20R4123 RFP.pdf

18 June 2020

This is the Military Sealift Command Norfolk, Strategic Sealift Program Support Office

MARKET SURVEYS, RFP’S, AMENDMENTS AND CONTRACT AWARDS WILL BE

POSTED TO THE BETA.SAM.GOV WEBSITE (ONLY) UNTIL FURTHER NOTICE.

WWW.BETA.SAM.GOV

PROFORMA DOCUMENTS WILL BE MADE AVAILABLE UPON REQUEST.

Subj: RFP N32205-20-R-4123

Ref: (a) SF1449

(b) MSC TUGCON 2004 (08-04)

MSC Strategic Sealift Program Support Office, N103, requests vessels capable of meeting the transportation requirements described below. The paragraph numbers below apply to the box layout of references (a) and (b), which are incorporated herein by reference (available MSC web site at https://www.msc.navy/mil, under “Contracts,” then “Proforma” or upon request), and shall be the charter form of any contract resulting from this solicitation. By submission of a proposal, the offeror confirms agreement with all terms and conditions of this solicitation and the charter form, unless otherwise identified therein.

NOTE:

(1) DUE TO INCREASED E-MAIL SECURITY, IT MAY TAKE LONGER FOR E-MAILS

TO BE RECEIVED IN THE APPROPRIATE IN-BOX, ESPECIALLY WHEN AN E-

MAIL IS HOSTED IN A FOREIGN COUNTRY; SOME E-MAILS ARE DELAYED IN

EXCESS OF HOURS. OFFERORS ARE ENCOURAGED TO SUBMIT OFFERS AS

SOON AS POSSIBLE.

http://www.beta.sam.gov/ https://www.msc.navy/mil

STANDARD FORM 1449 BOXES:

1. Standard Form 1449 Boxes

2. Contract No.: Will be provided upon award

5. Solicitation No.: N32205-20-R-4123

6. Solicitation Issue Date: 18 June 2020

7. For Solicitation Information: LaToya Sorrell at latoya.sorrell1@navy.mil; 757-443-5299;

Lorrie Leedy at lorrie.leedy@navy.mil; 757-443-2805

8. Offer Due Date: 29 June 2020, at 1000 Eastern Time

9. Issued by: Military Sealift Command Norfolk, 471 East C Street, Bldg. SP 64, Naval Station Norfolk, Norfolk, VA 23511-2419 (Code: N32205)

10. This Acquisition is: 100% Small Business Set-Aside/NAICS Code: 483111

14. Method of Solicitation: RFP

18a. Payment will be made by: SEE PART VIII (4), WAWF Submit electronic invoices IAW

WAWF contract clause, MSC Worldwide DC ANY (MAY 2013).

18b. Submit Invoices to: SEE PART VIII (5) MSC WIDE AREA WORKFLOW (WAWF)

INSTRUCTIONS (AUGUST 2012).

27a. Solicitation incorporates by reference FAR 52.212-1 and 52.212-4; 52.212-3 (Alt 1) and 52.212-5 are incorporated by full text.

PART I - TUGCON BOXES:

1. Vessel(s) Required:

a. General: One U.S. flag, ocean-going or coastwise-unrestricted certified tug capable of towing barges YC 1600 & 1648 “IAW the U.S. Navy Tow Manual (SL740-AA-MAN- 010)”. Contractor shall provide pilot, towing bridle and towing tug service for movement of two barges (YC 1600 & YC 1648) from Portsmouth Naval Shipyard (PNSY), Seavey

Island, Kittery, Maine to SUBASE, New London, CT. The requirement is for one trip.

b. Barge Characteristics:

(1) Light Displacement – 115 tons

(2) Length – 110.0 ft.

(3) Beam – 32.0 ft.

(4) Draft – 2 ft.

(5) Max Navigational Draft – 7.0 ft.

(6) Freeboard – 6 ft.

c. Minimum Tug Requirements:

Bollard Pull: Sufficient to tow both barges in seasonal weather conditions at a minimum tow speed of 6 knots. Maximum tow speed to be calculated IAW the U.S. Navy Tow Manual.

Sufficient endurance to complete tow without stops for fuel or supplies.

Internet and Satellite phone capability.

Owners must provide an independent marine surveyor for tow certification, tow bridle and hardware, emergency tow lines, and day shapes IAW the COLREGS rules of the road.

mailto:latoya.sorrell1@navy.mil mailto:lorrie.leedy@navy.mil

Owners must prepare and submit a comprehensive towing package for review and approval prior to commencement of tow.

U.S. Navy Towing Manual (SL740-AA-MAN-010) will be used and complied with for this requirement. The link for download is http://www.navsea.navy.mil/Home/SUPSALV/00C2-Salvage/Salvage- Publications/.

Tandem open-ocean tow is expected to be towed ‘Christmas Tree” with an under-rider. If the tows are made-up on the tug’s hip and streamed independently while leaving port that is acceptable and works well. Navy does not approve towing “Honolulu” in open-ocean; however, the tug may shift to “Honolulu” from

“Christmas Tree” in protected waters at delivery to aid in orderly disconnect of each barge individually. Then the remaining tow can be disconnected and delivered as normal or jackknifed and made up outboard by the tug and taken to the pier for delivery later once moored. Bottom line: you may not tow off a capstan for any duration except for the short period while discharging tows.

Contractor shall provide self-contained gasoline or diesel powered portable emergency bilge pumps, minimum capacity of 250 GPM, with suction and discharge hoses and fuel, and conduct in-transit dewatering of barges should it become necessary.

There will be pre-tow conferences in Kittery, ME prior to towing vessel. The time of this meeting will be mutually agreed upon by MSC and contractor, but should occur not later than 24 hours before tow. Required attendees include Tug

Captain/Contractor Representative(s), Sponsor representative, and the Independent Marine Surveyor (IMS). This meeting will take place at PNSY.

Position reports shall be issued by electronic mail: vessel shall provide position/status report in port twice daily at 0000Z and 1200Z and at-sea four times daily at 0000Z, 0600Z, 1200Z, and 1800Z. Additionally, position/status reports shall also be sent upon arrival port, upon departure port and at other times requested by the applicable MSC Area Command for Force Protection reasons.

2. Port of Departure: Portsmouth Naval Shipyard, Seavey Island, Kittery, ME, pier location to be determined.

3. Port of Destination: SUBASE, New London, CT, pier location to be determined.

4. Charter Period: July/August 2020 with respondents indicating availability consistent with arrival not later than 20 August 2020/1200 local time at port/place of destination.

5. Laytime: 4 days for the entire mission.

6. Terms/Conditions/Attachments added, deleted or modified:

A. ADD: SPECIAL REQUIREMENTS:

(1) There will be pre-tow conferences in Kittery, ME prior to towing vessel. The time of this meeting will be mutually agreed upon by MSC and contractor, but should occur not later than 24 hours before tow. Required attendees include Tug Captain/ Contractor Representative, MSC

Representative(s), Sponsor Representative and the Independent Marine Surveyor (IMS) This meeting will take place at PSNS.

http://www.navsea.navy.mil/Home/SUPSALV/00C2-Salvage/Salvage-Publications/

(2) Tows to be accomplished IAW the U.S. Navy Tow Manual (see below link for down load http://www.navsea.navy.mil/Home/SUPSALV/00C2-Salvage/Salvage-Publications/ ). It is important to note that this includes the contractor to provide a Tow Package. This package includes: a completed appendix h from US Navy Tow Manual with associated detail that includes;

steady state tow line tension calculations over the spectrum of anticipated weather conditions along the tow route, including speeds of advance (SOA), weather conditions and limits; a sketch of the tow configuration which identifies all components in the tow rig from the tow machine on the tug to the pad eyes on tow (this includes tow wire, connecting shackles, chain inspections, and pad eye NDT (non-destructive testing) inspection paperwork); documentation of pedigree, testing, or stamping for the individual jewelry components to assist in identifying the weakest link and to facilitate forensic analysis in the event of failure, and tracking of failure trends; tug specifications to include hull and tow machinery certifications, bollard pull, tow wire certifications, and the master’s towing endorsement; route planning and identification of ports of refuge including associated restrictions for entry as stated by the captain of the port. A comprehensive check off Tow Package list is available to all interested offers.

(3) The cargo shall be picked up between the hours of 0800 and 1500 Monday through Friday.

Delivery of the barges to SUBASE, New London, CT shall be accomplished between the hours of

0800-1300 Monday through Friday, and will include a security inspection at Mohawk Northeast, Salvage Pier, immediately prior to delivery.

(4) Contractor shall coordinate all arrangements for arriving and departing ports with the appropriate authorities. Upon approach to Portsmouth Naval Shipyard, Seavey Island, Kittery, ME, CONTRACTOR Tugboat will contact PNSY Harbor Security Boat on VHF CH12 to announce arrival. Upon approach to SUBASE, New London, CT, Contractor tugboat will contact

New London Harbor Control on VHF CH12 to announce arrival.

(5) Assist tugboats, if required, will be available, at no cost to the Contractor for arrival and departure at Portsmouth Naval Shipyard, Seavey Island, Kittery, Maine. Assist tugboats, if required, for arrival and departure at SUBASE, New London, CT, will be the responsibility of the

Contractor. Contractor is responsible for line handlers on the tug and cargo as required.

(6) Contractor shall obtain the services of an Independent Marine Surveyor (IMS). This service should be included in the offer’s lump sum price. The IMS is an independent third party to act as a mediator between the Navy and the contractor to provide independent analysis of the operation and to assist in settling disagreements. The IMS selected should be proposed by the towing contractor and agreed to by MSC technical representative. IMS duties shall include the following:

a. (A). Perform detailed technical evaluation and oversight as necessary, to ensure the tug and YC 1600/YC 1648 are prepared and rigged for tow IAW the U.S. Navy

Towing Manual, as applicable.

i. Technical evaluations shall include a review of the following:

ii. -Contractor prepared Tow Package.

1. Pre-Tow checklist to include items such as verify condition of the barge to be towed as seaworthy of the tow

iii. -Material condition of tug and barge.

iv. -Preparations of the tug and barge.

v. -Inspection of all material, equipment, hardware, lines and required certificates.

vi. -Completed U.S. Navy Towing Manual Appendix H.

b. (B). Issue a Towing Certificate when the tug and barge are safely rigged for tow to be included in the towing package.

(7) Tug shall be fully bunkered when presented (NOR tendered).

(8) Tug HP and Bollard Pull shall be sufficient for tug to tow contracted cargo at a minimum tow speed of 6 knots. Maximum tow speed to be calculated IAW the U.S. Navy Tow Manual.

Actual tow speed shall be at Masters’ discretion not to exceed calculated maximum tow speed.

Bollard pull calculations shall be provided by the contractor.

(9) Contractor shall provide self-contained gasoline or diesel powered portable emergency bilge pumps, minimum capacity of 250 GPM, with suction and discharge hoses and fuel, and conduct in-transit dewatering of barges should it become necessary.

(10) Contractor shall provide and maintain 2-way radio communications between the towing tug and the barge (YC-1600/YC 1648) at all times while the barges are manned.

(11) Contractor shall maintain and utilize navigation lights and mooring lines provided as

Government Furnished Material (GFM) and previously installed.

(12) Contractor to provide towing bridle, towlines (including emergency towlines), and day shapes in accordance with COLREGS rules of the road and the U. S. Navy Tow Manual.

Contractor shall return cargo to original condition upon arrival discharge port. Cargo owner shall ensure towed barge is tow ready in all other respects.

(13) Contractor will include air draft of the Thames River Bridge and other tow restrictions in equipment selection and tow planning.

B. AMEND, ADD, OR DELETE THE FOLLOWING TUGCON 04 REQUIREMENTS:

Delete PART II and replace with the following Part II, FAR 52.212-4, CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS (OCT 2018), as tailored.

* Indicates that the clause is not tailorable.

^Indicates that the clause has not been tailored.

(a) Inspection (Tailored)

(1) In General. The Tug and associated equipment shall be subject to the Government’s inspection as to suitability for the towage required under this contract prior to award of this contract and to subsequent inspections at any time during the currency of this contract to determine continuing suitability for the required services. The Owner shall instruct the Towing Vessel’s Master to give every assistance so as to enable Hirer’s inspector(s) to properly observe operations throughout the Tug.

(2) Hirer’s Rights. If in the opinion of the Hirer’s inspector any deficiency or condition exists which renders the Tug inadequate for the required service, the Charterer shall have the option to cancel this contract at no cost to the Government or to require any necessary corrective actions at the Tug’s expense and to the Hirer’s satisfaction.

(3) Limitation of Charterer's Liability. Except as otherwise specifically provided herein, the Charterer shall not be liable for any loss, damage, expense, cost, or liability whatsoever and howsoever incurred by the Owner or Tug or which are imposed upon Owner by operation of law.

(4) Cooperation of Master. The Hirer or designated representative(s) shall have the right at loading and/or discharging port(s) or place(s) to inspect the Tug and observe operations. The Owner shall instruct the Master to give every assistance so as to enable said representative(s) to observe operations throughout the Tug properly. Hirer’s representative(s) shall not interfere with the Tug’s operations. Any delay to the Tug resulting from the Hirer’s inspections shall count as laytime or, if the Tug is on demurrage, as time on demurrage.

(5) Surveyors and Consultants. Surveyors or consultants, as mutually agreed, may be retained under this Hirer in order to facilitate fact-finding in respect of actual or potential claim actions or for inspections or surveys generally; the costs therefore shall be as mutually agreed and, if for Hirer’s account, said costs shall be incurred only after prior written approval from the

Contracting Officer.

*(b) Assignment. The Owner 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 (Tailored). Changes within the general scope of any of the terms and conditions of this contract may be ordered by the Contracting Officer. If any such change causes an increase or decrease in the cost of performance, such change shall be the subject of a bilateral modification to the contract. However, nothing in this paragraph shall excuse the contractor from proceeding with the contract as changed.

*(d) Disputes. This contract is subject to the Contract Disputes Act of 1978, as amended (41 U.S.C. 601-613). 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 Owner shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(e) Definitions (Tailored). The clause at FAR 52.202-1, Definitions, is incorporated herein by reference. Additional definitions are listed in Part III.

(f) Excusable delays (Tailored)

(1) Excepted Events. Neither the Tug, her Master, or Owner, nor the Charterer shall, unless otherwise in this contract expressly provided, be responsible for any loss or damage or delay or failure in performing hereunder arising or resulting from any act of God; act of war; act of public enemies, pirates or assailing thieves; arrest or restraint of princes, rulers, or people; seizure under legal process provided bond is promptly furnished to release the Tug; flood; fire; blockade;

riot, insurrection, or civil commotion; earthquake; or explosion.

(2) Reservation. The exceptions identified in subparagraph (1) above shall not affect

Owner's warranties respecting the condition of the Tug at the commencement of loading hereunder, or the Owner's obligations respecting the loading, handling, stowage, carriage, custody, care, and discharge of the cargo, or the rights or obligations of either Owner or Hirer respecting laytime or demurrage as elsewhere provided herein.

(3) Necessary Deviation or Slow Steaming. If the Tug during the course of the towage hereunder puts into a port or place or seeks shelter or is detained or deviates from the original route identified in Part I, Box 16, or slow steams because either the Owner or Tug Master reasonably consider that

(i) the Tow is not fit to be towed; or

(ii) the Tow is incapable of being towed at the original speed contemplated by the

Owner; or

(iii) the towing connection requires rearrangement; or

(iv) repairs or alterations or additional equipment for the Tow are required to safeguard the venture and enable the Tow to be towed to destination; or

(v) it would not be prudent to do otherwise on account of weather conditions actual or forecast; or because of any other good or valid reason outside the control of the Tug Master or because of any delay caused by or at the request of the Hirer, this contract shall remain in full force and effect, and the Owner shall be entitled to receive from the Hirer additional compensation at the demurrage rate identified in Box 17 for all time spent at the port or place deviated and for all time spent by the Tug at sea in excess of the time which would have been spent had such slow steaming or deviation not taken place.

*(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, contract 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.

(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 contract 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 Section 611 of the Contract Disputes Act of 1978 (Public Law

95-563), 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).

(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 - Towing Liability (Tailored).

(1) Any and all associated costs with the following shall be for the sole account of the Owner without recourse to the Government, provided any of the following results during the performance of services under this contract or preparation therefor from any negligence, wrongful act, or omission of Owner or its agents, servants, employees, or subcontractors; or from any unseaworthiness, unfitness, or breakdown of any Tug, gear, or other equipment furnished by Owner under this contract: (a) injury or death of Master or crew of the Tug or captain, officers, or crew of the Tow; (b) injury or death of any person aboard the Tug or Tow; (c) loss or damage of whatsoever nature sustained by the Tug or Tow or any property aboard the Tug or Tow; (d) loss or damage of whatsoever nature caused to or suffered by third parties or their property by reason of contact with the Tug or Tow or by an obstruction created by the presence of the Tug or Tow; (e) any liability in respect of wreck removal for the Tug or Tow or in respect of the expense of moving or lightening or buoying the Tug or Tow or in respect of preventing or abating pollution originating from the Tug.

(2) Whenever the Master (or any crew) of any Tug furnished or engaged in furnishing Tug power or assistance to any vessel (which vessel utilizes or has readily available her own propulsion capacity) goes aboard said vessel, or when any licensed pilot goes aboard said vessel, said Master, crew member or licensed pilot becomes the servant of the Owner of said assisted vessel in respect of the giving of orders to any of the Tugs provided for or engaged in said services and in respect of the handling of the vessel. Further, neither those providing the Tug or pilot, nor the Tug, its Owners, charters, operators, manager, or agents shall same be liable for any damage resulting therefrom, unless said damage is caused or results from the negligence or wrongful act or omission of the Tug Owners, Hirers, operators, managers, employees, or agents of those furnishing the Tug or pilot.

(3) In all instances in which any vessel being handled by Owner’s Tug sustains damage or is involved in any incident resulting in damage to vessels or property or in bodily injury or death, Owner shall secure a report from the Master or officer acting as pilot or from any licensed pilot aboard the vessel being handled. Owner shall submit said report in triplicate to the Contracting

Officer within 24 hours following said incident, reporting the facts, listing deaths, reporting the extent of damages or bodily injuries, and listing recommendations to prevent recurrence.

(k) Taxes (Tailored). Dues, taxes, and other charges upon the Tug shall be for the Owner’s account. Dues, taxes, and other charges on the Tow or the towage price shall be paid by the

Owner at the Charterer’s option, but be for the Charterer’s account and reimbursed by the Hirer.

Assist tugs shall be for the account of the party ordering same. Reimbursement of Owner for dues, taxes, and other charges under this paragraph shall be in accordance with Part II (g) and (i) herein.

^ (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 Owner 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 Owner 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 Owner can demonstrate, to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Owner 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 Owner’s records. The Owner shall not be paid for any work performed or costs incurred that reasonably could have been avoided.

(m) Termination for Cause (Tailored).

(1) 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 cause, such termination shall be deemed a termination for convenience.

(2) If this Contract is terminated while the Contractor has possession of Government goods, the Contractor shall, upon direction of the Contracting Officer, protect and preserve the goods until surrendered to the Government or its agent. The Contractor and Contracting Officer shall agree on payment for the preservation and protection of the goods. Failure to agree on an amount will be a dispute under the Disputes clause.

(3) The rights and remedies of the Government herein are in addition to any other rights and remedies provided by law or under this Contract.

^(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 (Tailored).

(1) Owner warrants that, from the time when the obligation to proceed to the loading port(s) or place(s) attaches, and thereafter during the currency of this contract, the Tug shall be in full compliance with the specifications herein in addition to all other requirements of this contract. The Tug’s capacity, position, and other particulars as set forth in this contract are warranties by the Owner. Should the Tug fail to satisfy one or more of such warranties or other warranties contained in this section not due to the fault of the Hirer, the freight may be equitably decreased so as to return the Hirer to a position equivalent to that had the warranty not been breached, this contract otherwise to remain unaffected;

alternatively, this contract may in such case be terminated at Hirer’s option pursuant to paragraph (m) (Cause) above.

(2) Condition. The Owner warrants that, before and at the commencement of the voyage(s) hereunder, it shall exercise due diligence to ensure that the Tug and her hull, machinery, boilers, towing equipment, and other equipment are fully functional and in good working order and condition, and that the Tug is in every way seaworthy, tight, staunch, strong, and fit to perform the Tow identified in Box 2 and the voyage(s) required hereunder.

(3) Regulatory Compliance. The Owner warrants that the Tug shall be in full compliance with all applicable international conventions; and all applicable laws, regulations, and other requirements of the nation of registry and of the nation(s) to whose port(s) and/or place(s) the Tug may be ordered under this contract; and of any terminals or facilities in said port(s) and/or place(s); and of any classification society in which the Tug is entered.

The Owner further warrants that the Tug shall have on board during the currency of this contract all certificates, records, or other documents required by the aforesaid conventions, laws, regulations, and requirements, including a Certificate of Financial Responsibility meeting the requirements of the U.S. Coast Guard promulgated pursuant to the Federal Water Pollution Control Act as amended and/or the Oil Pollution Act of

1990, and valid gear certificates as required. Upon delivery and throughout the currency of this contract, Tug shall be entered and maintained in the highest class of a recognized classification society.

(4) Complement. The Owner warrants that the Tug shall have an efficient and legally sufficient complement of Master and crew with adequate training and experience in towage operation of all of the Tug’s equipment and possess valid and current certificates/documents issued or approved by the country of the Tug’s registry. The Tug Master and entire crew of the Tug shall be appointed or hired by the Owner and shall be deemed to be servants and agents of the Owner at all times except as otherwise specified in this contract. The Tug Master shall be proficient with conversational English.

(5) Towing Gear. Towing bridle sufficient for the Tow identified in Box 2 shall be furnished by the Owner. Additionally, the Owner shall provide for Hirer’s use, at no additional cost, all towing hawsers, bridles, winches, and other towing gear actually aboard the Tug.

(6) Port Restrictions. If particular ports or places are identified in Boxes 3 and 5, the Owner warrants that a vessel of the type, tonnage, and configuration of the Tug identified in Box 8, laden as contemplated herein, shall be able to approach, lie at, and depart from said ports or places (if safe) always afloat. Any data supplied by the Owner in any RFP or this contract respecting any port conditions or restrictions are provided for informational purposes and are not warranted to be complete or accurate. Compliance with any additional and/or conflicting conditions or restrictions shall be the Owner's responsibility.

^(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 Owner 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 Owner agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. 327, et seq., Contract Work Hours and Safety Standards Act; 41 U.S.C. 51-58, Anti-Kickback Act of 1986; 41 U.S.C. 265 and

10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. 423 relating to procurement integrity.

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

(1) Information set forth in the Boxes (Part 1);

(2) Paragraphs (b), (d), (g), (i), (q) and (s) of FAR 52.212-4 (as tailored).

(3) The clause at FAR 52.212-5.

(4) Any remaining addenda or portions thereof within this solicitation or Contract.

(5) Solicitation provisions if this is a solicitation.

(6) The Standard Form 1449.

(7) Other documents, exhibits, and attachments.

*(t) System for Award Management (SAM).

(1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and through final payment of any contract for the accuracy and completeness of the data within the SAM database, and for any liability resulting from the Government’s reliance on inaccurate or incomplete data. To remain registered in the SAM database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the SAM database to ensure it is current, accurate and complete. Updating information in the SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(2)(i) If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to

(A) Change the name in the SAM database; (B) Comply with the requirements of Subpart 42.12 of the FAR; and (C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (t)(2)(i) of this clause, or fails to perform the agreement at paragraph (t)(2)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the electronic funds transfer (EFT) clause of this contract.

(3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the SAM record to reflect an assignee for the purpose of assignment of claims (see FAR Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the SAM database. Information provided to the Contractor’s SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the “Suspension of payment” paragraph of the EFT clause of this contract.

(4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via SAM accessed through https://beta.sam.gov.

^(u) Unauthorized Obligations https://beta.sam.gov/

(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.

Amend III(b)(1) to read: “Lumpsum towage price shall be stipulated in Box 17, and deemed to include the cost of fuel, lubricants, towing gear, port charges, Tug Master, and crew required for the service contemplated herein, and for all costs associated with the Contractor complying with requirements of this solicitation including those requirements delineated above in PART I, Box 7.”

Amend Part III(d) Tow-Worthiness of the Tow. Add new paragraph to read:

(3) Independent Marine Surveyor (IMS) must have prior experience towing military cargo and completing the Tow package IAW the U.S Navy Tow Manual. Independent Marine Surveyor and a MSC representative (submitted to tina.kim@navy.mil and timothy.c.vickers@navy.mil) must approve the Tow Package prepared IAW the Navy Tow Manual prior to tug onhire.

Delete III(b)(3) in its entirety.

Delete III(d)(2) the last sentence. “Said independent surveyor shall be reimbursed under the conditions stipulated in Paragraph III (z) in amount not exceeding the rate specified in Box 17.”

Amend III(g)(1)(ii) to read: “First discharge port. Laytime or if the Tug is on demurrage shall start or resume upon arrival designated destination port turnover site, upon tendering a proper notice of readiness and Tug is within one hour for which the tug turnover shall start.”

Amend III(h)(1): Amend first sentence to read as follows: “During the currency of this contract, the Owner shall have in place marine insurance coverage on the Tug including Hull and

Machinery; Protection and Indemnity (P&I), including pollution, (minimum coverage for damage to the Tow equaling USD 5,000,000 or the value of the Tow declared in Box 2, at Government’s sole option declarable prior to the contract date); War Risk Hull and Machinery; War Risk P&I;

Second Seamen's War Risk Policy (the principal sum of which shall be $200,000.00 per Master, mailto:tina.kim@navy.mil mailto:timothy.c.vickers@navy.mil

Officer, or crew member); and Broad Form Tower’s Liability Insurance (minimum cover for damage to the Tow equaling USD 5,000,000 or the value of the Tow declared in Box 2, at the Government’s sole option declarable prior to the contract date). ”

Amend III(h)(8) to read as follows: Additional Assured/P&I Insurance for Charterer’s Risks. The United States of America shall be named as an additional assured with waiver of subrogation under Owner’s Tower’s Liability Policy, Hull and Machinery Policy, War Risk Hull and Machinery policy, and Second Seaman’s War Risk policy. Further, the contractor shall obtain P&I Insurance for Charterer’s Risks with P&I War Risk coverage for the United States of America

(as Hirer) covering all risks typically covered by P&I Insurance for Charterer’s Risks.

Amend III(i)(1): In the first sentence, add after “Government program,” the words “including but not limited to War Risk insurance available through MARAD.”

Amend III(i)(3): In the last sentence, replace the words “war risk trading warranties” with the words “war risk exclusion zones (war, strikes, terrorism and related perils) listed areas.” In

Addition, change the word “shall” to “may.”

Amend III(j) Salvage to read:

(1) In the event of the Tow breaking away from the Tug, the Tug shall stand by and render all reasonable services to reconnect the tow line and fulfill this contract of towage without making any claim for salvage.

(2) When engaged in the carriage of government cargo and if requested by Charterer, Owner agrees to accept Navy salvage services. Such services may be provided using Navy personnel and resources or Navy contracted resources.

(3) In providing such services, the Navy, through Charterer, agrees to waive all claims for “pure” or “bonus” salvage. Instead, Charterer shall be entitled to the following:

a. In those cases in which the salvage services are provided by Navy personnel and resources, the salvage claim shall be limited to a schedule of current per diem rates and allowable expenses as established by the Navy’s Supervisor of Salvage. In no event shall such amount exceed a maximum claim of $25,000 per day.

b. In those situations in which the Navy utilizes contracted resources to deliver assistance, Owner shall be liable for the actual daily rate charged to the Navy by the contractor(s).

(4) It is understood that this limited Supervisor of Salvage claim is asserted against the vessel only, is solely for the vessel's account, and does not include any amounts for the salvage of the

Government's cargo. Notwithstanding any other provisions of this contract, this limited Supervisor of Salvage claim IS NOT directly or by way of setoff chargeable in whole or in part to the Government by way of general average or otherwise.”

Amend III(k) Position Reports. Replace with the following:

Position reports shall be issued by electronic mail: Vessel shall provide position/status report in port twice daily at 0000Z and 1200Z and at-sea four times daily at 0000Z, 0600Z, 1200Z, and 1800Z. Additionally, Position/Status Reports shall also be sent upon arrival port, upon departure port and at other times requested by the applicable MSC Area Command for Force Protection reasons. Reports shall be sent to the following email addresses: mschq.bwc.fct@navy.mil;

msclant.sdo.fct@navy.mil; lance.jochem@navy.mil; tina.kim@navy.mil; james.ruth@navy.mil;

rick.toracinta@navy.mil; timothy.c.vickers@navy.mil.

Replace III (aa) with the following:

REIMBURSABLE SUPPLIES AND SERVICES, (CHARTERS) (MAR 2005)

(1) The Government will reimburse the Contractor only for the actual price paid for those supplies and services that are expressly identified as reimbursable items by this contract. “Actual price" paid by the Contractor for such supplies and services, includes tax paid, if any, and reduced by any and all credits and rebates, whether accrued or realized, associated with the supplies and services provided. “Actual price” does not include material handling charges, overhead, general and administrative costs, profit, or any other indirect cost that is in any way associated with the

Contractor’s purchase or provision of such supplies and services. The parties expressly agree that the offered and accepted daily rate includes all costs incurred or paid by the Contractor, including but not limited to material handling charges, overhead, general and administrative costs, or profit, that are in any way associated with the Contractor’s purchase or provision of such supplies and services.

(2) To be eligible to receive reimbursement for services and supplies identified in this contract as reimbursable items and obtained in support of this contract, the Contractor must obtain at least three quotes for each transaction in excess of $2,500 to ensure that adequate price competition was sought or the Contractor must provide an acceptable justification as to why it was impracticable to do so. In the case of fuel purchases, unless directed otherwise by the Contracting Officer, the Contractor shall provide the documentation listed in subparagraphs (i) through (iii) below to the

Contracting Officer for approval prior to purchasing fuel. For purchases of services and supplies and other than fuel, the Contractor need provide the aforementioned documentation only when requested by the Contracting Officer. The Contractor shall maintain documentation of all reimbursable purchases until three years after the contract is completed and shall provide access to and copies of such documentation when requested by the Contracting Officer.

(i) A description of the supplies or services to be subcontracted.

(ii) Identification of the proposed subcontractor and price.

(iii) Suppliers contacted and price quotes. Include other pertinent data such as price lists used if suppliers were not contacted and information regarding the selection if other than price-related factors were considered.

(3) The Contracting Officer may reduce the reimbursement by any amount above that which the

Contracting Officer finds, in his/her sole discretion, is greater than that which is fair and reasonable for the supplies or services provided, giving due consideration to the facts and circumstances prevailing at the time that the Contractor procured the supplies and services.

Disputes as to the amount by which any reimbursement is reduced shall be resolved in accordance with the “Disputes” clause of the contract. It shall be the Contractor’s burden to demonstrate that the price it paid for reimbursable supplies and services were fair and reasonable.

(4) When the Contractor expects total funding expended for reimbursable items to reach 85 percent of the total funds available on each Reimbursable Supplies and Services CLIN, the mailto:mschq.bwc.fct@navy.mil mailto:msclant.sdo.fct@navy.mil mailto:lance.jochem@navy.mil mailto:tina.kim@navy.mil mailto:james.ruth@navy.mil mailto:rick.toracinta@navy.mil mailto:timothy.c.vickers@navy.mil

Contractor shall notify the Contracting Officer and the COR and any other Government official identified by the Contracting Officer. The notice shall state the estimated amount of Additional funds required to continue performance for the period specified in the Schedule. The Contractor shall not exceed or incur costs that exceed the amount of funding stated on each Reimbursable

Supplies and Services CLIN at the time a reimbursable item is ordered.

(5) The Government is not obligated to reimburse the Contractor for otherwise reimbursable supplies and services in excess of the funded amount stated in the Schedule under each Reimbursable CLIN.

(6) The Contractor is not obligated to continue performance of any reimbursable work under this

Contract or otherwise incur costs for reimbursable supplies or services in excess of the funded amount stated in the Schedule under each Reimbursable CLIN unless the Contracting Officer notifies the Contractor that the funded amount stated in the Schedule under the applicable

Reimbursables CLIN has been increased. Notification shall be in writing. In the event notification is made orally, such notification shall be followed up in writing within two working days.

(7) No notice, communication, or representation from any person other than the Contracting

Officer shall affect the Government’s obligation to reimburse the Contractor.

(8) Change orders shall not be considered an authorization to exceed the funded amount stated in the Schedule under each Reimbursable CLIN unless they contain a statement expressly increasing the funded amount of the Reimbursables CLIN by a sufficient amount to cover the change order.

Part III(ab); Delete in its entirety/

AMEND PART IV to read:

52.212-5 Contract Terms and Conditions Required To Implement Statutes or Executive

Orders-Commercial Items (June 2020).

(a) The Contractor shall comply with the following Federal…