Oil Solicitation FY10.docx

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS | Page 1 of 39

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

(UPDATED THROUGH FAC: 2005-38 | _

1. REQUISITION NUMBER |2. CONTRACT NO. |3. AWARD/EFFECTIVE DATE

10-1902-19 | |

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

| AG-2415-S-10-0001 | DATE 01/26/2010

7. FOR SOLICITATION |a. NAME |b. TELEPHONE NUMBER INFORMATION CALL | | (No collect calls) | Karen A. Gardner | (814) 863-0928

8. OFFER DUE DATE/LOCAL TIME: February 10, 2010 at 3:30 p.m. (Local time)

9. ISSUED BY | Code 2415 |10. THIS ACQUISITION IS

| [ ] UNRESTRICTED

USDA, ARS, PSWMRU | [x] SET ASIDE 100% FOR Contracting Office | [X] SMALL BUSINESS Bldg 3702 Curtin Road | [ ] SMALL DISADV. BUSINESS University Park, PA 16802 | [ ] 8(A)

| NAICS: 454311

| SIZE STANDARD: 50 EMPLOYEES

11. DELIVERY FOR FOB |12. DISCOUNT TERMS |13a. THIS CONTRACT IS A

DESTINATION UNLESS | | RATED ORDER UNDER

BLOCK IS MARKED | | DPAS (15 CFR 700)

[ ] SEE SCHEDULE | |13b. RATING

14. METHOD OF SOLICITATION [X] RFQ [ ] IFB [ ] RFP

15. DELIVERY TO: |16. ADMINISTERED BY:

USDA, ARS, NAA, Pasture Systems | (If other than Item 9) & Watershed Management Research | Field sites (see Section # A7 ) | 17a. CONTRACTOR/OFFEROR | 18a. PAYMENT WILL BE MADE BY:

| USDA, ARS, PSWMRU, CONTR OFFICE

TELEPHONE NO. |

FAX NO. |

DUNS NO.:

TIN NO: |

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS (Continued) [ ] 17b. REMITTANCE ADDRESS |18b. SUBMIT INVOICES TO THE ADDRESS | SHOWN IN BLOCK 18a. UNLESS BLOCK

| BELOW IS CHECKED

| [X] SEE ADDENDUM B.2.

19 20 21 22 23 24

ITEM NO SCHEDULE OF SUPPLIES QUANTITY UNIT UNIT PRICE AMOUNT

SERVICES

Provide labor, equipment, supplies, transportation and services for Bio 5 Heating Oil deliveries to the PSWMRU Field Locations in accordance SEE SCHEDULE A.2 with the terms, conditions, and specifications contained in this document.

25. ACCOUNTING AND APPROPRIATION DATA |26. TOTAL AWARD AMOUNT

| (For Govt Use Only) [X] 27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.2121, FAR 52.2124. FAR 52.2123, FAR 52.2125 ARE ATTACHED.

ADDENDA [X] ARE [ ] ARE NOT ATTACHED.

[ ] 27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.2124.

FAR 52.2125 IS ATTACHED. ADDENDA [X] ARE [ ] ARE NOT ATTACHED.

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN ONE (1) COPY

[X] TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DELIVER ALL

ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS

SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED HEREIN.

29. AWARD OF CONTRACT: REFERENCE _______

[ ] DATED ________________. YOUR OFFER ON SOLICITATION (BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH HEREIN ARE ACCEPTED AS TO ITEMS: ________

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS (Continued) 30a. SIGNATURE OF OFFEROR/CONTRACTOR |31a. UNITED STATES OF AMERICA

| (SIGNATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER |31b. NAME OF CONTRACTING OFFICER

(TYPE OR PRINT) |

| KAREN A. GARDNER

30c. DATE SIGNED |31c. DATE SIGNED 32a. QUANTITY IN COLUMN 21 HAS BEEN |32b. SIGNATURE OF AUTHORIZED |32c. DATE

[ ] RECEIVED [ ] INSPECTED | GOVT. REPRESENTATIVE |

[ ] ACCEPTED AND CONFORMS TO THE | |

CONTRACT, EXCEPT AS NOTED | |

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

_______________________________________| | CORRECT FOR

| |PARTIAL | | FINAL | |

36. PAYMENT |37. CHECK NUMBER

[ ] COMPLETE [ ] PARTIAL [ ] FINAL |

38. S/R ACCOUNT NUMBER |39. S/R VOUCHER NUMBER

40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT FOR PROMPT PAYMENT 41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER |41c. DATE 42a. RECEIVED BY (PRINT) |42b. RECEIVED AT (Location) 42c. DATE REC'D (YY/MM/DD) |42d. TOTAL CONTAINERS

AUTHORIZED FOR LOCAL PRODUCTION STANDARD FORM 1449 (1095)

PRESCRIBED BY GSAFAR(48 CFR)53.212

OMB NO.:90000136

TABLE OF CONTENTS PAGE 4

ADDENDA

CONTINUATION OF SF1449 BLOCKS 19, 20, 21, 22, 23, AND 24

CONTRACT CLAUSES

CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS

(JUN 2008)

i

ADDENDA

CONTINUATION OF SF1449 BLOCKS 19, 20, 21, 22, 23, AND 24

SECTION A - DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

A.1 SCOPE OF WORK

The USDA, Agricultural Research Service (ARS) requires a Contractor to provide labor, equipment, supplies, transportation and services for Bio 5 Heating Oil deliveries to the USDA, ARS, PSWMRU Field Locations (identified below) in accordance with the terms, conditions, and specifications contained in this document.

A.2 SCHEDULE OF ITEMS

We are looking for pre buy terms and conditions, however contractor can provide additional pricing options. You must identify the price per gallon in each option.

BASE PERIOD OF PERFORMANCE: March 1, 2010 THROUGH February 28, 2011 or 1 year from date of award.

NOTE: The Service Contract Act does not apply to this service.

OPTION 1 - PERIOD OF PERFORMANCE: March 1, 2011 THROUGH February 28, 2012

OPTION 2- PERIOD OF PERFORMANCE: March 1, 2012 THROUGH February 28, 2013

ADDENDA

SECTION A - DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

A.3 GENERAL SPECIFICATIONS

The USDA, Agricultural Research Service, Penn State Watershed & Management Research Unit (PSWMRU), located in University Park, PA, requires a Contractor to provide all fuel provided under the resultant contract shall be F.O.B. Destination within Consignee’s premises, delivered and pumped into multiple field sites bulk fuel tanks at the USDA, ARS, Pasture Systems and Watershed Management. The following are the Fuel Oil Storage Tank Sites shown in Section A.8. The Contractor shall provide automatic fill, on a keep-full basis, at a minimum of thirty (30) days for each tank. Emergency refills may be required.

Miscellaneous refills of approximately (2 each) are expected.

A.4 TECHNICAL SPECIFICATIONS

Contractors must be a licensed company operating with the county where trucks are registered/operated must perform calibration of truck meters. The Contractor shall use only trucks approved by the Technical Representative (TR) or Contracting Officer (CO). Only the TR and CO may reject any truck which does not meet this requirement and must approve any change in delivery trucks. Contractors shall have location fittings and connectors. The Contractor representative will verify that working calibrated meters and working pumps are on the truck designated for loading. Trucks not meeting the stated criteria will be rejected. All delivery trucks must have equipment available to prevent and clean up fuel spills and leaks. Additional inspection of Contractor’s delivery trucks will include the verification of: 1) Previously carried product (contractor may be requested to provide documentation regarding the product previously carried in the trucks to be loaded), 2) safety conditions of delivery trucks, and 3) vehicle integrity. Contractor owned equipment will not remain on the PSU campus overnight.

Automatic deliveries will be every thirty (30) days (at a minimum). In an emergency, oral orders may be issued by the COR but must be confirmed in writing by the CO. Emergency deliveries must be delivered within 2 hours after notification unless otherwise authorized by the CO.

In cases of inclement weather, the Contractor is responsible for immediate notification to the TR of delays in the delivery. The Contractor will provide scheduled loads undeliverable due to inclement weather, on the next delivery day and any other designated deliveries. The Contractor will make every effort possible to deliver requested products on the originally scheduled delivery date.

The Contractor shall provide English-speaking personnel at loading and shall designate point of contact with telephone numbers who can be reached in case of emergency.

The Contractor may be required to make deliveries less than a full truckload.

Contract shall furnish trucks with working calibrate meters, working pumps and a minimum of 140 feet of hose for Headhouse #4 and a minimum of 40 feet of hose forthe Rock Springs Farm. Truck meters and pumps must be able to function without access to on-site electricity at delivery points.

The Contractor shall provide properly maintained delivery equipment and properly trained personnel to reasonably assure that delivery can be made without damage to vegetation and pavement adjacent to storage facilities being filled. Contractor delivery personnel who have not exercised reasonable care and delivery equipment that is poorly maintained may be refused entrance to the installation.

Every delivery must be free of all bottom sediment and water prior to discharge and the Contractor is responsible for their removal and disposal.

The Contractor shall provide a confirmation of the delivery within seven (7)calendar days after delivery has been made.

Total requirement is Not-To-Exceed $30,000.00 per year unless otherwise agreed in writing by both parties.

The Contractor shall make automatic deliveries to the following locations and contact names/numbers are:

2) Rock Springs Farm – Penn State Campus – use Gate ‘F’.

Keys to storage area will be issued to the Contractor upon award of the contract. The Contractor shall be responsible for replacement of locks and keys if lost or stolen.

Access is on level, graded roads. Winter conditions can include snow and ice on the road.

A.5 SITE VISIT

A Site Visit has been scheduled for Feb. 4th, 2010, at 9:00 a.m. local time. Please contact Karen Gardner, Contracting Officer, at 814-863-0928 or email karen.gardner@ars.usda.gov, to confirm your participation in this visit. There will only be one site visit schedule for this project.

A.6 REPORTING REQUIREMENTS

1. DELIVERY CONFIRMATION - The Contractor shall provide a copy of the delivery slip within seven (7) calendar days after delivery. The delivery slip shall state: 1) location of delivery; 2) the type of oil; 3) meter reading at start and end; 4) number of gallons delivered; 5) unit cost; 6) total amount; and 7) date of delivery.

ADDENDA

SECTION A - DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

A.7 DELIVERABLES

The Contractor shall provide automatic deliveries every 30 days. In addition, emergency deliveries may be required within two (2) hours upon receipt of a call from the Government’s designated field location representative unless otherwise authorized by the CO.

A.8 DELIVERY LOCATIONS:

USDA, ARS, NAA, PSWMRU FIELD SITES

1) HEADHOUSE #4

140 ft hose requirement.

(LOCATED ABOUT 2 MILES FROM THE USDA, ARS, PSWMRU, CURTIN ROAD, BLDG. 3702, UNIVERSITY PARK, PA 16802)

2) ROCK SPRINGS

40 ft hose requirement.

(LOCATED ABOUT 2 MILES FROM THE USDA, ARS, PSWMRU, CURTIN ROAD, BLDG. 3702, UNIVERSITY PARK, PA 16802)

All deliveries shall be F.O.B. Destination, Consignee’s premises, within 30 days after the receipt of the Purchase Order and every 30 days until the end of this contract or expiration of funding. Delivery shall be between the hours of 8:00 a.m. to 3:30 p.m., Monday through Friday, excl. Federal holidays. In case of inclement weather, the Contractor must call the designated field location representative to verify that the facility is open for delivery.

A.9 PACKING AND SHIPPING

The Contractor shall deliver the shipment in such a manner that will ensure a safe delivery to the destination. Containers and closures shall comply with the Interstate Commerce Regulation, Uniform Freight Classification Rules, or regulation of other carriers as applicable to the mode of transportation. The items to be furnished hereunder shall be labeled with the purchase order number and delivered, all transportation charges paid by the Contractor in accordance with the F.O.B. Destination, within Consignee’s Premises clause.

A.10 ADDITIONAL QUOTATION INFORMATION

Telegraphic or facsimile quotations ARE acceptable in accordance with FAR Clause 52.214-31.

CONTRACT CLAUSES

B.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (MAR 2009)

(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 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—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—

(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 as 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. 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. 3701, 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; Section 1553 of the American Recovery and Reinvestment Act of 2009 relating to whistleblower protections for contracts funded under that Act; 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.

B.2 ADDENDA TO FAR CLAUSE 52.212-4

1. Item (a) Inspection and Acceptance is amended to include the following:

AGAR 452.246-70 INSPECTION AND ACCEPTANCE (FEB 1988)

(a) The Contracting Officer or the Contracting Officer’s Field Representative (FR) will inspect and accept the services and associated supplies provided under this contract.

(b) Inspection and acceptance of the item shall be performed at:

USDA, ARS, NAA (should this be see Section A.8)

2. Item (g) Invoice is amended to include the following:

(a) To constitute a proper invoice, the invoice must include at a minimum the following information:

4. Tax Identification Number (TIN);

(b) The original invoice shall be submitted after deliveries are made and the invoice shall be mailed to:

USDA, ARS, NAA, PSWMRU

Curtin Road, Bldg 3702 University Park, PA 16802 Attn: Karen Gardner

3. Item (i) Payments are amended to include the following:

USDA, ARS requires all Contractor’s to be registered in the Central Contractor’s Registration (CCR) database for payments to be made through the Electronic Funds Transfer (EFT) Method. Also see FAR Clause 52.212-4, Item (t).

B.3 52.216-2 Economic Price Adjustment—Standard Supplies (Jan 1997)

(a) The Contractor warrants that the unit price stated in the Schedule for Item 1 is not in excess of the Contractor’s applicable established price in effect on the contract date for like quantities of the same item. The term “unit price” excludes any part of the price directly resulting from requirements for preservation, packaging, or packing beyond standard commercial practice. The term “established price” means a price that—

(1) Is an established catalog or market price for a commercial item sold in substantial quantities to the general public; and

(2) Is the net price after applying any standard trade discounts offered by the Contractor.

(b) The Contractor shall promptly notify the Contracting Officer of the amount and effective date of each decrease in any applicable established price. Each corresponding contract unit price shall be decreased by the same percentage that the established price is decreased. The decrease shall apply to those items delivered on and after the effective date of the decrease in the Contractor’s established price, and this contract shall be modified accordingly.

(c) If the Contractor’s applicable established price is increased after the contract date, the corresponding contract unit price shall be increased, upon the Contractor’s written request to the Contracting Officer, by the same percentage that the established price is increased, and the contract shall be modified accordingly, subject to the following limitations:

(1) The aggregate of the increases in any contract unit price under this clause shall not exceed 10 percent of the original contract unit price.

(2) The increased contract unit price shall be effective—

(i) On the effective date of the increase in the applicable established price if the Contracting Officer receives the Contractor’s written request within 10 days thereafter; or

(ii) If the written request is received later, on the date the Contracting Officer receives the request.

(3) The increased contract unit price shall not apply to quantities scheduled under the contract for delivery before the effective date of the increased contract unit price, unless failure to deliver before that date results from causes beyond the control and without the fault or negligence of the Contractor, within the meaning of the Default clause.

(4) No modification increasing a contract unit price shall be executed under this paragraph (c) until the Contracting Officer verifies the increase in the applicable established price.

(5) Within 30 days after receipt of the Contractor’s written request, the Contracting Officer may cancel, without liability to either party, any undelivered portion of the contract items affected by the requested increase.

(d) During the time allowed for the cancellation provided for in paragraph (c)(5) of this clause, and thereafter if there is no cancellation, the Contractor shall continue deliveries according to the contract delivery schedule, and the Government shall pay for such deliveries at the contract unit price, increased to the extent provided by paragraph(c) of this clause.

B.4 52.212-5 Contract Terms and Conditions Required to Implement Statutes or Executive Orders—Commercial Items.(Dec 2009)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (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) 52.222-50, Combating Trafficking in Persons (Feb 2009) (22 U.S.C. 7104(g)).

___Alternate I (Aug 2007) of 52.222-50 (22 U.S.C. 7104(g)).

(2) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(3) 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 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) 52.203-13, Contractor Code of Business Ethics and Conduct (Dec 2008) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

__ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (MAR 2009) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

__ (4) 52.204-11, American Recovery and Reinvestment Act—Reporting Requirements (Mar 2009) (Pub. L. 111-5).

__ (5) 52.219-3, Notice of Total HUBZone Set-Aside (Jan 1999) (15 U.S.C. 657a).

__ (6) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (JULY 2005) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

__ (7) [Reserved] _x_ (8)(i) 52.219-6, Notice of Total Small Business Set-Aside (June 2003) (15 U.S.C. 644).

__ (ii) Alternate I (Oct 1995) of 52.219-6.

__ (iii) Alternate II (Mar 2004) of 52.219-6.

__ (9)(i) 52.219-7, Notice of Partial Small Business Set-Aside (June 2003) (15 U.S.C. 644).

__ (ii) Alternate I (Oct 1995) of 52.219-7.

__ (iii) Alternate II (Mar 2004) of 52.219-7.

__ (10) 52.219-8, Utilization of Small Business Concerns (May 2004) (15 U.S.C. 637(d)(2) and (3)).

__ (11)(i) 52.219-9, Small Business Subcontracting Plan (Apr 2008) (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.

__ (12) 52.219-14, Limitations on Subcontracting (Dec 1996) (15 U.S.C. 637(a)(14)).

__ (13) 52.219-16, Liquidated Damages—Subcon-tracting Plan (Jan 1999) (15 U.S.C. 637(d)(4)(F)(i)).

__ (14)(i) 52.219-23, Notice of Price Evaluation Adjustment for Small Disadvantaged Business Concerns (OCT 2008) (10 U.S.C. 2323) (if the offeror elects to waive the adjustment, it shall so indicate in its offer).

__ (ii) Alternate I (June 2003) of 52.219-23.

__ (15) 52.219-25, Small Disadvantaged Business Participation Program—Disadvantaged Status and Reporting (Apr 2008) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

__ (16) 52.219-26, Small Disadvantaged Business Participation Program— Incentive Subcontracting (Oct 2000) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

__ (17) 52.219-27, Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside (May 2004) (15 U.S.C. 657 f).

_x_ (18) 52.219-28, Post Award Small Business Program Rerepresentation (Apr 2009) (15 U.S.C. 632(a)(2)).

_x_ (19) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

_x_ (20) 52.222-19, Child Labor—Cooperation with Authorities and Remedies (Aug 2009) (E.O. 13126).

_x_ (21) 52.222-21, Prohibition of Segregated Facilities (Feb 1999).

_x_ (22) 52.222-26, Equal Opportunity (Mar 2007) (E.O. 11246).

_x_ (23) 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).

_x_ (24) 52.222-36, Affirmative Action for Workers with Disabilities (Jun 1998) (29 U.S.C. 793).

_x_ (25) 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).

__ (26) 52.222-54, Employment Eligibility Verification (JAN 2009). (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

__ (27)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA–Designated Items (May 2008) (42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (ii) Alternate I (May 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

__ (28) 52.223-15, Energy Efficiency in Energy-Consuming Products (DEC 2007) (42 U.S.C. 8259b).

__ (29)(i) 52.223-16, IEEE 1680 Standard for the Environmental Assessment of Personal Computer Products (DEC 2007) (E.O. 13423).

__ (ii) Alternate I (DEC 2007) of 52.223-16.

_x_ (30) 52.225-1, Buy American Act—Supplies (Feb 2009) (41 U.S.C. 10a-10d).

_x_ (31)(i) 52.225-3, Buy American Act—Free Trade Agreements—Israeli Trade Act (June 2009) (41 U.S.C. 10a-10d, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, Pub. L. 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, and 110-138).

_x_ (ii) Alternate I (Jan 2004) of 52.225-3.

__ (iii) Alternate II (Jan 2004) of 52.225-3.

__ (32) 52.225-5, Trade Agreements (AUG 2009) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

__ (33) 52.225-13, Restrictions on Certain Foreign Purchases (June 2008) (E.O.’s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

__ (34) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C. 5150).

__ (35) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) (42 U.S.C. 5150).

__ (36) 52.232-29, Terms for Financing of Purchases of Commercial Items (Feb 2002) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

__ (37) 52.232-30, Installment Payments for Commercial Items (Oct 1995) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

_x_ (38) 52.232-33, Payment by Electronic Funds Transfer—Central Contractor Registration (Oct 2003) (31 U.S.C. 3332).

__ (39) 52.232-34, Payment by Electronic Funds Transfer—Other than Central Contractor Registration (May 1999) (31 U.S.C. 3332).

_x_ (40) 52.232-36, Payment by Third Party (May 1999) (31 U.S.C. 3332).

__ (41) 52.239-1, Privacy or Security Safeguards (Aug 1996) (5 U.S.C. 552a).

__ (42)(i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631).

__ (ii) Alternate I (Apr 2003) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, 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 check as appropriate.] __ (1) 52.222-41, Service Contract Act of 1965 (Nov 2007) (41 U.S.C. 351, et seq.).

__ (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (May 1989) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

__ (3) 52.222-43, Fair Labor Standards Act and Service Contract Act—Price Adjustment (Multiple Year and Option Contracts) (Sep 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

__ (4) 52.222-44, Fair Labor Standards Act and Service Contract Act—Price Adjustment (Sep 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

__ (5) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment—Requirements (Nov 2007) (41 351, et seq.).

_x_ (6) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services—Requirements (Feb 2009) (41 U.S.C. 351, et seq.).

__ (7) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (Mar 2009) (Pub. L. 110-247).

__ (8) 52.237-11, Accepting and Dispensing of $1 Coin (Sept 2008) (31 U.S.C. 5112(p)(1)).

(d) Comptroller General Examination of Record. The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records—Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor’s directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR Subpart 4.7, Contractor Records Retention, of the other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(e)(1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c), and (d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in this paragraph (e)(1) in a subcontract for commercial items. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (Dec 2008) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

(ii) 52.219-8, Utilization of Small Business Concerns (May 2004) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $550,000 ($1,000,000 for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(iii) [Reserved]

(iv) 52.222-26, Equal Opportunity (Mar 2007) (E.O. 11246).

(v) 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).

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

(vii) [Reserved]

(viii) 52.222-41, Service Contract Act of 1965 (Nov 2007) (41 U.S.C. 351, et seq.).

(ix) 52.222-50, Combating Trafficking in Persons (Feb 2009) (22 U.S.C. 7104(g)).

___Alternate I (Aug 2007) of 52.222-50 (22 U.S.C. 7104(g)).

(x) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment-Requirements (Nov 2007) (41 U.S.C. 351, et seq.).

(xi) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services-Requirements (Feb 2009) (41 U.S.C. 351, et seq.).

(xii) 52.222-54, Employment Eligibility Verification (JAN 2009).

(xiii) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (Mar 2009) (Pub. L. 110-247). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

(xiv) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006) (46 U.S.C. Appx. 1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.

(2) While not required, the contractor may include in its subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.

B.5 ADDENDA TO FAR CLAUSE 52.212-5

1. This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. The full text of these clauses may be accessed electronically at this address: http://www.arnet.gov/far/ and AGAR Clauses at http://www.usda.gov/procurement/policy/agar.html

NUMBER TEXT DATE

(a) Definition. “Acceptance,” as used in this clause, means the act of an authorized representative of the Government by which the Government assumes for itself, or as an agent of another, ownership of existing and identified supplies, or approves specific services, as partial or complete performance of the contract.

(b) Notwithstanding inspection and acceptance by the Government or any provision concerning the conclusiveness thereof, the Contractor warrants that all services performed under this contract will, at the time of acceptance, be free from defects in workmanship and conform to the requirements of this contract. The Contracting Officer shall give written notice of any defect or nonconformance to the Contractor within 7 calendar days. This notice shall state either—

(1) That the Contractor shall correct or reperform any defective or nonconforming services; or

(2) That the Government does not require correction or reperformance.

(c) If the Contractor is required to correct or reperform, it shall be at no cost to the Government, and any services corrected or reperformed by the Contractor shall be subject to this clause to the same…