Flathead_Janitorial_0056.doc

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

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

1. REQUISITION NUMBER

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NUMBER

5. SOLICITATION NUMBER

AG-03R6-S-08-0056

6. SOLICITATION ISSUE DATE

04/14/2008

7. FOR SOLICITATION

INFORMATION CALL

a. NAME

Leta Wicka

04/24/2008

9. ISSUED BY

CODE

Western Montana AQM Zone

Lolo National Forest

Building 24, Fort Missoula

Missoula, MT 59804

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UNRESTRICTED

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SET ASIDE: 100 % FOR

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SMALL BUSINESS

DESTINATION UNLESS BLOCK IS MARKED

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SEE SCHEDULE

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HUBZONE SMALL BUSINESS

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13a. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

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8(A) 13b. RATING

NAICS:

561720 SIZE STANDARD: $14 Million

14. METHOD OF SOLICITATION

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RFQ FORMCHECKBOX

IFB FORMCHECKBOX

RFP

15. DELIVER TO

17a. CONTRACTOR/

OFFEROR

FACILITY

TELEPHONE NO. ________________________ DUNS NO.______________________

USDA, OCFO, COD, APB

PO Box 60075

New Orleans, LA 70160

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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

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SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

JANITORIAL SERVICES

Western Montana AQM Zone

Flathead National Forest Supervisor’s Office and Tally Lake RD Administrative Office Schedule of Items, Page 3

PLEASE PLACE YOUR QUOTE IN SECTION B- SCHEDULE OF ITEMS

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

25. ACCOUNTING AND APPROPRIATION DATA

26. TOTAL AWARD AMOUNT (For Govt. Use Only)

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

ARE FORMCHECKBOX

ARE NOT ATTACHED.

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

ARE FORMCHECKBOX

ARE NOT ATTACHED.

28. FORMCHECKBOX

CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _____ COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED HEREIN.

29. FORMCHECKBOX

AWARD OF CONTRACT: REF. ___________________ OFFER DATED _________________. YOUR OFFER ON SOLICITATION (BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR

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

30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT)

30c. DATE SIGNED

31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT)

31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

STANDARD FORM 1449 (4/2002)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

32a. QUANTITY IN COLUMN 21 HAS BEEN

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RECEIVED FORMCHECKBOX

INSPECTED FORMCHECKBOX

ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: ___________________________________________

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

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COMPLETE FORMCHECKBOX

PARTIAL FORMCHECKBOX

FINAL

37. CHECK NUMBER

PARTIAL

FINAL

42.b. RECEIVED AT (Location)

STANDARD FORM 1449 (REV. 4/2002) BA

SCHEDULE OF ITEMS

JANITORIAL SERVICES

FLATHEAD NATIONAL FOREST SUPERVISOR’S OFFICE AND

TALLY LAKE RANGER DISTRICT ADMINISTRATIVE OFFICE

FLATHEAD COUNTY, MONTANA

Continuation of SF 1449

BASE PERIOD, May 1, 2008 through April 30, 2009

1.

3.1.

Services to be done daily, weekly or monthly to be paid on a monthly basis

(see Cleaning Frequencies)

to be paid on a monthly basis

(see Cleaning Frequencies)

TOTAL Base Period

Option Period One, May 1, 2009 through April 30, 2010

1.

3.1.

(see Cleaning Frequencies)

TOTAL Option Period One

Option Period Two. May 1, 2010 through April 30, 2011

1.

3.1.

(see Cleaning Frequencies)

TOTAL Option Period Two

Notes: Quotes are required on all items for Base Period and Option Period One and Option Period Two. Only quotes to the nearest cent will be accepted.

In order to be eligible for an award, potential contractors must comply with all requirements of FAR Clause 52.204-7, Central Contractor Registration.

BASIS OF AWARD

One award will be made. Offer of award will be made to the Quoter whose quote, conforming to the solicitation, will be most advantageous to the Government. Price, experience, and past performance shall be considered. Past experience and past performance, when combined, are equal to price in the over-all evaluation. See page 34, FAR 52.212-2 Evaluation – Commercial Items (Jan 1999) for further information. The quoter must submit a completed experience questionaire with the quote to be considered for award. Though any format is acceptable, a sample Experience Questionaire is attached for your convenience.

The Contractor shall institute a complete Quality Control Program (QCP) to ensure the requirements of this contract are provided as specified. The goal of the QCP should be to identify and correct any problems that may arise before they are identified by the CO or his/her representative. A written Quality Control Plan must be submitted to the Government prior to commencement of work and will be incorporated into the resultant contract.

STATEMENT OF WORK

JANITORIAL SERVICES For FLATHEAD NATIONAL FOREST SUPERVISOR’S OFFICE AND TALY LAKE RANGER DISTRICT ADMINISTRATION OFFICE

SCOPE

The Contractor shall furnish all labor, supplies (except Government-furnished property listed below), equipment, transportation and supervision necessary to provide janitorial services for the Flathead National Forest Forest Supervisor’s Office and Tally Lake Ranger District Administration Officelocated at 650 Wolfpack Way, Kalispell, Montana in strict compliance with the terms, specifications, conditions and provisions contained herein.

The Contractor shall be responsible for the cleanliness and sanitation in areas used for offices and storage in accordance with general commercial practices.

The total square footage of the area to be cleaned is 24,092 sq. ft.. This does not include the Engine Bays, Cold Storage Area, Law Enforcement Offices, Data Room and Microwave Room. The above areas listed do not require cleaning.

PLACE OF PERFORMANCE

The Flathead National Forest Supervisor’s Office is located in Kalispell Montana. at 650 Wolfpack Way.

SITE VISIT (FAR 52.237-1)(APR 1984)

Offerers or quoters are urged and expected to inspect the site where services are to be performed and to satisfy themselves regarding all general and local conditions that may affect the cost of contract performance, to the extent that the information is reasonably obtainable. In no event shall failure to inspect the site constitute grounds for a claim after contract award.

Interested parties desiring to inspect the work area are encouraged to make an appointment with Linda McDevitt, 406-758-5296 or Joan Heider, 406-758-5248 at the Forest Supervisor’s Administration Building...

CONTRACT TIME

The Base Contract period shall be from May 1, 2008 to April 30, 2009. Option Period One shall be from May 1, 2009 to April 30, 2010. Option Period Two shall be from May 1, 2010 to April 30, 2011.

PERFORMANCE BASED SERVICE CONTRACT

This work is being solicited as performance based, commericial item contract. Performance based means the Contractor is responsible for an end product. If an end product is not provided, an adjustment to the payment will be made. A commercial item contract streamlines the terms and conditions to resemble those already used in the everyday marketplace.

MEASUREMENT AND PAYMENT

Submit invoice to COR for the work performed. Monthly payments shall be made for janitorial services which have been satisfactorily provided during that month. Invoice will be reviewed and approved or rejected by the COR within 7 days of receipt of the invoice. Rejected invoices must be corrected and resubmitted. COR will forward the approved invoice to the Contracting Officer who will submit to:

U.S. Department of Agriculture

LSTP Imaging 1520 Market Street, FC-246B St. Louis, MO 63103

BUILDING SECURITY

The Contractor shall be responsible for safeguarding all Government property used or accessed during performance of contract work. At the end of each work period, all Government facilities, equipment and materials shall be secured. The Contractor shall double check all doors nightly. Fans in bathrooms, air conditioners, and other like conveniences shall be turned off. Windows shall be closed and locked.

The Contractor shall limit the use of Government entry cards to access Government facility for performance of contract work. The Contractor shall not duplicate any entry cards issued by the Government and shall immediately report to the Contracting Officer any occurrences of lost or duplicated entry cards.

CONTRACTOR PERSONNEL

(1) Contractor Employee Qualifications. The Contractor shall employ competent and skilled personnel. The offeror is required to submit a list of personnel who will do the work and the extent of their experience. Prior to a change of personnel, a list shall be submitted with names and their experience to the Contracting Officer for approval.

The Contractor shall provide adequate supervision to prevent employees from disturbing papers, computer and terminals on the desks, opening drawers or cabinets or using the telephone except for emergency calls to police or fire departments. The Contractor or employees shall not bring children to the premises while the work is being performed.

SAFETY:

Cloths, mops, or brushes containing a residue of wax or other combustible material subject to spontaneous ignition shall not be stored in the building. Contractors shall comply with all Federal, State, or Local regulations, laws, codes, and requirements relating to safety.

GOVERNMENT FURNISHED PROPERTY:

The Government will deliver to the Contractor materials, supplies, property or services (hereinafter referred to as "Government-furnished property") as listed below. As supplies need replenishing, the Contractor shall notify the Contractor Officer's Representative (COR) in writing on a monthly basis so needed items can be ordered. Government requires a two week advance notice in order to allow time for ordering and receipt of necessary supplies. Supplies listed above are the responsibility of the Government to order, not the Contractor. The Contractor shall be liable for all loss or damage of such delivered Government-furnished property until completion and final acceptance of work required under this contract.

-Keys and an entry card necessary for access to areas requiring work under this contract

-Dumpsters for refuse disposal and recycled cardboard

-Mops and mop buckets

-Hand soap, toilet paper, paper towels, room deodorant, -Utilities

-Storage space for Contractor-furnished cleaning supplies and equipment

-Vacuum claner and vacuum claner bags

WORK HOURS:

The days of work shall be Monday through Friday, Saturday or Sunday can be substituted for Friday. Work hours shall be between the hours of 6:00 p.m. and 5:00 a.m. before the next regular working day for Government employees.

REQUIREMENTS GUIDELINES:

1) Floors

a. All carpeted floors and stairs (including inside doormats) shall be vacuumed daily to be kept free of dirt, paper and other debris.

b. Sweep and mop all uncarpeted floors and stairs so as to keep free of marks, dirt, mud and other debris

c. All carpets shall be spot cleaned as needed.

2) Walls & Doors:

a. All Wall Surfaces, Door Knobs, Door Handles, and Light Switch Plates shall be kept clean and free of marks.

b. All baseboards and door frames shall be kept clean and free of marks.

3) Dusting and Cobweb Removal:

a. All counter, ledge, and display surfaces and wall corners shall be kept clean and free of dust and cob webs.

b. All exposed surfaces on book cases shall be kept clean and free of dust. Typewriters, business machines, terminals, consoles, plotting boards and equipment of similar nature shall not be dusted.

4) Bathrooms and Kitchen:

a. All bathroom and kitchen floors shall be kept clean, free of marks, and disinfected.

b. The inside and outside of all toilets and urinals shall be kept clean and disinfected.

c. All sinks and showers shall be kept clean, disinfected, and free of rust, residue and water deposits.

d. All mirrors shall be kept clean, dry, and free of streaks and residue.

e. All other fixtures, surfaces, walls and stalls shall be kept clean, disinfected, and free of water spots, marks and residue.

f. All supplies for the toilet paper, paper towel and soap dispensers shall be filled, or replaced, so as to maintain a continuous, inexhaustible supply.

5) Door window panes, sills, blinds

a. Window panes of front, sides, and rear entryway doors shall be washed, dried and have a clean, streak free appearance daily.

b. Window sills shall be kept clean and free of dust.

c. Window blinds shall be cleaned a minimum twice per year. Damp-wipe the last week in July and Dust the third week in January.

6) Trash Disposal and Wastebasket Maintenance:

a. All trash cans shall be emptied into an outside receptacle anytime trash is present.

b. All trash can liners shall be kept free of paper, food, liquids, and unsightly materials.

c. The blue recycle wastebaskets in the work areas shall be emptied once a week. The blue wastebaskets are for paper only. The recycled paper shall be removed from the facility and taken to a recycling business.

7) Furniture:

a. All fabric type furniture shall be vacuumed monthly to be kept free of dust and other debris.

8) Periodic Additional Cleaning:

a. From time to time, additional cleaning may be requested: for example, fire season may need seven times per week.

b. Price for additional cleaning services will be negotiated at time of service.

9) Other:

a. Lobby and normal ceiling height light fixtures and panels shall be cleaned so as to be free of dust, dirt and debris

b. All vents, fans and air intakes shall be cleaned and vacuumed so as to be free of dust, dirt and debris

c. All entries shall be swept and kept free of dirt, cobwebs and other debris.

d. Mats at outside entrances shall hosed-down.

e. Drinking fountains shall be cleaned and disinfected.

f. Concrete sidewalks leading from the front entry to the Visitor Parking Lot and the sidewalk in front of the Conference Rooms shall be swept. Loose paper and other debris shall be picked up and deposited in trash container.

Performance Requirements Summary

Floors and Stairs

COR Inspection and Customer Feedback

Carpeted Conference Rooms

X

COR Inspection and Customer Feedback

Carpeted Employees Individual Office Spaces

X

COR Inspection and Customer Feedback

Tile and Linoleum Flooring

(Sweep or Vacuum) X

COR Inspection and Customer Feedback

Tile or Linoleum Flooring

(Damp-mop)

X

COR Inspection and Customer Feedback

Walls, Doors, and Light Fixtures

COR Inspection and Customer Feedback

COR Inspection and Customer Feedback

Lobby Light Fixtures and light fixtures at ceiling height shall be washed (1st wk September and March).

X

Dusting and Cobweb Removal

COR Inspection and Customer Feedback

COR Inspection and Customer Feedback

Bathrooms

COR Inspection and Customer Feedback

COR Inspection and Customer Feedback

COR Inspection and Customer Feedback

COR Inspection and Customer Feedback

COR Inspection and Customer Feedback

Windows and Glass Doors

COR Inspection and Customer Feedback

Window sills clean and free of dust

X

COR Inspection and Customer Feedback

Window blinds cleaned (minimum 2 times a year, damp-wiped once and dusted once))

Trash Disposal and Wastebasket Maintenance

COR Inspection and Customer Feedback

COR Inspection and Customer Feedback

Blue Recycling Containers emptied

X

COR Inspection and Customer Feedback

Recycled paper removed from facility and taken to recyling center

X

COR Inspection and Customer Feedback

Furniture

Fabric furniture vacuumed

(last weekend of monthly)

X

COR Inspection and Customer Feedback

Other

All vents, fans, and air intakes free of dust, dirt and debris (minimum 2 times a year)

All entries free of dirt, cobwebs, and other debris

X

COR Inspection and Customer Feedback

Outside doormats clean and free of dirt and other debris

X

COR Inspection and Customer Feedback

COR Inspection and Customer Feedback

QUALITY ASSURANCE SURVEILLANCE PLAN

Janitorial Services

1. Purpose: This Quality Assurance Surveillance Plan (QASP) describes methods that will be used to monitor the Contractor’s performance. The QASP is not part of the Contract. It is provided to the Contractor solely for informational purposes and is subject to change by the Government during the life of the contract. The Government reserves the right to perform assessments more or less often than outlined in this QASP.

2. Introduction: The QASP establishes methods to assess or evaluate performance of the Contractor under the contract. It is designed to provide an effective method of monitoring Contractor Performance for each objective on the Performance Requirements Summary (PRS) in the contract. The Government is concerned with the quality of the services provided, and not with the method that the Contractor uses to provide the services.

3. Responsibility for Quality Control: The Contractor is responsible for quality control and management actions to meet the performance requirements and terms of the Contract. The Government performs quality assurance to assess the quality of services rendered, if the services meet the contract requirements, and if the contract standards are achieved. Quality Control for Commercial Items is in accordance with accepted industry practices.

4. Surveillance Methods: The Government will evaluate the Contractor’s performance under this contract. Examples of Government surveillance may include:

a. Government Inspections.

b. Customer complaints with verification by the CO.

5. Deduction Methods: The Government will record performance noting any substandard performance. For substandard performance, the Government’s preferred course of action will be discussions with the Contractor to make the Contractor aware of the problem, and to effectively prevent any recurrence of substandard performance. The Government may also take the following actions:

a.

Presentation of a Contract Discrepancy Report requiring a written explanation for substandard performance.

b.

Payment deductions in accordance with the PRS;

c.

Payment deductions in accordance with the applicable FAR clause(s).

d.

Require correction or re-performance of the service.

QUALITY ASSURANCE SURVEILLANCE SUMMARY

Customer Feedback 5% deduction from established monthly rate for the entire room or area being serviced when standards are not met.

Customer Feedback 2% deduction from established monthly rate for the entire room or area being serviced when standards are not met.

Customer Feedback 2% deduction from established monthly rate for the entire room or area being serviced when standards are not met.

Deduction Threshold. If the number of defects, or instances of unacceptable performance, observed during a month-long period is equal to or less than the maximum allowable defect rate (MADR), then there will be no deduction in payments to the Contractor for that task. However, if the number of defects observed during a month-long period is greater than the MADR, then there will be a deduction in payments to the Contractor for that task.

FAR 52.212-4 Contract Terms and Conditions - Commercial Items (FEB 2007)

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

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

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

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

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

(d) Disputes. This contract is subject to 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 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, 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 be notified 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 - Central Contractor Registration, or 52.232-34, Payment by Electronic Funds Transfer - Other Than Central Contractor Registration), 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 immediately notify the Contracting Officer and request instructions for disposition of the overpayment.

(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; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. 301, 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. 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, and Compliance with Laws Unique to Government Contracts 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) Central Contractor Registration (CCR).

(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 CCR database, and for any liability resulting from the Government's reliance on inaccurate or incomplete data. To remain registered in the CCR 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 CCR database to ensure it is current, accurate and complete. Updating information in the CCR 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 FAR 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 CCR database; (B) comply with the requirements of Subpart 42.12; 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 CCR 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 CCR record to reflect an assignee for the purpose of assignment of claims (see Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database. Information provided to the Contractor's CCR 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 the internet at http://www.ccr.gov or by calling 1-888-227-2423 or 269-961-5757.

FAR 52.212-4 Addendum to - Contract Terms (FEB 2007) FAR 52.204-9 Personal Identity Verification of Contractor Personnel (SEPT 2007

(a) The Contractor shall comply with agency personal identity verification procedures identified in the contract that implement Homeland Security Presidential Directive-12 (HSPD-12), Office of Management and Budget (OMB) guidance M-05-24 and Federal Information Processing Standards Publication (FIPS PUB) Number 201.

(b) The Contractor shall insert this clause in all subcontracts when the subcontractor is required to have routine physical access to a Federally-controlled facility and/or routine access to a Federally-controlled information system.

AGAR 452.204-71 Personal Identity Verification of Contractor Employees (MAR 2006) Alternate I (MAR 2006)

(a) Before an employee may begin work on this contract, each employee must, as directed by the PIV Sponsor:

1. Complete either a SF-85, Questionnaire for Nonsensitive Positions, SF-85P, Questionnaire for Public Trust Positions, or SF-86, Questionnaire for National Security Positions, as appropriate, and items 1, 2, 8 through 13, 16 and 17a of the OF-306, Declaration for Federal Employment. The current versions of forms SF-85, SF-85P, and SF-86 carry Office of Management and Budget (OMB) control number 3206-0005. Form OF-306 has OMB control numbers 3206-0182. See http://www.opm.gpv/forms/pdf_fill/sf85.pdf; or http://www.opm.gov/forms/pdf_fill/sf85p.pdf; or http://www.opm.gov/forms/pdf_fill/sf86.pdf: and http://www.opm.gov/forms/pdf_fill/of0306.pdf.

2. Complete a Fair Credit Reporting Release, and 2 FD-258, Fingerprint Charts. The Fair Credit Reporting Release is located at: http://www.usda.gov/da/pdsd/Web-Fair.htm. The FS-258, Fingerprint Charts, may be obtained by contract companies (not individuals) by faxing a request to US Investigations Services at 724-794-0012 Attn: Michelle Pennington. Include the requestor’s name, mailing address, and number of FD-258, Fingerprint Charts requested. Questions regarding fingerprint charts may be addressed to michelle.pennington@opm.gov. Contractor employees’ fingerprints shall be taken by a Federal security office, or Federal, State, municipal, or local law enforcement agency.

3. The contractor’s employee must appear in person in front of the PIV Sponsor or his or her designee with the completed forms and 2 identity source documents in original form. The identity source documents must be documents listed as acceptable for establishing identity on Form I-9, Employment Eligibility Verification, List A and B. The I-9 Form may be found at http://uscis.gov/graphics/formsfee/forms/files/i-9.pdf. At least one document shall be a valid State or Federal government-issued picture identification (ID) card. Applicants who possess a current State Drivers License or State Picture ID card shall present that document as one identity source document before presenting other State or Federal government-issued picture ID cards. This shall be done beore or at the time the contract employee begins work under the contract.

4. Receive a finding that no potentially disqualifying information is listed on the above noted forms.

After beginning work under the contract, the contractor employee must receive a favorable agency adjudication of the FBI fingerprint and NACI results, or other U.S. Office of Personnel Management or National Security community background investigation.

(b) Should the results of the PIV process require the exclusion of a contractor’s employee, the contracting officer will notify the contractor in writing.

(c) The contractor must appoint a representative to manage this activity and to maintain a list of employees eligible for a USDA PIV ID Badge required for performance of the work.

(d) The responsibility of maintaining a sufficient workforce remains with the contractor. Employees may be barred by the Government from performance of the work should they be found ineligible or to have lost eligibility for a USDA PIV ID Badge. Failure to maintain a sufficient workforce of employees eligible for a USDA PIV Badge may be grounds for termination of the contract.

(e) The contractor shall insert this clause in all subcontracts when the subcontractor is required to have access to a federally-controlled facility or information system.

(f) The PIV Sponsor for this contract is the contracting officer representative (COR), unless otherwise specified in this contract. The PIV Sponsor will be available to receive contractor identity information at a mutually agreed to time and location. The Government shall notify the contractor if there is a change in the PIV Sponsor, the office address, or the office hours for registration.

Background Investigation (FEB 2007)

Upon award of the contract, the Contractor shall furnish and immediately submit a completed electronic Standard Form (SF) 85P and supporting documents to Mr. Immanuel West of the U.S. Forest Service for all applicants operating under this contract. The following information will be required for each applicant to be reviewed:

Complete name (first, middle, last).

Date of birth.

Place of birth.

Social Security Number

Working contact telephone number.

Contractors (a.k.a. “Applicants” for the purpose of background investigations) shall provide the required information to Mr. Immanuel West at iwest@fs.fed.us or by fax to (505) 563-9991. Mr. West can be contacted at (505) 563-9211. Once the information is received, the applicant will be sent the information needed to access the secure on-line database system so that they can complete their SF-85P electronically. A paper version of the SF-85P will no longer be accepted by the Forest Service. Applicants can obtain information about this relatively new investigation process at http://www.usda.gov/pdsd/. Costs incurred by the Government associated with the background check will be deducted from the first payment for services for all applicants investigated. Costs to the Government are anticipated to be approximately $558.00 per applicant.

(a) Contractor applicants must receive a favorably adjudicated Minimum Background Investigation (MBI) in order to continue operating under this contract. Contract pilots will be permitted to operate aircraft while the initial background investigation is being conducted. If an applicant fails to meet this requirement, that applicant shall be removed from the contract and shall be replaced by the Contractor. If the Contractor is an owner/operator (no employees), the Contracting Officer will issue a no-cost termination.

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 30 days from expiration of the contract.

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 30 days; 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 three (3) years, six (6) months.

FAR 52.228-5 Insurance—Work on a Government Installation (JAN 1997)

(a) The Contractor shall, at its own expense, provide and maintain during the entire performance of this contract, at least the kinds and minimum amounts of insurance required in the Schedule or elsewhere in the contract.

(b) Before commencing work under this contract, the Contractor shall notify the Contracting Officer in writing that the required insurance has been obtained. The policies evidencing required insurance shall contain an endorsement to the effect that any cancellation or any material change adversely affecting the Government’s interest shall not be effective—

(1) For such period as the laws of the State in which this contract is to be performed prescribe; or

(2) Until 30 days after the insurer or the Contractor gives written notice to the Contracting Officer, whichever period is longer.

(c) The Contractor shall insert the substance of this clause, including this paragraph (c), in subcontracts under this contract that require work on a Government installation and shall require subcontractors to provide and maintain the insurance required in the Schedule or elsewhere in the contract. The Contractor shall maintain a copy of all subcontractors’ proofs of required insurance, and shall make copies available to the Contracting Officer upon request.

FAR 52.236-7 Permits and Responsibilities (NOV 1991)

The Contractor shall, without additional expense to the Government, be responsible for obtaining any necessary licenses and permits, and for complying with any Federal, State, and municipal laws, codes, and regulations applicable to the performance of the work. The Contractor shall also be responsible for all damages to persons or property that occur as a result of the Contractor's fault or negligence. The Contractor shall also be responsible for all materials delivered and work performed until completion and acceptance of the entire work, except for any completed unit of work which may have been accepted under the contract The Contractor shall be the source for warranty work regardless of the make of the component.

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: www.arnet.gov/far/ and the Agriculture Acquisition Regulation may be accessed at www.usda.gov/procurement/policy/agar.html

FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1) CLAUSES

52.245-2 Government Property Installation Operation Services (JUNE 2007

FAR 52.212-5 Contract Terms and Conditions Required to Implement Statutes or Executive Orders - Commercial Items (FEB 2008)

(a) The Contractor shall comply with the following Federal Acquisition Regulations (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or executive orders applicable to acquisitions of commercial items:

(1) 52.233-3, Protest after Award (AUG 1996) (31 U.S.C 3553).

(2) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Pub. L. 108-77, 108-78)

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer shall check as appropriate.]

(1) 52.203-6, Restrictions on Subcontractor Sales to the Government (SEPT 2006), with Alternate I (OCT 1995) (41 U.S.C. 253g and 10 U.S.C. 2402).

(2) 52.219-3, Notice of Total HUBZone Small Business Set-Aside (JAN 1999) (15 U.S.C. 657a).

(3) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (JAN 1999) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

(4) Reserved

(5) (i) 52.219-6, Notice of Total Small Business Set-Aside (JUN 2003) (15 U.S.C. 644).

(ii) Alternate I (OCT 1995) of 52.219-6.

(iii) Alternate II (MAR 2004) of 52.219-6.

(6) (i) 52.219-7, Notice of Partial Small Business Set-Aside (JUN 2003) (15 U.S.C. 644).

(ii) Alternate I (OCT 1995) of 52.219-7.

(iii) Alternate II (MAR 2004) of 52.219-7.

(7) 52.219-8, Utilization of Small Business Concerns (MAY 2004) (15 U.S.C. 637 (d)(2) and (3)).

(8) (i) 52.219-9, Small Business Subcontracting Plan (NOV 2007) (15 U.S.C. 637(d)(4)).

(ii) Alternate I (OCT 2001) of 52.219-9.

(iii) Alternate II (OCT 2001) of 52.219-9.

(9) 52.219-14, Limitations on Subcontracting (DEC 1996) (15 U.S.C. 637(a)(14)).

(10) 52.219-16, Liquidated Damages—Subcontracting Plan (JAN 1999) (15 U.S.C. 637(d)(4)(F)(i)).

(11) (i) 52.219-23, Notice of Price Evaluation Adjustment for Small Disadvantaged Business Concerns (SEPT 2005) (10 U.S.C. 2323) (if the offeror elects to waive the adjustment, it shall so indicate in its offer).

(ii) Alternate I (JUN 2003) of 52.219-23.

(12) 52.219-25, Small Disadvantaged Business Participation Program--Disadvantaged Status and Reporting (OCT 1999) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

(13) 52.219-26, Small Disadvantaged Business Participation Program--Incentive Subcontracting (OCT 2000) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

(14) 52.219-27, Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside (MAY 2004) (15 U.S.C. 657 f).

(15) 52.219-28, Post Award Small Business Program Representation (JUNE 2007) (15 U.S.C. 632(a)(2)).

(16) 52.222-3, Convict Labor (JUNE 2003) (E.O. 11755).

(17) 52.222-19, Child Labor - Cooperation with Authorities and Remedies (FEB 2008) (E.O. 13126).

(18) 52.222-21, Prohibition of Segregated Facilities (FEB 1999).

(19) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).

(20) 52.222-35, Equal Opportunity for Special Disabled Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (SEPT 2006) (38 U.S.C. 4212).

(21) 52.222-36, Affirmative Action for Workers with Disabilities (JUN 1998) (29 U.S.C. 793).

(22) 52.222-37, Employment Reports on Special Disabled Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (SEPT 2006) (38 U.S.C. 4212).

(23) 52.222-39, Notification of Employee Rights Concerning Payment of Union Dues or Fees (DEC 2004) (E.O. 13201).

(24)(i) 52.222-50, Combating Trafficking in Persons (AUG 2007) (Applies to all contracts)

(25)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA-Designated Products (AUG 2000) (42 U.S.C. 6962(c)(3)(A)(ii).

(ii) Alternate I (AUG 2000) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)).

(26) 52.223-15, Energy Efficiency in Energy-Consuming Products (DEC 2007) (42 U.S.C. 8259b).

(27)(i) 52.223-16, IEEE 1680 Standard for the Environmental Assessment of Personal Computer Products (DEC 2007) (E.O. 13423).

Alternate I (DEC 2007) of 52.223-16.

(28) 52.225-1, Buy…