Attach 0_SOW for Pepsi Guam.pdf

Statement of Work

For Pepsi Beverage Products for Guam

CAUTION NOTICE

The awardee will be required to have a computer system capable of accepting delivery orders and processing Electronic Data Interchange (EDI) transactions. This contract will require the contractor to have electronic commerce/electronic data interchange EC/EDI capabilities.

All contractors who choose to conduct business with the Department of Defense must now be registered in the System of Award Management (SAM) database. In addition, we encourage all

Contractors who receive contract awards as a result of this solicitation to access the “Dynamic

Small Business Search” feature of SAM to identify potential suppliers and teaming partners for this initiative. You may go to the System of Award Management at www.sam.gov and click on the “Dynamic Small Business Search” button. When making your procurement decisions we encourage one’s consideration of local business as a means to nurture small business and local economies.

All contractors who receive awards as a result of this initiative are encouraged to utilize the SBA

SUBNet database to assist them in further identifying additional small business sources of supply. Contractors may post notices of sources sought for teaming partners and subcontractors on future contracts. Small business can review this web site to identify opportunities in their area of expertise. You may access the SBA PRONet database through the SBA Website at www.sba.gov.

CONTRACTOR CODE OF BUSINESS ETHICS (Nov 2021)

FAR Part 3.1002(a) requires all government contractors to conduct themselves with the highest degree of integrity and honesty. Contractors should have a written code of business ethics and conduct within thirty days of award. To promote compliance with such code of business ethics and conduct, contractors should have an employee business ethics and compliance training program that facilitates timely discovery and disclosure of improper conduct in connection with government contracts and ensures corrective measures are promptly instituted and carried out. A contractor may be suspended and/or debarred for knowing failure by a principal to timely disclose to the government, in connection with the award, performance, or closeout of a government contract performed by the contractor or a subcontract awarded there under, credible evidence of a violation of federal criminal law involving fraud, conflict of interest, bribery, or gratuity violations found in title 18 of the United States Code or a violation of the False Claims

Act. (31 U.S.C. 3729-3733).

If this solicitation or contract includes FAR clause 52.203-13 - CONTRACTOR CODE OF

BUSINESS ETHICS AND CONDUCT; the contractor shall comply with the terms of the clause and have a written code of business ethics and conduct; exercise due diligence to prevent and detect criminal conduct; promote ethical conduct and a commitment to compliance with the law within their organization; and timely report any violations of federal criminal law involving fraud, conflict of interest, bribery or gratuity violations found in title 18 of the United States

Code or any violations of the False Claims Act. (31 U.S.C. 3729-3733). When FAR 52.203-13 is included in the contract, contractors must provide a copy of its written code of business ethics and conduct to the contracting officer upon request by the contracting officer.

RAPID GATE, DEFENSE BIOMETERIC IDENTIFICATION SYSTEM (DBIDS)

REQUIREMENT and/or OTHER SECURITY PROGRAMS

Many bases may require enrollment in a particular system for base security such as RapidGate, the Defense Biometric Identification System (DBIDS), or other similar system(s). Such systems manage access to Department of Defense (DoD) installations, and will not allow entry without clearance. During the contract start-up/ implementation period, the Contractor must contact all customer locations to determine whether enrollment in RapidGate, DBIDS, or another security program is required for access to each location. If RapidGate, DBIDS, or other security enrollment is required, the Contractor must take all necessary steps to obtain this in time for the start of performance under this contract. Failure to have clearance may result in a Contractor being turned away from the base and being unable to complete delivery. The Contractor is responsible for any costs associated with RapidGate, DBIDS, and/or other security program enrollment and must ensure that a properly enrolled driver is available for all deliveries. We currently estimate that RapidGate or DBIDS enrollment will cost about $250 per company and

$200 per enrolled employee for 1 year of access to multiple locations, but the cost of RapidGate, DBIDS or other security enrollment may vary, so the Contractor should contact the specific security system contractor to determine its own costs. If more than one driver is required, enrollment must be obtained for each driver. Note that enrollment can take several weeks, so an awardee that is not already enrolled must begin enrollment at the time of award notification at the latest. If difficulty or delay in enrollment is encountered during the start-up/implementation period, the Contractor MUST contact the specific security system contractor and/or the Security

Officer at the applicable customer locations to resolve any issues with processing enrollment so that the Contractor will be able to deliver as required.

For additional information on current base security systems including RapidGate and DBIDS, including enrollment instructions, please visit their websites at https://omnivee.com/and https://dbids-global.dmdc.mil/home/

TABLE OF CONTENTS

CAUTION NOTICE

I. SOLICITATION OVERVIEW

II. EFFECTIVE PERIOD OF CONTRACT / TIERS

III. ESTIMATED DOLLAR VALUE / GUARANTEED MINIMUM/MAXIMUM

IV. CONTRACT START-UP PERIOD

V. ELECTRONIC ORDERING CATALOGS

VI. ECONOMIC PRICE ADJUSTMENT (“EPA”) – ACTUAL MATERIAL COSTS FOR

SUBSISTENCE

VII. REBATES/DISCOUNTS AND PRICE-RELATED PROVISIONS (COMPONENT PRICE

MODEL FOR PRODUCE)

VIII. ADDITION OF NEW CUSTOMERS

IX. CUSTOMER SERVICE

X. ORDERING SYSTEMS

XI. ORDER PLACEMENT, LEAD TIME, AND CANCELLATION

XII. REPACKAGING & SPLITTING OF CASES

XIII. PACKAGING, PACKING, LABELING, AND MARKINGS

XIV. DELIVERY INSTRUCTIONS

XV. INSPECTION AND ACCEPTANCE

XVI. AUTHORIZED RETURNS

XVII. REJECTION/RETURN PROCEDURES

XVIII. INVOICING

XIX. PRICE AUDITS

XX. HOLIDAYS

XXI. EMERGENCY AND SURGE ORDERS

XXII. FOOD DEFENSE

XXIII. PRODUCT QUALITY

XXIV. QUALITY PROGRAM

XXV. WAREHOUSING AND SANITATION PROGRAM/STORED PRODUCT PEST

MANAGEMENT

XXVI. CONTRACTOR QUALITY ASSURANCE VISITS (QAV)

XXVII. QUALITY SYSTEMS MANAGEMENT VISITS & PRODUCE QUALITY AUDITS .. 36

XXVIII. RECALL PROCEDURES REQUIREMENTS

I. SOLICITATION OVERVIEW

A. Contract Scope and Objectives: The Defense Logistics Agency (DLA) Troop Support Indo-

Pacific seeks to establish a Simplified Indefinite-Delivery Contract (SIDC) with a qualified commercial supplier to provide Pepsi Beverage products for Department of Defense (DoD) troops and ship customers and Non-DoD Customers located on the island of Guam and its surrounding areas.

B. Offeror Eligibility and Performance Expectations: A successful offeror must demonstrate the ability to source, procure, store, and distribute the full range of Pepsi-branded beverage products while maintaining high fill rates, exceptional customer service, and strict adherence to quality and freshness standards.

Given the brand-specific nature of the requirement, all products must be authentic Pepsi-branded items as outlined in the Schedule of Items (Attachment 1). Offerors operating solely as third-party logistics (3PL) providers—those who subcontract core functions such as ordering, warehousing, and distribution—will not be considered for award.

Furthermore, offerors must either maintain a physical distribution facility located on the island of Guam or establish and provide verifiable documentation of a formal relationship with a reputable on-island warehouse and delivery partner capable of fulfilling all contract requirements.

By submitting a proposal, an offeror expressly certifies its status as a fully operational commercial distributor of Pepsi beverage products and affirms its capability to perform on-island distribution without reliance on off-island subcontracted logistics.

C. Mandatory Proposal Requirements: This solicitation supports DoD troop and ship customers and Non-DoD Customers. Offerors are required to submit proposals for all items in the Schedule of Items. Partial submissions will be deemed non-responsive and may result in exclusion from award consideration.

Item-specific requirements are outlined in the Schedule of Items (Attachment 1). Offerors may propose alternate packaging sizes to accommodate supply availability; however, any changes must be approved by the Contracting Officer prior to implementation to ensure compliance with contract requirements.

D. Acquisition Authority: This procurement is conducted under FAR Subpart 13.5 – Simplified

Procedures for Certain Commercial Items, which streamlines acquisition procedures for requirements exceeding the simplified acquisition threshold but not exceeding $7.5 million.

This authority enables contracting officers to employ flexible and efficient procurement methods while minimizing administrative burden for both the Government and industry.

E. Contract Award and Performance Obligations: The designated Guam zone encompasses all DoD and Non-DoD customers identified in Attachment 2 – Customer List. The

Government intends to award a single contract. The awarded contractor shall be responsible for fulfilling the requirements of all customers within the designated area.

Offerors must submit a complete and responsive proposal. As negotiations may not be conducted, offerors are expected to present their most competitive pricing and terms. Failure to comply with solicitation requirements may result in a proposal being deemed technically unacceptable, eliminating it from further consideration.

F. Small Business Set-Aside Requirements: This solicitation is issued as a 100% small business set-aside under NAICS Code 312111 (Soft Drink Manufacturing), with a size standard of 1,400 employees.

A waiver of the Non-Manufacturer Rule has not been requested, as this acquisition encompasses multiple items. Pursuant to 13 CFR 121.406(e), at least 50% of the total contract value must be fulfilled by small business manufacturers. Offerors must immediately notify the

Contracting Officer if they anticipate noncompliance with this requirement.

G. Source Selection Methodology and Contract Duration: This procurement follows the

Lowest Price Technically Acceptable (LPTA) Source Selection Process. The contract will have a five-year (60-month) duration, inclusive of all tier periods.

Contract Type and Pricing Structure: The resulting contract will be an SIDC with fixed pricing, subject to the Economic Price Adjustment (EPA) provision. Offerors should refer to

Section VI for additional details on the EPA clause.

In accordance with FAR 16.504(a), SIDC allows for indefinite deliveries within specified limits over a fixed period. Individual deliveries shall be scheduled through orders placed with the contractor as needed.

II. EFFECTIVE PERIOD OF CONTRACT / TIERS

The resulting Simplified Indefinite-Delivery Contract (SIDC) may have a total duration of five (5) years, consisting of a 12-month base period, followed by four (4) 12-month tier periods. The first tier will include a start-up period, with specific requirements and timelines outlined in Section IV – Contract Start-Up Period.

Performance Period: September 30, 2025 – September 29, 2030 (5 Year Total)

Tier 1 (Base) – 09/30/2025 – 09/29/2026 (12-month period)

Tier 2 – 09/30/2026 – 09/29/2027 (12-month period)

Tier 3 – 09/30/2027 – 09/29/2028 (12-month period)

Tier 4 – 09/30/2028 – 09/29/2029 (12-month period)

Tier 5 – 09/30/2029 – 09/29/2030 (12-month period)

For evaluation purposes only, Base period of the resulting SIDC will have a duration of 12 months, with each subsequent tier, if exercised, also limited to 12 months. The total duration of the SIDC, including all base and tier periods, will not exceed 60 months.

The exercise of any tier is not automatic and is contingent upon factors such as satisfactory

Contractor performance in meeting contract specifications and the continued verification of demand for the requirement.

This solicitation is based on a firm Delivered Price structure for all Pepsi-branded products.

No separate distribution fee will be applied. Pricing must reflect the total cost to deliver the product to the designated delivery points, inclusive of all freight, handling, and associated charges. Offerors must submit Delivered Prices for all items listed; adjustments will be evaluated based solely on changes to the Delivered Price.

III. ESTIMATED DOLLAR VALUE / GUARANTEED

MINIMUM/MAXIMUM

A. This acquisition is conducted under the authority of FAR Subpart 13.5, "Simplified

Procedures for Certain Commercial Products," which provides for streamlined procedures in soliciting competition, evaluating proposals, awarding contracts, and providing notification, in accordance with FAR 13.1.

B. This solicitation is for a five-year contract, consisting of a 12-month base performance period and four additional 12-month performance periods (referred to as tiers). Each period, including the base and subsequent tiers, is expected to have its own pricing structure for the respective 12-month performance period. The estimated dollar value for each period is $165,000.00, based on the Agency’s good faith estimate of requirements for the specified period. The guaranteed minimum obligation for the entire contract duration is $11,000.00. This guaranteed minimum may be fulfilled through a single delivery order or multiple orders, issued during any tier or combination of tiers. The maximum contract value, representing the highest amount the Government can obligate over the contract’s five-year duration, is $825,000.00.

C. This solicitation encompasses multiple ordering facilities as detailed in the Attachment 2 –

Customer List. Ordering facilities within the region may be added or removed as needed, without incurring additional costs to the Government, as previously stipulated.

IV. CONTRACT START-UP PERIOD

A. Implementation Phase: The implementation phase begins immediately upon contract award and concludes when all supported customer locations have successfully submitted and received their initial orders under the new contract. This phase may include ramp-up and/or ramp-down activities to ensure uninterrupted service and a seamless transition from any preceding contract.

1. Incumbent Contractor Awarded the Contract: If the incumbent contractor is awarded the follow-on contract:

A fully operational electronic catalog shall be established no later than 30 calendar days from the date of award or the start of the initial contract term, whichever occurs first.

Existing inventory meeting all quality and storage requirements may be used, provided it aligns with items under the new contract.

Newly introduced items during implementation must follow the new contract's delivered pricing structure.

Delivered prices are fixed and locked in for the full 12-month contract term. Economic

Price Adjustments (EPA) will be allowed based on the terms stated above.

2. New Contractor Awarded the Contract If a new contractor is selected:

The incumbent contractor must submit a ramp-down plan within 15 calendar days of non-selection.

A compliant catalog must be established within 30 calendar days from date of award or start of the initial contract term, whichever occurs first. All items must meet the contract’s quality, freshness, and traceability standards.

The incumbent contractor shall continue fulfilling orders during the early implementation period until the new electronic catalog is fully operational and the incoming contractor is prepared to begin performance, not to exceed end of current contract term.

The new contractor shall source, procure, store, and distribute all items exclusively through its own supply chain. Use of incumbent inventory is prohibited.

Delivered pricing shall reflect actual material costs under the locked-in pricing model for the 12-month term—no EPA adjustments apply.

The new contractor must be prepared to initiate deliveries by the final month of the implementation period.

3. Implementation Timeline and Stop Work Orders:

The implementation timeline begins on the award date and runs for 30 calendar days from the date of award or the start of the initial contract term, whichever occurs first.

If a Stop Work Order is issued, all implementation activities must cease immediately.

Upon rescission, the timeline resumes from the date of issuance—the 30-day period does not restart.

B. Transition-Out Phase (Ramp-Down):

4. Ramp-Down Requirements: The contractor must participate in a transition-out process.

The Government anticipates awarding a follow-on contract at least one (1) month before this contract’s expiration to allow for a coordinated transition. A ramp-down schedule must be submitted upon request and coordinated with the Contracting Officer.

5. Ramp-Down Period Expectations:

The contractor shall continue to supply all contract items without disruption.

Reports (e.g., Total Asset Visibility) may be required for planning purposes and may be shared with the new contractor.

No inventory will be transferred between contractors.

No product disposal is anticipated at contract close-out.

6. Catalog Transition Timing:

Upon award of a follow-on contract, the Contracting Officer will provide a transition date with no fewer than 15 calendar days’ notice.

On this date, the new contractor’s catalog will go live and the incumbent’s catalog will be deactivated.

All orders after this date shall be placed under the new contract.

7. Government Transition Goal: The Government aims to transition all customers to the new contract within 30 calendar days of award. However, phased transitions may be implemented to ensure operational continuity.

V. ELECTRONIC ORDERING CATALOGS

An awardee under this solicitation is required to maintain an electronic catalog listing all items available to customers covered under this contract. The catalog will be managed within the Subsistence Total Order and Receipt Electronic System (STORES). Each catalog entry must include the corresponding national or local stock number (as applicable), Government item description, packaging specifications, unit of issue, and unit price.

STORES manuals are available electronically.

A. Catalog Maintenance

1. New Items:

In accordance with FAR Part 12 – Acquisition of Commercial Products and Commercial

Services, DLA Troop Support Indo-Pacific utilizes commercial procurement procedures to the maximum extent practicable when acquiring subsistence items. Prior to the commencement of the first order, DLA Troop Support Indo-Pacific, in collaboration with the customer and the contractor, will identify any required items not listed in the

Schedule of Items that need to be added to the ordering catalog. This process ensures catalog updates for items previously unlisted due to seasonality or other contingencies unknown to the Contracting Officer at the time of solicitation. Neither the contractor nor the customer may add an item to the catalog without submitting a formal new item request to the Contracting Officer, who must conduct a separate fair and reasonable price analysis in accordance with FAR 12.209 and FAR 15.404 for each requested item.

After ordering has commenced, if a customer requests an item not currently listed in the catalog, the contractor will have a maximum of fifteen (15) calendar days to source the item, obtain a stock number from DLA Troop Support Indo-Pacific (if required), and add the item to the catalog through an 832-catalog transaction in STORES. Upon the

Contracting Officer’s determination of fair and reasonable pricing, the item should become a permanent part of the contractor’s inventory, subject to availability. The contractor must use the Contracting Officer-provided Market Ready Request Form

(Attachment 8) for all item approval requests, including additions and modifications.

Contractors must demonstrate the ability to consistently source, stock, and deliver a full range of Pepsi-branded beverage products covered under this contract. While the primary focus is on core Pepsi beverages, the Government may request the addition of new beverage items during the contract period. These may include, but are not limited to, carbonated soft drinks, bottled waters, flavored waters, teas, energy drinks, sports drinks, and juice products. The contractor's responsiveness and flexibility in sourcing and integrating commercially available PepsiCo beverage items is essential to maintaining uninterrupted supply and meeting the operational requirements of supported locations.

B. Catalog Pricing and Additions:

Schedule of Items Pricing: Items listed in the Schedule of Items will be included in the ordering catalog upon contract award. The final proposed prices, determined fair and reasonable prior to award, will serve as the fixed catalog prices and remain in effect for the full 12-month tier period. These prices will be available to customers beginning with the first order cycle following contract implementation.

Economic Price Adjustment Limits: The total allowable increase in the Delivered Price of an item throughout the entire contract period shall not exceed 30% for Non-FF&V items. Any increase above the limit, may be approved by the contracting officer on a case-by-case basis.

Contractor-Requested Catalog Price Changes: All prices proposed in the Schedule of

Items and incorporated into the ordering catalog at the time of award are deemed fair and reasonable and shall remain fixed for the entire 12-month tier period. This contract includes an Economic Price Adjustment (EPA) clause, allowing price adjustments to be requested only within 60 days prior to the end of the current 12-month tier period.

Accordingly, price increases or decreases will not be accepted or processed outside of this EPA request window and approval process. Prices will be reviewed and adjusted, if approved, before the start of the next tier period.

C. Contractor Notification for Price Adjustments at Tier Renewal:

The contractor is responsible for notifying the Contracting Officer in writing no later than

60 calendar days prior to the end of each 12-month pricing tier if requesting price changes for the upcoming period. Any proposed adjustments must be supported by adequate justification and current cost data to substantiate the change.

Contractors must input proposed price changes in the STORES system prior to submitting a written request to the Contracting Officer. The Contracting Officer will not input or update prices in STORES on behalf of the contractor under any circumstances. It is the contractor’s sole responsibility to ensure that pricing data is accurately and timely entered into STORES in accordance with contract requirements.

In the written request, the contractor must provide supporting documentation to justify all proposed price changes. This may include supplier invoices, manufacturer price lists, or other verifiable evidence demonstrating the need for adjustment in accordance with the contract terms.

If the contractor fails to notify the Contracting Officer within the required 60-day timeframe, the previous year’s catalog prices will remain in effect for the next 12-month period.

All price change requests are subject to Contracting Officer review and must be approved before implementation.

Failure to comply with this requirement may result in the denial of price adjustments and could affect future contract performance evaluations.

Catalog Additions: Before an item is added to the catalog, the contractor must submit a proposed catalog addition request (Attachment 8) to the Contracting Officer, including:

Stock number

Government item description

Proposed unit price

Supporting supplier invoice or quote

Requests must be submitted by 9:00 AM HST on Monday to be considered for inclusion in the following Sunday catalog update. Submission does not guarantee approval. The

Contracting Officer will review the request for fair and reasonable pricing and notify the contractor of acceptance. If the price cannot be justified after negotiations, the item will not be added to the catalog.

Please note that some catalog additions may require longer evaluation times and may not become available in the next scheduled catalog update. In such cases, the Contracting

Officer will notify the contractor if additional time is needed to gather information or conduct a thorough evaluation before approval and inclusion.

VI. ECONOMIC PRICE ADJUSTMENT (“EPA”) –

ACTUAL MATERIAL COSTS FOR SUBSISTENCE

A. Price Adjustments

1. General:

(i) All Delivered Prices shall remain fixed unless adjusted pursuant to this section or other applicable contract provisions. After the first ordering period, adjustments to the

Contractor’s Delivered Price may only be requested within 60 days prior to the end of the current 12-month tier period and require the Contracting Officer’s approval. The requested price change must comply with paragraph (iii) below. Approved price changes will take effect at the beginning of the subsequent ordering period. The Delivered Price in effect at the time of order placement shall remain unchanged through delivery. DLA

Troop Support will be charged the Delivered Price in effect when the order is placed, regardless of any subsequent changes.

(ii) Delivered Prices must be supported by the Contractor’s most recent receipt price for a representative quantity of the item. Typically, this requires an invoice; however, in limited cases, a quote may be accepted when no recent purchases exist or when seasonality impacts pricing. The Contracting Officer will review and approve such exceptions on a case-by-case basis.

(iii) The Contractor shall input all pricing data into the Subsistence Total Order and

Receipt Electronic System (STORES) prior to submitting any annual tier price adjustment request. Failure to update prices in STORES before submission will be interpreted by the Contracting Officer as no price change. The Contracting Officer will not input price adjustments on behalf of the Contractor; it is the Contractor’s responsibility to ensure timely and accurate price updates in STORES.

(iv) Price change requests must be submitted 60 days prior to the end of the current 12-month tier period for inclusion in the subsequent annual tier catalog. Supporting invoices must detail any applicable rebates or discounts affecting the Delivered Price. The

Contractor shall submit price change notices electronically via EDI 832 transaction sets when using STORES. Upon acceptance by the Contracting Officer, these changes will be implemented in the next catalog.

(v) The Government reserves the right to review all price changes and catalog prices. The

Contracting Officer may require supporting documentation, including invoices, quotes, price lists, and rebate or discount information from all supply chain sources.

(vi) Erroneous or questionable price change requests will not be implemented without explicit Contracting Officer authorization. Price changes take effect only upon approval.

(vii) If the Contracting Officer finds a requested price is not “fair and reasonable,” the

Contractor will be notified and must provide additional documentation to justify the pricing. Failure to reach agreement on a fair price may result in rejection of the change, requiring the item to remain at the last approved price or authorizing its removal from the contract.

(viii) If a price change posts incorrectly, causing an erroneous increase or decrease, the

Contractor shall promptly notify the Contracting Officer and correct the catalog.

Overcharges require a refund including applicable interest; undercharges may be subject to equitable adjustment if not due to Contractor fault or negligence.

2. Limitations:

Price adjustments shall be limited to actual changes in the Delivered Price. No upward adjustments shall be made for:

(i) Supplies for which the Delivered Price is unaffected by such changes;

(ii) Variations in material quantities;

(iii) Increases in Delivered Prices that are miscalculated or determined by the Contracting

Officer to be not fair and reasonable.

B. Upward Ceiling on Economic Price Adjustments

The aggregate increase in Delivered Price for each item shall not exceed 30% for Non-

FF&V items of the initial contract Delivered Price, except as follows:

3. If the Contractor anticipates a necessary price adjustment exceeding these limits, the

Contracting Officer must be notified in writing. The notice must include a revised ceiling sufficient for continued contract performance, along with supporting documentation.

4. If an approved Delivered Price increase exceeds the current ceiling, and the

Contracting Officer and Contractor cannot agree on a fair price below the ceiling, the

Contracting Officer may either:

a. Reject the price change and retain the item at the last approved price, requiring continued performance at that price;

b. Authorize removal of the item from the contract.

The Contracting Officer holds sole discretion in deciding whether to modify the contract, retain an item, or remove it.

C. Downward Limitation on Economic Price Adjustments

There is no limit on the aggregated percentage of price decreases under this section.

D. Price Audits

The Government may conduct price audits up to twice annually, or as required, to verify

Delivered Prices and compliance with contract terms. The Contractor must provide invoices and supporting documentation from all tiers of the supply chain, including manufacturers, growers, and redistributors. Audits may occur until three years after final contract payment or as specified by FAR Subpart 4.7. The Government reserves the right to examine all relevant records, including commercial sales data.

E. Final Invoice

The final invoice for each order must include a statement confirming that all required or authorized price decreases have been applied.

F. Disputes

Any disputes under this section shall be resolved in accordance with the contract’s

"Disputes" clause.

VII. REBATES/DISCOUNTS AND PRICE-RELATED

PROVISIONS (COMPONENT PRICE MODEL FOR PRODUCE)

A. Rebates/Discounts

1. All National Allowance Program Agreement ("NAPA") discounts, food show discounts, early payment discounts (except Qualifying Early Payment discounts as defined below), and any other discounts, rebates, allowances, economic incentives, financial arrangements, or other benefits that reduce the Contractor’s price paid for products supplied under this contract, or that are otherwise attributable to products sold under this contract, shall be passed to the Government through a reduced catalog price.

2. Any rebates or discounts that cannot be applied as an up-front price reduction must be remitted via check payable to the U.S. Treasury. The check must be accompanied by an itemized listing of all customer purchases by line item, including the contract number, call number, purchase order number, and contract line-item number ("CLIN").

Instructions for identifying and reporting such rebates, discounts, allowances, or other economic incentives are detailed in the submission requirements of the Business

Proposal/Pricing section and the Reports section of the Statement of Work.

3. The Contractor shall employ prevailing commercial methods in the pursuit of discounts, rebates, allowances, and other economic incentives or benefits for the Government throughout the period of performance of this contract.

4. The Government reserves the right to require the Contractor to submit invoices and supporting documentation from all subcontractors (as defined in FAR 44.101) and any other entities in the delivered price supply chain to verify the proper application of rebates and discounts. If the Contracting Officer determines, after reviewing invoices or other documentation, that a rebate or discount should have been but was not passed on to the Government, the Government shall be entitled to a refund in the amount of the overcharges, including applicable interest.

5. If the Contractor believes it has erroneously credited a rebate or discount to the

Government, it may submit a request for an equitable adjustment for the amount of the undercharge. Such a request may be considered if the Contractor can demonstrate to the satisfaction of the Contracting Officer that the error did not result from the Contractor’s fault or negligence. The Contractor shall not be entitled to reimbursement if the undercharge was due to its own fault or negligence.

6. The Contracting Officer, or authorized representatives, shall have the right to examine and audit the Contractor’s records related to pricing under this contract, including but not limited to the existence and proper accounting of rebates, discounts, allowances, and other economic incentives. The Government may also conduct a review or audit of the

Contractor’s electronic purchasing system to ensure the accuracy of the Delivered Price of products sold to the Government.

7. Failure of the Contracting Officer to identify non-compliance with this provision or to challenge the Contractor’s erroneous interpretation of this provision shall not constitute a waiver of the Government’s entitlement to any rebates, discounts, or other remedies available under this contract or applicable laws and regulations.

VIII. ADDITION OF NEW CUSTOMERS

A. Adding Customers within the Contract’s Geographic Distribution Region (Guam)

8. Following contract award, additional customers may request support for Pepsi Beverage

Product requirements. New Department of Defense (DoD) and non-DoD federal agencies may be added to the contract without the need for a separate acquisition or competitive process, provided they fall within the geographic distribution area covered by this contract and are eligible for support through DLA Troop Support Indo-Pacific.

9. The determination of whether a new customer falls within the contract’s geographic region and can be added without further competition at the existing contract prices is at the sole discretion of the DLA Troop Support Indo-Pacific Contracting Officer.

10. Upon such determination, the Contracting Officer will instruct the Contractor to include the customer(s) at the applicable contract prices for that distribution region.

B. Adding Customers Outside the Contract’s Geographic Distribution Region:

1. This provision applies to the following customers:

A new DoD or Non-DoD federal customer deemed by the Contracting Officer to be outside the contract’s geographic distribution region.

An existing DoD or Non-DoD federal customer previously supported under a separate contract for a different geographic distribution region but now determined to be outside the awarded contract’s region.

2. Customers described above may be added to the contract as follows:

If, in the judgment of the Contracting Officer, the customer is in an area adjacent or proximal to the contract’s geographic distribution region, they may be added. If multiple existing contracts serve the area, the Contracting Officer will determine which contract best meets the Government’s needs, considering factors such as logistics, cost-effectiveness, and operational efficiency. The Contracting Officer will also decide which contractors in the region will be solicited to support the customer.

• The Contracting Officer will request complete price proposal(s) to support the new customer(s). Before a customer is added, the Contracting Officer must determine that all proposed prices are fair and reasonable. This may require negotiations following the procedures outlined in the solicitation.

If the Contracting Officer determines that the customer is not in an adjacent or proximal area, or if the anticipated requirement is insubstantial, the customer will not be added to the contract.

Under no circumstances may the contract’s maximum dollar value be exceeded due to the addition of any customer(s) and their respective Non-FF&V requirements.

IX. CUSTOMER SERVICE

1. The Contractor may be required to attend periodic food menu board meetings and similar forums conducted by the Department of Defense (DoD) and other customers.

These meetings provide an opportunity for customers to review internal business practices, while also allowing the Contractor to introduce new products, demonstrate product preparation, and provide nutritional information.

2. The Contractor shall designate at least one full-time Customer Service Representative

(CSR) to maintain continuous contact with all ordering customers, along with at least one designated back-up representative. The names and contact information, including phone numbers, mobile numbers, email addresses, and any other available communication methods—shall be provided to both the customers and the Contracting

Officer after award.

3. As an industry expert, the Contractor is responsible for introducing new Pepsi Beverage products. However, the final determination of items included in the Ordering Catalog remains at the discretion of the customer(s) and the Contracting Officer.

X. ORDERING SYSTEMS

A. Subsistence Total Order & Receipt Electronic System (STORES):

DoD customers shall place orders using the Subsistence Total Order and Receipt Electronic

System (STORES) catalog. The Contractor is responsible for establishing and maintaining an accurate and up-to-date STORES catalog.

1. STORES is a Government-managed, internet-based translator and ordering system capable of receiving orders from various military service branches, including the Army, Air Force, Navy, Space Force, and Marine Corps. The system translates these orders into an Electronic Data Interchange (EDI) format and transmits the information to DLA

Troop Support Indo-Pacific for contractor payment processing and customer billing.

2. Customers will place all Pepsi Beverage orders through STORES, which will transmit the orders directly to both the Contractor and DLA Troop Support Indo-Pacific.

3. The Contractor shall integrate with STORES and support the following EDI transactions:

• 810 – Electronic Invoice

• 820 – Payment Voucher Information

• 832 – Catalog (Outbound - Contractor to DLA Troop Support Indo-Pacific)

• 850 – Purchase Order

• 861 – Receipt

• 997 – Functional Acknowledgment

Note: A complete description of these transaction sets is provided in the “EDI

Implementation Guidelines,” which can be found in the attachment or at DLA Troop

Support STORES Site under STORES Customers and Vendors > STORES & EDI

Requirements.

4. The Contractor shall maintain internet access and the capability to send and receive electronic mail (email) to facilitate communication.

5. The contractor shall maintain uninterrupted access to the Subsistence Total Order and

Receipt Electronic System (STORES) for the entire duration of the contract. The contractor is responsible for ensuring that the system is fully functional and that designated personnel are properly trained to utilize it. Furthermore, the contractor shall be capable of inputting and updating all contract pricing in STORES in accordance with the established timelines for each contract term period. Failure to maintain system access or comply with price update requirements may be considered a performance deficiency.

https://www.dla.mil/Working-With-DLA/Applications/Details/Article/2923157/stores-subsistence-total-order-and-receipt-electronic-system/ https://www.dla.mil/Working-With-DLA/Applications/Details/Article/2923157/stores-subsistence-total-order-and-receipt-electronic-system/

6. All unit prices in the ordering catalogs must be formatted to no more than two (2) decimal places. Prices shall be rounded as follows:

• Prices of $2.215 or higher shall be rounded up to $2.22.

• Prices of $2.214 or lower shall be rounded down to $2.21.

7. The Contractor shall use the Government’s item descriptions in all electronic ordering catalogs (832 transmissions) and ensure consistency across invoices, delivery tickets, and the 810 invoice transaction set.

8. The Contractor shall utilize the DLA Troop Support Indo-Pacific invoice reconciliation process, or any successor systems, to maximize efficiency in correcting invoices and expediting payment processing.

9. In the event of an outage in either the STORES system or the Contractor’s interface, the

Contractor must provide alternative ordering methods, such as fax, telephone, or in-person order pickup.

10. The Contractor shall use the Order Receipt Confirmation tool in STORES to verify the receipt of all transmitted orders.

B. Public Key Infrastructure (PKI) / External Certificate Authorities (ECA)

Certificates:

To ensure secure electronic transactions, the Department of Defense (DoD) mandates the use of Public Key Infrastructure (PKI) certificates for all DoD users, including contractors.

1. Obtaining a PKI Certificate:

Contractors not working on-site at a DoD facility must obtain a DoD PKI certificate through one of three authorized External Certificate Authorities (ECAs). These ECAs provide digital certificates for DoD’s industry partners who operate using their own equipment or in non-Governmental facilities. Certificate costs range from $99 to $179 per year, with volume discounts available.

The Contractor must fully comply with DoD PKI implementation requirements to maintain the security and integrity of Government information systems.

XI. ORDER PLACEMENT, LEAD TIME, AND

CANCELLATION

A. Minimum Order Requirement:

1. The minimum order requirement for any resultant contract shall be $100.00 and will be based on the aggregate total of orders for a specific delivery date to all customers located within a particular military base or delivery location.

2. See Attachment 2 –Customer List for specific delivery locations.

B. Order Placement and Lead Time:

1. Customers shall place orders in accordance with a “skip-day” delivery schedule. For example, an order placed on Monday, August 5th, will have a required delivery date of

Wednesday, August 7th.

2. Orders may be placed with a lead time of up to 21 days in advance, but the minimum lead time shall be “skip-day.”

3. Customers must adhere to the specified order cut-off time for skip-day deliveries. The cut-off time will be negotiated and incorporated into the contract upon award.

4. Large volume orders exceeding $8,000 require a 21-business-day lead time.

Cancellations for such orders must be made at least 14 business days prior to the required delivery date (RDD). Failure to provide timely cancellation may result in the customer being responsible for payment. If expedited delivery is required after the order has been placed, the customer shall bear any additional air freight costs necessary to meet the delivery date.

C. Pricing and Invoice Calculation:

1. All invoice pricing shall be based on the contract unit price in effect at the time of order placement.

2. For example, an item ordered on a Friday for delivery the following week shall be invoiced at the Friday catalog price, even if the price changes in subsequent catalog updates.

D. Tier Period Price Changes:

1. Contract unit prices are fixed for the entire 12-month tier period and shall not be subject to change during that time. No price updates, including adjustments to any embedded distribution or service fees, will be permitted until the next scheduled tier period.

2. The contractor is solely responsible for entering any proposed price changes into the

STORES system prior to submitting a formal written request to the Contracting Officer.

The Contracting Officer will not input or modify STORES catalog pricing on behalf of the contractor.

3. All written price change requests must be submitted no later than sixty (60) calendar days prior to the start of the next tier period. Requests must include complete supporting documentation (e.g., paid invoices, pricing justification, and any comparative market data) to substantiate the proposed updates.

4. To ensure proper coordination and timely catalog updates, the contractor is encouraged to notify the Contracting Officer again, at least seven (7) business days before the end of the current tier period regarding any planned/approved updates. This notice will assist in facilitating pricing approvals in time for the next scheduled Sunday Catalog Update.

5. If price updates are not approved by the Contracting Officer in STORES prior to the start of the new tier period, the prices from the previous 12-month period shall remain in effect and continue to be used until formal approval is granted.

E. Large Orders Requiring Pre-Approval:

1. Prior written approval from the DLA Troop Support Pacific Procurement Office

(Hawaii) is required before fulfilling any individual customer order that exceeds

$10,000.

2. Upon receipt of any order that exceeds this threshold, the Contractor shall promptly notify the Procurement Office via email at troopsupportpacificprocurement-hawaii@dla.mil and await formal approval before proceeding with fulfillment.

F. Order Cancellation:

1. Orders submitted through the electronic ordering system may be canceled up to 24 hours prior to scheduled delivery via written notification to both the Contractor and the

Contracting Officer.

2. Orders canceled within less than 24 hours of delivery shall require mutual agreement between the customer and the Contractor.

3. In the event of force majeure (e.g., extreme weather or natural disasters), the Contracting

Officer shall have sole discretion to determine an equitable resolution for the canceled delivery.

G. Adjustments to Orders

For procedures related to order adjustments, refer to Attachment 3 – STORES Catalog or

Attachment 4 – STORES Reconciliation Tool.

XII. REPACKAGING & SPLITTING OF CASES

1. Some items may require different pack sizes than are typically available in the commercial marketplace to meet the specific needs of DLA customers. These items will be listed in the Schedule of Items and may be added during contract performance. The

Contractor is responsible for determining how to supply these items in accordance with the required pack sizes. If necessary, the Contractor may split cases and repackage products at their facility to meet these requirements.

2. Splitting cases and repackaging products, as outlined in the previous section, do not qualify as processing, and thus do not fulfill the criteria of a private label holder.

Consequently, the Contractor is prohibited from including any costs associated with in-house case splitting and repackaging in the Delivered Price.

XIII. PACKAGING, PACKING, LABELING, AND

MARKINGS

1. All packaging, labeling, and packing shall adhere to good commercial practices.

Shipping containers must comply with the National Motor Freight Classification and

Uniform Freight Classification Code.

2. To ensure proper handling and storage by the carrier and receiving activity, standard precautionary markings, such as "KEEP REFRIGERATED," shall be applied to all cases where applicable.

3. Adequate protection must be provided during inclement weather. Products sensitive to temperature or susceptible to damage must be properly protected to prevent any harm or degradation.

XIV. DELIVERY INSTRUCTIONS

NOTE: For deliveries to the military customer, contractor’s employees (drivers, etc.) are required to pass a federal background check to gain access onto the military base.

1. The Contractor shall ensure that all products are delivered in clean, sanitary trucks that meet commercially acceptable standards. All delivery trucks must be equipped with lift gates to facilitate the efficient offloading of products. Trucks must maintain appropriate temperatures in accordance with standard commercial practices and relevant guidelines.

Delivery will be considered complete when the Contractor has unloaded the order(s) from the vehicle, placed them on the dock or within the facility, and the customer receiving personnel has accepted the delivery ticket, as outlined in Section XVI below.

The Contractor is responsible for removing all excess pallets used for delivery. A complete list of delivery points can be found in Attachment 2.

2. Products must be segregated for each delivery point and loaded into the delivery vehicle in reverse drop sequence (Last In, First Out method). This approach ensures efficient and timely off-loading and delivery to each customer location.

3. The Contractor is responsible for ensuring that personnel loading and delivering the products provide professional, prompt, and efficient service. Any failure to meet these standards will be reported by the affected customer(s) to the Customer Representative and Contracting Officer, who will work with the Contractor to implement corrective action.

4. The Contractor shall coordinate and verify delivery schedules, routes, and stop-off sequences with customers on a post-award basis and annually thereafter. Delivery schedules may be adjusted on a case-by-case basis with the approval of the Contracting

Officer.

5. Delivery times shall be confirmed by the Contractor with the customer after a Delivery

Order is received. Delivery times will vary throughout the day based on customer availability.

H. Normal Pier Side Deliveries:

1. Deliveries shall utilize standard commercial pallets (40” x 48”). Pallet height shall not exceed 60 inches, including the pallet, and all pallets must be shrink-wrapped for stability during transport.

2. Estimated pallet counts must be provided to the designated military installations prior to delivery for all ships/submarines.

XV. INSPECTION AND ACCEPTANCE

1. Inspection and acceptance of products shall be conducted at the destination. The scope of inspection will typically be limited to verifying identity, count, and condition of the products. However, the inspection may be expanded if deemed necessary by the military

Veterinary Inspector, Dining Facility Manager, Food Service Advisor/Officer, or the

Contracting Officer. Delivery vehicles may be…