitted for each option year (option years one, two, three, and four).

4. Hourly harbor rates must also be established. Rates for a contract base year, option year one, option year two, option year three, and option year four must be indicated. Specific rates should be submitted for each option year (option years one, two, three, and four).

(d) Increase Quantity:

The contract schedule includes an item price for one full day, one-half day of additional training, dock-side, and harbor hourly training using a trawl vessel. Delivery of the added day(s) or hours shall continue at the same rate as the like item called for under the contract, unless the parties otherwise agree.

6. Applicable Directives:

6.1 Safety

The contractor shall ensure a USCG Fishing Vessel Safety Inspection has been passed within one year of the start of the training trip. The vessel shall meet all safety, firefighting and lifesaving equipment requirements as found in applicable sections of Title 46 of the Code of Federal Regulations, Part 28. The vessel shall be outfitted with personal floatation devices, survival suits, and survival craft of sufficient

1305M2-19-Q-NFFM0056/Trawl Gear Type Observer Training Page 7 of 42 number and capacity to accommodate all on board including visiting scientific party (FSB staff and observer trainees) and of the type required for a vessel of its size, class, and service in accordance with 46 CFR. Survival suits, personal floatation devices, and survival craft for the ship's crew must be provided by the Contractor; the scientific party (FSB staff and observer trainees) will provide their own survival suits, personal floatation devices, and additional survival craft if needed for the scientific party. The government reserves the right to inspect the vessel for safety, firefighting and lifesaving capabilities in accordance with a memorandum of understanding between NMFS and the USCG prior to award and commencement of the research cruise/training trip. A pre-trip orientation meeting aboard the vessel shall be conducted for FSB staff regarding the vessel's safety, firefighting and lifesaving capabilities assigned responsibilities and procedures. Vessels must be available for a pre-trip safety check one week prior to the training trip which will be completed by FSB staff. Vessels must meet all minimum safety requirements under the Magnuson Stevens Act Observer Health and Safety Regulations available at:

https://www.nefsc.noaa.gov/fsb/program/obs_health_safety_regs_fr110107.pdf

6.2 Stability

The vessel shall be of a design and shall be operated and maintained in a condition that warrants it seaworthy and stable in accordance with the American Bureau of Shipping's Guide for Building and Classing Fishing Vessels and the 46 CFR, Part 28, Subchapter E as applicable, taking into consideration itinerant loads identified herein.

All vessels chartered by NOAA shall have stability information and instructions derived based on tests and calculations, in a format required by regulation applicable to the vessel’s size, type, and service.

The vessel shall have, as a minimum, a Stability Letter that reflects the vessel’s current configuration and intended service, signed by a qualified individual (a recognized naval architect or naval architecture firm having been trained in and having experience in matters of stability calculations) certifying that the vessel meets intact stability requirements, taking into account the loading, over-the-side lifting, and atsea conditions under which the vessel will reasonably be expected to operate during the charter. The stability letter shall contain instructions and guidance for the vessel’s operating personnel intended to maintain satisfactory vessel stability and shall include information regarding loading constraints and operating restrictions under varying conditions. Vessels 79 feet or less, for which regulatory stability evaluation criteria is not available or applicable, must provide evidence that stability has been evaluated by a qualified individual using best available data in lieu of an official Stability Letter required by regulation.

All vessels chartered by NOAA shall have and shall maintain stability information aboard the vessel. All vessels chartered by NOAA shall be operated in accordance with the vessel’s stability instructions and guidance.

6.3 Material Condition, Structural and Watertight Integrity

The Contractor shall provide one or more of the following, reflecting the vessel’s current configuration, as evidence of the vessel being maintained in a seaworthy condition: evidence of a drydock survey, or underwater survey in lieu of drydocking, and an internal structural examination within the two years prior to the initiation of the cruise; or proof of satisfactorily passing an inspection completed by the Contractor’s marine insurance carrier within one year of initiation of the cruise. The Government reserves

1305M2-19-Q-NFFM0056/Trawl Gear Type Observer Training Page 8 of 42 the right to inspect the vessel’s material condition with respect to maintenance of vital systems, vessel configuration, and watertight integrity prior to award and commencement of the cruises.

6.4 Regulatory Compliance

The vessel shall be outfitted, operated and maintained to meet all applicable federal, state and local environmental, health, safety and pollution control regulations. The Contractor shall have on board during the currency of this contract all certificates, records and other documents required by applicable laws and regulation. Vessel must not have any current operator or vessel permit sanctions.

6.5 NEFOP Description of Responsibilities at Sea

(a) The NEFOP training program will periodically send members of staff and trainees to sea with partner vessels in order to conduct training operations. NEFOP staff has been trained in CPR, First Aid, AED and Marine Emergency Safety.

(b) NEFOP staff will recognize the vessel captain as the ultimate authority while at sea. In the case of emergency, staff must follow the captain's orders which may include tasks outside of the 'normal' responsibilities in which case the vessel and crew will adhere to Emergency Instructions as set out in 46

CFR 28.265.

6.6 Insurance

Valid copy of proof of insurance and insurance must be submitted annually. Within 60 days of the award, the Contractor must provide proof of insurance for a rider policy at a minimum $1.0 million in excess of aggregate vessel coverage providing coverage for deployed FSB staff and associates for a total of 10 days (effective days to occur during contracted days per vessel).

SECTION II

CONTRACT TERMS AND CONDITIONS

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1. FAR 52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS (OCT

2018)

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights --

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

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

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

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

(d) Disputes. This contract is subject to 41 U.S.C. chapter 71,Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

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

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

(g) Invoice.

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

(i) Name and address of the Contractor;

(ii) Invoice date and number;

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

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

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

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

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

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

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

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

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

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(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer— System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer—Other Than System for Award Management), or applicable agency procedures.

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

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

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

(i) Payment.

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt Payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR Part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall—

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period at fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

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(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

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

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

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

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

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

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

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

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

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

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

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts;

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18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause.

(3) The clause at 52.212-5.

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

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

(9) The specification.

(t) Reserved

(u) Unauthorized Obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End Use License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti- Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

(End of Clause)

ADDENDUM TO FAR 52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL

ITEMS (OCT 2018)

2. FEDERAL ACQUISITION REGULATION (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 of a clause may be accessed electronically at these addresses:

Federal Acquisition Regulation (FAR) - http:// farsite.hill.af.mil Commerce Acquisition Regulation (CAR) – http://farsite.hill.af.mil/vmcara.htm http://farsite.hill.af.mil/vmcara.htm

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A. FAR 52.217-7 OPTION FOR INCREASED QUANTITY—SEPARATELY PRICED LINE

ITEM (MAR 1989)

The Government may require the delivery of the numbered line item, identified in the Schedule as an option item, in the quantity and at the price stated in the Schedule. The Contracting Officer may exercise the option by written notice to the Contractor within two (2) days of required performance and delivery.

Delivery of added items shall continue at the same rate that like items are called for under the contract, unless the parties otherwise agree.

(End of clause)

B. FAR 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 15 days prior to the expiration of the current contract period.

Inclusion of FAR clause 52.217-8, Option to Extend Services, in the solicitation and resultant contract is for use by the Government as outlined at FAR 37.111, Extension of Services. The option will be exercised as needed at any time during the life of the contract using the rates applicable at the time of exercise.

(End of clause)

C. FAR 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 15 days of the period of performance, provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five (5) years and six (6) months.

(End of clause)

D. FAR 52.202-1 DEFINITIONS (JAN 2012)

E. FAR 52.203-17 CONTRACTOR EMPLOYEE WHISTLEBLOWER RIGHTS AND

REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS (APR 2014)

F. FAR 52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE

(JUL 2013)

G. FAR 52.209-10 PROHIBITION ON CONTRACTING WITH INVERTED DOMESTIC

CORPORATIONS (NOV 2015)

H. CAR 1352.201-70 CONTRACTING OFFICER’S AUTHORITY (APR 2010)

I. CAR 1352.209-72 RESTRICTIONS AGAINST DISCLOSURE (APR 2010)

J. CAR 1352.209-73 COMPLIANCE WITH THE LAWS (APR 2010)

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K. CAR 1352.209-74 ORGANIZATIONAL CONFLICT OF INTEREST (APR 2010)

L. CAR 1352.228-72 DEDUCTIBLES UNDER REQUIRED INSURANCE COVERAGE-FIXED

PRICE (APR 2010)

M. CAR 1352.231-71 DUPLICATION OF EFFORT (APR 2010)

N. COMMERCE ACQUSITION REGULATION (CAR) 1352.201-72 CONTRACTING

OFFICER’S REPRESENTATIVE (COR) (APR 2010)

(a) Jennifer O’Connell is hereby designated as the Contracting Officer’s Representative (COR). The COR may be changed at any time by the Government without prior notice to the contractor by a unilateral modification to the contract. The COR is located at:

NOAA/Fisheries Sampling Branch 25 Bernard East Saint Jean Drive East Falmouth, MA 02536 Phone Number: 508.495.2251 Email: Jennifer.OConnell@noaa.gov

(b) The responsibilities and limitations of the COR are as follows:

(1) The COR is responsible for the technical aspects of the contract and serves as technical liaison with the contractor. The COR is also responsible for the final inspection and acceptance of all deliverables and such other responsibilities as may be specified in the contract.

(2) The COR is not authorized to make any commitments or otherwise obligate the Government or authorize any changes which affect the contract price, terms or conditions. Any contractor request for changes shall be referred to the Contracting Officer directly or through the COR. No such changes shall be made without the express written prior authorization of the Contracting Officer. The Contracting Officer may designate assistant or alternate COR(s) to act for the COR by naming such assistant/alternate(s) in writing and transmitting a copy of such designation to the contractor.

O. CAR 1352.270-70 PERIOD OF PERFORMANCE (APR 2010)

(a) The period of performance of this contract consists of a Performance Period of March 15, 2019 through March 14, 2020. If an option is exercised, the period of performance shall be extended through the end of that option period.

(b) The option periods that may be exercised are as follows:

Period Start Date End Date Option Year One March 15, 2020 March 14, 2021 Option Year Two March 15, 2021 March 14, 2022 Option Year Three March 15, 2022 March 14, 2023 Option Year Four March 15, 2023 March 14, 2024

(c) The notice requirements for unilateral exercise of option periods are set out in FAR 52.217-9.

P. CAR 1352.228-70 INSURANCE COVERAGE (APR 2010)

(a) Workers Compensation and Employer’s Liability. The Contractor is required to comply with applicable federal and state workers’ compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer’s liability section of the insurance policy, except when contract operations are so commingled with a Contractor’s commercial operations that it would not be practical to require this coverage. Employer’s liability coverage of at least $100,000 shall be required, except in states with exclusive or monopolistic funds that do not permit workers’ compensation to be written by private carriers.

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(b) General liability.

(1) The Contractor shall have bodily injury liability insurance coverage written on the comprehensive form of policy of at least $500,000 per occurrence.

(2) When special circumstances apply in accordance with FAR 28.307-2(b), Property Damage

Liability Insurance shall be required in the amount of $0.00.

(c) Automobile liability. The Contractor shall have automobile liability insurance written on the comprehensive form of policy. The policy shall provide for bodily injury and property damage liability covering the operation of all automobiles used in connection with performing the contract. Policies covering automobiles operated in the United States shall provide coverage of at least $200,000 per person and $500,000 per occurrence for bodily injury and $20,000 per occurrence for property damage.

(d) Aircraft public and passenger liability. When aircraft are used in connection with performing the contract, the Contractor shall have aircraft public and passenger liability insurance. Coverage shall be at least $200,000 per person and $500,000 per occurrence for bodily injury, other than passenger liability, and $200,000 per occurrence for property damage. Coverage for passenger liability bodily injury shall be at least $200,000 multiplied by the number of seats or passengers, whichever is greater.

(e) Vessel liability. When contract performance involves use of vessels, the Contractor shall provide, vessel collision liability and protection and indemnity liability insurance as determined by the Government as noted in Paragraph 9 Addendum to CAR 1352.228-70.

Q. ADDENDUM TO CAR 1352.228-70 INSURANCE COVERAGE

Vessel Liability - When contract performance involves use of vessels, the contracting officer shall require, as determined by the agency (below), vessel collision liability and protection and indemnity liability insurance.

(a) Maintenance of Marine Insurance Coverage. Prior to award and for the remainder of the period of this Contract the Contractor shall maintain the customary full-form marine insurance coverage on the vessels including Hull and Machinery and Protection & Indemnity taking into account scientific personnel employed on board. For the period of the at-sea work, the P&I policy should be adjusted to ensure coverage up to $1.0 Million per Scientist (3-5 Scientist depending on vessel capacity) . The expense for such insurance coverage shall be for the Contractor’s account and shall be deemed to be included in the hire payable under this contract. Copies of the Insurance Policy shall be provided by the Contractor as technical information within the quote package as outlined in the addendum.

(b) Notification to Government. Contractor shall to the maximum extent practicable, keep the Government, through the Contracting Officer, currently informed in writing as to the potential vitiation, suspension, lapse, or termination of any vessels’ insurance policies as a consequence of this contract.

R. NOAA ACQUISITION MANUAL (NAM) 1330-52.203-71 NOTICE OF POST-

GOVERNMENT EMPLOYMENT RESTRICTIONS (OCT 2015)

By submission of an offer in response to a NOAA solicitation or acceptance of a contract, the contractor acknowledges the restriction on current NOAA employees regarding contact with offerors regarding prospective employment and the corresponding obligations for contractors who engage them. The contractor further acknowledges that it has provided notice to former NOAA employees who will provide service to NOAA under the contract of post-Government employment restrictions that apply to them. Such restrictions include, but are not limited to, those set forth in:

(a) 41 U.S.C. § 2103 regarding contacts between a federal employee working on a procurement and an offeror about prospective employment;

(b) 18 U.S.C. § 207 regarding the restrictions on former federal employees having contact with a federal agency on behalf of another person or entity concerning a specific party matter with which the former

1305M2-19-Q-NFFM0056/Trawl Gear Type Observer Training Page 16 of 42 employee was involved as a federal employee or for which the former federal employee had official responsibility;

(c) 18 U.S.C. § 207 regarding the restrictions on former senior employees and senior political employees from having contact with his former federal agency on behalf of another person or entity concerning any official matter; and

(d) 41 U.S.C. § 2104 regarding the restrictions on a former federal employee involved in an acquisition over $10,000,000 from accepting compensation from a contractor. (End of solicitation and contract language).

S. NAM 1330-52.222-71 - NOAA SEXUAL ASSAULT AND SEXUAL HARASSMENT

PREVENTION AND RESPONSE POLICY APPLICABLE TO CREW MEMBERS OF

VESSELS UNDER NOAA CONTRACT OR ORDER (MAY 2018)

(a) General Policy.

In accordance with NOAA Administrative Order (NAO) 202-1106, NOAA Sexual Assault and Sexual Harassment Prevention and Response Policy, it is the policy of NOAA to maintain a work environment free from sexual assault and sexual harassment. NAO 202- 1106 prohibits sexual assault and sexual harassment by or of any employee, supervisor, manager, contractor, vendor, affiliate, or other individual with whom NOAA employees come into contact by the virtue of their work for NOAA. The NAO includes NOAA’s mandatory requirements for completion of sexual assault and sexual harassment prevention and response training.

It is the responsibility of the contractor to ensure that contractor employees maintain the highest degree of conduct and standards in performance of the…