RFQ__1305M219QNFFM0107.pdf

RFQ IFB RFP

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

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

1. REQUISITION NUMBER PAGE OF

2. CONTRACT NO. 3. AWARD/EFFECTIVE

DATE

4. ORDER NUMBER 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME b. TELEPHONE NUMBER (No collect calls)

8. OFFER DUE DATE/

LOCAL TIME

9. ISSUED BY

13b. RATING

14. METHOD OF SOLICITATION

CODE

15. DELIVER TO 16. ADMINISTERED BY CODE

18a. PAYMENT WILL BE MADE BY CODEFACILITY

CODE

CODE

TELEPHONE NO.

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

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

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt. Use Only)

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

29. AWARD OF CONTRACT: REF.

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

30b. NAME AND TITLE OF SIGNER (Type or print) 30c. DATE SIGNED

31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

31b. NAME OF CONTRACTING OFFICER (Type or print) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA - FAR (48 CFR) 53.212

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

OFFER

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

ARE ARE NOT ATTACHED

ARE ARE NOT ATTACHED

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

17a CONTRACTOR/

OFFEROR.

CODE

8 (A)

SIZE STANDARD:

NAICS:

% FOR:SET ASIDE:UNRESTRICTED OR

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SMALL BUSINESS

10. THIS ACQUISITION IS

EDWOSB

SMALL BUSINESS PROGRAM

NFFM7320-19-01156

1305M219QNFFM0107

SAMANTHA ALB (C)

SAMANTHA.ALB@NOAA.GOV 757-441-6448

12:00 PM ET

AJ930073

NOAA/ERAD

200 GRANBY STREET

NORFOLK VA 23510

483112

FM702073

NOAA/NMFS

Northeast Fisheries Science Center

166 WATER ST

WOODS HOLE MA 02543

see continuation page for line item details.

See Schedule

APR 10, 2019

Please

DATE

March 27, 2019

1500 employees

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

0001 21 DA $____________

The Contractor shall provide a Vessel Charter for NOAA/NMFS/ NEFSC for North Atlantic Right Whale Survey in accordance with the Statement of Work.

OPTIONAL QUANTITY

The Contractor shall provide a Vessel Charter for NOAA/NMFS/ NEFSC for North Atlantic Right Whale Survey in accordance with the Statement of Work for up to five (5) additional days.

5 DA $____________

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, NORTH ATLANTIC RIGHT WHALE SURVEY

Background:

North Atlantic right whales (NARW) are a critically endangered species, protected under the Marine Mammal Protection Act and the Endangered Species Act. The National Marine Fisheries (NMFS) is required to assess the status of marine mammal populations found in U.S. waters. Monitoring the population status of NARW is a top priority for the Protected Species Branch (PSB) at the Northeast Fisheries Science Center (NEFSC). Studies include photographic identification of individuals, biopsy sampling for genetic analysis, aerial imagery for health assessment and size estimates, and sampling plankton to investigate feeding ecology.

2. Scope:

The Contractor shall provide services and equipment to support trips aboard a commercial a chartered vessel.

The PSB is seeking a charter vessel to survey for North Atlantic right whales and support a small Rigid Hull Inflatable Boat (RHIB). When whales are located, the RHIB will be deployed with about 4 science personnel, if weather permits. Scientist will use the charter vessel as a platform to deploy and retrieve a small Unoccupied Aerial System (sUAS). Oceanographic sampling will be done from the charter vessel.

The survey area is expected to be in the Great South Channel and south of Nantucket and Martha’s Vineyard, but possibly extending north to George’s bank or Gulf of Maine and south to the New York bight. There is no intent to leave U.S. waters. The desired timing and length of cruise is approximately 21 days in May 2019.

3. General Requirements:

3.1 Period of Performance

The planned period of performance is for up to 21 days at sea, with the desired period of performance from May 1 – June 1, 2019. This time period may be broken into two legs, depending on staffing and needs of the charter vessel.

If survey work is completed in less than the allocated time, the vessel will be reimbursed for only those days actually at sea. A sea day is defined as any part of a calendar day spent steaming to and from the port of departure for the purpose of conducting the research, and the days actually spent conducting the NARW research. Calendar days of less than 24 hours will be prorated at an hourly rate based on the daily rate agreed upon for the contract period. The vessel shall be available at a mutually agreeable port one day prior to the start of a research cruise prepared with the necessary fuel, food and crew to conduct and support the mission objectives. The NEFSC scientific staff includes 10 members.

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A vessel shall be placed off-hire in the event of loss of time due to any contractor and vessel-related operational deficiencies. Any underway days lost by the vessel during the currency of the contract due to excusable delays as defined in FAR 52.212-4f shall be added to the cruise period per contract modification (See FAR 52.212-4c and FAR 52.212-4f).

NARW General Survey Operation Area

3.2 Cruise Operations

Prior to the commencement of the cruise, the vessel will be made available to NEFSC scientific staff, on mutually-agreed upon date(s), to inspect the vessel, potentially train the crew for the deployments & retrievals, and to meet with the Master and owners. Any software, gear, and/or equipment installed on the vessel by the NEFSC/PSB for the purpose of conducting the research cruise will be removed at the end of the cruise.

The vessel must have a minimum of three to four crew, covering the role of Master, mate, engineer and chief steward, to operate the vessel and to support scientific operations. The Master and at least one other member of the ship’s crew must be fluent in English. While at sea, the Master is responsible for the operation of the vessel to insure the safety of the scientific staff and all crew members. The vessel’s crew is responsible for the safe operation of the vessel. Any damage to the vessel and its gear which occurs during the cruise is the responsibility of the vessel.

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The cruise will take place within the above specified time window. Weather permitting it will be carried out in one block.

Charter vessel able to accommodate scientific crew of 8-10. Three meals per day will be provided for science crew.

Charter vessel will have an open fly bridge which is safely accessible to science crew. At least three science crew will be on the fly bridge at any one time during the day. Prior to the commencement of the cruise, vessel crew will install the ‘big eye’ binocular stands on the fly bridge. The chief scientist will be consulted regarding placement prior to installation. The fly bridge will be outfitted with a wind shield to protect observers from wind. The windshield should at least run across the front of the fly bridge and extend down the sides to be lateral with big eye stands. Windscreens are around 4.5’ tall, leaving clearance for big eye binoculars, if necessary. Windshield should include extension on the outboard side, which deflects wind from coming directly over the windshield.

Charter vessel will have at least 500 square feet of deck space and be outfitted with a crane which is capable of lifting and launching a 3,000 lb (this is vessel, propulsion, fuel, gear, and, 4 persons), 18’ RHIB over the side. NEFSC will provide the RHIB, cradle, and gasoline (unless the charter vessel is equipped with gasoline tank for small boat operations). Charter vessel will be responsible for fastening the RHIB cradle to the deck in order to withstand seas. NEFSC will provide a man-rated lifting harness for deployment. Charter vessel will provide crane operator and at least one deck hand for deployment.

There will be scientific crew available to tend lines for deployment and retrieval of the RHIB.

Charter vessel will be equipped with a .322 conducting wire cable and winch for deploying and retrieving oceanographic sampling equipment.

During the cruise operations, the chief scientist may survey at night using sonobuoys (listening devices deployed from the ship, but not retrieved) in order to locate NARW.

3.3 Daily Operations

Observers will be on watch on the fly bridge at early morning. Track lines will be determined the previous evening, unless locations of aggregations of right whales are known. When right whales are sighted, the RHIB will be deployed if weather permits. The charter vessel will stand by while RHIB is working, possibly sampling for plankton in the area of whales. Science crew may deploy sUAS from charter vessel while RHIB is deployed. These decisions will be made case by case. Observers will work most daylight hours unless weather is limiting. If weather does not allow work from the fly bridge, observers may stand watch from the wheel house.

Vessel operations will mostly be during daylight hours, with a possibility of oceanographic sampling or sonobuoy deployments during the night. The occurrence of night time work will happen infrequently.

A Scientific Research Permit from the NOAA Fisheries Northeast Regional Administrator will be obtained by the Contracting Officer Representative (COR) and maintained onboard the vessel for the duration of the survey. No Days-At-Sea (DAS) or catch allocation will be charged to the vessel under this survey activity; the vessel will be considered a NOAA research vessel under this contract.

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The vessel shall utilize and maintain nautical charts, deck log and/or computer software(s) that provide a record of the vessel’s location, operations, operating conditions and any vessel-related significant events.

These charts, logs and software output(s) shall be made available upon request of the Chief Scientist. The Master shall provide scientific personnel access to GPS location data, and other available operations data as needed.

Nothing herein contained shall be construed as creating demise of the vessel to the Government. The Contractor under this contract shall retain complete and exclusive possession and operation of the vessel and its navigation.

3.4 Provisions

Three (3) meals per day (breakfast, lunch and dinner) shall be prepared by the vessel chief steward for the scientists. Meats shall be included at each lunch and dinner along with two (2) vegetables and dessert or fruit. Milk, coffee, tea, water, cold juice and soft drinks shall be available at all times. Meals shall be prepared during each day of vessel operation under this contract.

3.5 Emergency Medical Care, Safety and Health

a. Medical Services. The Contractor shall provide at least qualified one crew member trained in advanced first aid, CPR and automated external defibrillator (AED) use while underway for the duration of the contract. The medical person in charge is responsible to the Master for health of crew members and Scientific Field Party personnel including emergency and routine care, preventative medicine and medical administration. The medical person in charge shall assist the Master in developing plans and procedures for dealing with medical emergencies, including obtaining shore side medical advice/assistance and designating and training other shipboard personnel to provide assistance in emergencies.

b. Medical Provisions. The Contracted vessel shall be outfitted with a current first aid manual, complete first aid kit and automated external defibrillator (AED). The Contractor shall provide a designated area to accommodate first aid treatment, medical equipment and other medical provisions. The Contractor shall establish adequate and reasonable controls and procedures for the custody and safekeeping of all medical supplies, equipment and controlled medical substances.

c. Medical Records. The Contractor shall maintain medical records aboard the vessel for Scientific Field Party personnel containing a minimum medical history and on-board treatment records. The confidentiality of these records shall be protected in accordance with the Privacy Act at 5 USC 552a.

d. Hazardous Materials. The contractor shall follow all applicable regulations and standards pertaining to the Pipeline and Hazardous Materials Safety Administration, Department of Transportation contained in 49 CFR.B.1. The Contractor shall maintain a current library of Material Safety Data Sheets (MSDS) for all hazardous materials aboard the vessels and shall make them readily available to all personnel on board. The Chief Scientist will provide the contractor with a current copy of an MSDS for any/all hazardous materials brought onboard the vessel by the Scientific Field Party. The Chief Scientist will be responsible for the removal of all hazardous materials not consumed during scientific operations and for the removal of all hazardous materials, if any, generated by the Scientific Field Party. The Government will provide the personal protective equipment required for the safe handling of those hazardous materials brought onboard by the Scientific Field Party. The contractor is responsible for the compliance with all applicable environmental, health and safety laws and regulations pertaining to shipboard operations, including the use of hazardous materials, and the treatment, storage and disposal of hazardous materials

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(if any) generated by the vessel. It is anticipated at this time that two hazardous materials will be brought on board, that is denatured alcohol and formalin. Arrangements will be made with the Master to accommodate the above requirements. Additional safety requirements such as an emergency eye wash station will also need to be arranged. These arrangements will be made in cooperation with the Master.

3.6 Living and Working Conditions for Scientific Personnel

a. Liquor or Illegal Drugs. During the cruise period, the possession or use of intoxicating liquor and or illegal drugs by any person aboard the vessels is not permitted, and may be grounds for termination of the Contract by the Government. The Contractor shall comply with the requirements to maintain a Drug Free Workplace contained in FAR 52.233-6.

b. Firearms. During the cruise period, all firearms, should any be onboard, shall be kept under lock and key by the Master.

c. Smoking. Smoking shall be prohibited in all interior spaces occupied by or utilized by the Scientific Field Party. Smoking on deck shall be in designated areas only.

d. At no time during the vessel charter period which includes staging and destaging in-port times, shall any member of the scientific party or crew be subjected to or take part in, any acts of discrimination based on sex, disability, race, color, ethic nationality or gender identification. This includes discriminatory comments, jokes, propaganda, harassment or biasness, whether directly or indirectly involving a member of the scientific party or crew member.

e. Pornographic Material: All pornographic material, such as magazines, movies, calendars, etc. will be removed from all public/common areas on board the vessel during the duration of the vessel charter period.

f. Water intended for personal use and consumption that is taken, produced, or stored aboard the vessel shall be handled in accordance with applicable regulations. Evidence of bacteriological and chemical testing of shipboard potable water taken from the vessel’s storage tanks via the vessel’s distribution system by a certified laboratory within three months of the charter period shall be provided. Potable water shall be tested and treated to maintain a pH of 6.8 to 7.8 and a residual halogen content of 0.2 ppm to 2.0 ppm free available chlorine (or equivalent) weekly. Water should be free of tastes, odors, and turbidity that would be objectionable to the majority of those on board.

3.7 Passengers

The Contractor shall not permit any passengers to be transported aboard the vessel for any reason without specific approval of the COR. This restriction applies to Government employees, Contractor’s employees who are not crew members, Scientific Field Party personnel not assigned and the general public.

3.8 Security

The vessel shall provide a security watch while in port to ensure that unauthorized personnel are not permitted to board the vessels from shore or via the harbor. Emergency phone numbers for local port officials and law enforcement shall be available to the person on watch. Best marine practices shall be in place while underway to ensure that unauthorized personnel or craft are not permitted to approach the vessel. The Master of the vessel shall take all additional customary and reasonable precautions to ensure that no harm befalls the vessel while in port and at sea.

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4.0 Vessel Specifications- Mandatory:

4.1. General Information

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

b. Capable of safe operation across Georges Bank and the NY Bight on the continental shelf in waters.

c. The vessel shall have been actively used for collecting scientific data within the past 12 months and/or a track record of prior work with protected species, including marine mammals and sea turtles.

d. Sufficient deck space for one RHIB, and oceanographic sampling gear.

e. Clean, sanitary, and sufficiently ventilated berths with mattresses for the vessel’s crew and 2-3 scientists. Bunk areas shall contain at least one (1) drawer or closet per occupant for storage of clothing and personal gear.

f. A minimum of one head, one shower and sink with hot water that is available to scientific crew.

g. Sufficient potable water for ten (10) people for the duration of the cruise.

h. Galley facilities for concurrent seating of five (5) people at a time.

4.2 Electronic and Communication Equipment Requirements- Mandatory

a. Radios:

1. VHF (minimum 2)

2. Single side-band

b. Radar (2 units with minimum range 40 nm)

c. GPS (minimum 2 units)

d. Plotters with capability of plotting input from GPS desirable

e. Depth sounder

f. Email capability desirable

g. weather FAX machine desirable but not required

3.3 Crew requirements- Mandatory

a. The Captain shall have a minimum of three years of experience as Master of a comparable-sized vessel in north Atlantic waters.

b. The Captain shall be competent in the use of modern navigational equipment.

c. At least two (2) other members of the crew shall have a minimum of three (3) years of sea-going experience.

d. The designated cook should have adequate experience in the planning and preparation of three (3) daily meals at sea for groups of five (5) or more people.

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e. Bidders shall include documentation indicating pertinent employment experience for each crew member indicating the requisite experience. Similar documentation will be submitted for approval of all replacement personnel proposed for hire during the charter.

5. Applicable Directives:

5.1 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 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

5.2 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 at sea 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.

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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.

5.3 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 dry dock survey, or underwater survey in lieu of dry docking, 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 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.

5.4 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.

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 Government wide 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. FAR 52.245-1 GOVERNMENT PROPERTY (JAN 2017)

I. FAR 52.245-9 USE AND CHARGES (APRIL 2012)

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

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

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

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

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

PRICE (APR 2010)

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

P. CAR 1352.246-70 INSPECTION AND ACCEPTANCE (APR 2010)

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

OFFICER’S REPRESENTATIVE (COR) (APR 2010)

(a) Henry Milliken 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: 508-495-2294 Email: Henry.Milliken@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.

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

(a) The period of performance of this contract consists of a Performance Period of May 1, 2019 through June 1, 2019. If an option is exercised, the period of performance shall be extended through the end of that option period.

(b) The notice requirements for unilateral exercise of option periods are set out in FAR 52.217-8.

(End of clause)

S. 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.

(b) General liability.

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(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.

T. 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…