ATTAchment 2 - Solicitation-Contract Clauses Provisions (rev.2).docx

ATTACHMENT 2 – CLAUSES AND PROVISIONS

Request for Proposal Solicitation No. 70Z08525RLREP0014 Dockside Repairs of CGC WAESCHE (WMSL 751)

The clause at FAR 52.212-4 Contract Terms and Conditions—Commercial Products and Commercial Services (NOV 2023) incorporated by reference is amended as to supplement with the following terms and conditions:

Addendum to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS (NOV 2023)

(1) TIME OF PERFORMANCE: USCGC WAESCHE will be available for performance of the work under this contract during the periods of 20 October 2025 through 11 January 2026.

(2) PLACE OF PERFORMANCE

All work under this contract will be performed onboard CGC WAESCHE at their homeport in Alameda, CA. Currently this requirement is being solicited as a total small business set aside.

(3) FAR 52.204-1 APPROVAL OF CONTRACT (DEC 1989)

This contract is subject to the written approval of the Contracting Officer for SFLC-C&P2-LREPL and shall not be binding until so approved.

(4) FAR 52.232-18, AVAILABILITY OF FUNDS (APR 1984)

Funds are not presently available for this contract. The Government’s obligation under this contract is contingent upon the availability of appropriated funds from which payment for contract purposes can be made. No legal liability on the part of the Government for any payment may arise until funds are made available to the Contracting Officer for this contract and until the Contractor receives notice of such availability, to be confirmed in writing by the Contracting Officer.

(5) FAR 52.252-2 - CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at these addresses:

www.acquisition.gov/far/ http://www.dhs.gov/publication/hsar The following is the summary of applicable FAR & HSAR clauses incorporated by reference:

JUN 2020

JUN 2020

MAY 2011

(6) HSAR 3052.212-70 CONTRACT TERMS AND CONDITIONS APPLICABLE TO DHS ACQUISITION OF COMMERCIAL ITEMS (JUL 2023)

The Contractor agrees to comply with any provision or clause that is incorporated herein by reference to implement agency policy applicable to acquisition of commercial items or components. The provision or clause in effect is based on the applicable regulation cited on the date the solicitation is issued applies unless otherwise stated herein. The following provisions and clauses are incorporated by reference: [The Contracting Officer should either check the provisions and clauses that apply or delete the provisions and clauses that do not apply from the list. The Contracting Officer may add the date of the provision or clause if desired for clarity.]

(a) Provisions.

|_| 3052.216-70 Evaluation of Offers Subject to An Economic Price Adjustment Clause.

|X| 3052.219-72 Evaluation of Prime Contractor Participation in the DHS Mentor Protégé Program.

|_| 3052.247-70 F.o.B. Origin Information.

|_| Alternate I |_| Alternate II |_| 3052.247-71 F.o.B. Origin Only.

|_| 3052.247-72 F.o.B. Destination Only.

(b) Clauses.

|_| 3052.203-70 Instructions for Contractor Disclosure of Violations.

|X| 3052.204-71 Contractor Employee Access.

|_| Alternate I |_| Alternate II |_| 3052.204-72 Safeguarding of Controlled Unclassified Information.

|_| Alternate I |_| 3052.204-73 Notification and Credit Monitoring Requirements for Personally Identifiable Information Incidents.

|X| 3052.205-70 Advertisement, Publicizing Awards, and Releases.

|_| Alternate I |_| 3052.209-73 Limitation on Future Contracting |X| 3052.215-70 Key Personnel or Facilities.

|_| 3052.216-71 Determination of Award Fee.

|_| 3052.216-72 Performance Evaluation Plan.

|_| 3052.216-73 Distribution of Award Fee.

|X| 3052.217-91 Performance. (USCG) |X| 3052.217-92 Inspection and Manner of Doing Work. (USCG) |X| 3052.217-93 Subcontracts. (USCG) |_| 3052.217-94 Lay Days. (USCG) |X| 3052.217-95 Liability and Insurance. (USCG) |X| 3052.217-96 Title. (USCG) |X| 3052.217-97 Discharge of Liens. (USCG) 12-26-2024 HSAR 52-34 |X| 3052.217-98 Delays. (USCG) |X| 3052.217-99 Department of Labor Safety and Health Regulations for Ship Repair. (USCG) |X| 3052.217-100 Guarantee. (60)(USCG) |_| 3052.219-71 DHS Mentor Protégé Program.

|X| 3052.228-70 Insurance.

|_| 3052.228-90 Notification of Miller Act Payment Bond Protection. (USCG) |_| 3052.228-91 Loss of or Damage to Leased Aircraft. (USCG) |_| 3052.228-92 Fair Market Value of Aircraft. (USCG) |_| 3052.228-93 Risk and Indemnities. (USCG) |_| 3052.236-70 Special Provisions for Work at Operating Airports.

|X| 3052.242-72 Contracting Officer’s Representative.

|X| 3052.249-90 Contract Termination. (USCG)

(End of clause)

(7) HSAR 3052.223-70 REMOVAL OR DISPOSAL OF HAZARDOUS SUBSTANCES – APPLICABLE LICENSES AND PERMITS (JUN 2006)

The Contractor shall have all licenses and permits required by Federal, state, and local laws to perform hazardous substance(s) removal or disposal services. If the Contractor does not currently possess these documents, it shall obtain all requisite licenses and permits within 30 days after date of award. The Contractor shall provide evidence of said documents to the Contracting Officer or designated Government representative prior to commencement of work under the contract.

(End of clause)

(8) HAZARDOUS WASTE

Contractors performing ship repair work required to comply with FAR 52.223-3, Hazardous Material Identification and Material Safety Data (JAN 1997) Alt I, and as prescribed in SFLC Standard Specification 0000 (series). Disposal of all hazardous wastes shall be performed by the Contractor and the Contractor shall meet all federal and state requirements. The Contractor is also required to submit an acceptable hazardous waste management plan to the Contracting Officer’s Representative at the arrival conference. The plan will be reviewed by the facility hazardous waste manager. An acceptable plan must address, at a minimum, the following requirements:

(a) EPA and local authority hazardous waste generator ID numbers or registration of the Contractors, his transporters, and disposal facilities (TSDFs);

(b) An inventory of all hazardous chemicals, compounds and other agents brought aboard the facility accompanied by their respective Material Safety Data Sheets;

(c) A list of all anticipated hazardous wastes to be generated and a federal/state/local regulation cross reference list for those wastes;

(d) Waste collection and containment procedures;

(e) A hazardous material spill and cleanup plan including tools and materials that will be on hand and readily available to facility containment and cleanup;

(f) Training certification for the Contractor's hazardous waste manager.

The Contractor shall note the local environmental regulations in the city where work will be performed, are more stringent than in many jurisdictions. As with all environmental regulations, it is the Contractor's responsibility to research, prepare for, and comply with, the local and state regulations.

All waste generated under the performance of this contract shall be disposed under the applicable Base Alameda, Alameda, CA EPA hazardous waste generator ID number. The Contractor shall notify the Contracting Officer's Representative (COR) 24 hours prior to any waste removals and ensure that waste removals are conducted during normal business hours (0800-1600) on Monday through Friday (excluding holidays). All hazardous waste manifests shall be reviewed and signed by Base Alameda, Alameda, CA hazardous waste personnel. Contractor must contact the designated Contracting Officer’s Representative (COR) for any environmental issues.

(9) VOLATILE ORGANIC COMPOUNDS (VOC) REGULATIONS

(a) Contractors are required to comply with federal, state and local VOC compliance laws and regulations. Among other requirements, certain Contractors may also be required to operate pursuant to a Title V permit. The need for such a permit will depend on the provisions of the applicable state’s “State Implementation Plan” (SIP) and the type/quantity of the Contractor’s regulated emissions, including VOCs. Certain SIPs may also mandate certain Contractors to operate under the terms of a compliance plan intended to reduce VOC emissions.

(b) Contractors, therefore, must submit the following to the designated Contracting Officer Representative not later than two weeks after contract award:

(1) Copies of any federal, state or local permits required and applicable to the use or application of VOCs at Contractor’s facility or offsite work places;

(2) Copies of any compliance plans required and applicable to the use or application of VOCs at Contractor’s facility or offsite workplaces.

(10) ACCESS TO VESSEL

(a) A reasonable number of officers, employees, and associates of the Government, or other Prime Contractors with the Government, and their subcontractors, shall, as authorized by the Contracting Officer, have at all reasonable times, admission to the plant, and access to vessel(s) to perform and fulfill their respective obligations to the Government on a noninterference basis.

The Contractor shall make reasonable arrangements with the Government or Contractors of the Government, as shall have been identified and authorized by the Contracting Officer, to be given admission to the cutter’s homeport in CG Base, Alameda, CA and access to the vessel’s office space, work areas, storage or shop areas, or other facilities and spaces, necessary for the performance of their respective responsibilities and reasonable to their performance. All such above personnel shall be required to comply with all Contractor rules and regulations governing personnel at its shipyard, including those relative to safety and security.

(b) The Contractor further agrees, as authorized by the Contracting Officer, to afford to a reasonable number of officers, employees, and associates of bidders on other contemplated work, the same privileges of admission to the Contractor's plant and access to the vessel(s) on a noninterference basis subject to all Contractor rules and regulations governing personnel in its shipyard, including those relative to safety and security.

(11) INDEMNIFICATION FOR ACCESS TO VESSELS

Notwithstanding any provision in the "Access to Vessels" clause, or any other clause of the contract, the Contractor agrees to allow officers, employees, and associates of the Government, or other Prime Contractors with the Government and their subcontractors, and officers, employees, and associates of quoters on other contemplated work, admission to the Contractor's facilities and access to the vessel without any further request for indemnification from any party, which has not been previously included in the contract price.

(12) INSPECTIONS

Except as specified elsewhere, the U.S. Coast Guard shall rely on the Contractor to accomplish all inspection and testing needed to ensure that the work conforms to contract quality requirements.

Records of all inspection work by the Contractor shall be kept complete and available to the Government during the term of this contract and for such longer period as may be specified elsewhere in this contract.

The name and telephone number of the assigned U.S. Coast Guard Inspector will be provided after the award of a contract resulting from this solicitation.

(13) OPTIONAL ITEMS:

Optional items listed under CLIN 0001(B) of the Schedule of Items may be awarded if inspection reports reveal the necessity for activation, or if funds are made available, at the price proposed in the Contractor’s proposal and without any other consideration whatsoever. However, after midnight on 20 November 2025 or three days after the corresponding Critical Inspection Report is accepted, whichever is later, the Contractor shall have the right to refuse to accept the award of such Optional Items.

Such award refusals shall bar neither the Government nor the Contractor from subsequently negotiating with each other for performance of the work embodied in the refused Optional Item/s.

Optional items shall be awarded by written notice to the Contractor through issuance of a Task Order, Modification of a pre-existing Task Order using a contract modification (SF-30), or other methods set forth in this solicitation. Transmission of these documents to the contractor via e-mail is authorized; for purposes of determining the exact time of e-mail transmission, the time, date, and year of transmission automatically applied to the e-mail and/or the e-mail transmission record of transmission at the contracting office shall govern. Evaluation of the Optional items shall not obligate the Government to award any Optional Items work.

(14) GROWTH WORK

(a) The Contractor shall not perform growth work without the Contracting Officer's authorization. Growth work is work within the scope of the contract, which has not been previously priced as a pre-priced work items listed in CLIN 0001(A) & (B). The Contracting Officer reserves the right to contract for growth work on the basis of a negotiated, firm fixed- price, when it is in the best interest of the Government. Scope of services shall include ship repair and associated support work and may include work that is not currently listed as Definite and Optional Items.

(b) The Contractor shall furnish a price breakdown directly to the Contracting Officer, itemized as required by the Contracting Officer, of any proposal submitted for a contract modification. Unless otherwise directed, the breakdown shall be submitted with the Contractor’s proposal form provided at the arrival conference permitting an analysis of all materials, labor, equipment, subcontract, overhead costs, and profit covering all work involved in the change/modification whether such work was deleted, added or changed. Any amount claimed for subcontracts shall be supported by a separate, similar price breakdown. If the proposal includes a request for a time extension, justification shall be furnished with the proposal.

(c) This clause is to be used in conjunction with the clause COMPOSITE LABOR RATE incorporated into this solicitation. The Contractor is required to have and/or furnish all tools and equipment incidental to each trade. Supplies such as wiping rags, hacksaw blades, sandpaper, welding wire, helium, etc., are also to be furnished by the Contractor. Other materials are to be charged at regular rates and prices currently in effect and as agreed to by the Contracting Officer. Material shall be best commercial quality available except where a precise specification is indicated in which case the specification shall apply, e.g., MILSPEC, FEDERAL SPEC.

(15) COMPOSITE LABOR RATE:

The composite labor rate offered shall be the sole labor hour rate used to price the Prime Contractor's direct labor hours for contract changes, i.e. growth work. The Contractor shall not receive any compensation in addition to this rate for the Prime Contractor's direct labor associated with such changes under this contract.

(a) The composite labor hour rate shall represent total compensation for the following:

(1) direct labor wages and salaries;

(2) all employee benefits including, but not limited to, paid leave, supplemental pay, insurance, retirement, savings, and legally required benefits;

(3) other direct costs associated with transit time, delay, disruption, expendable supplies, and equipment;

(4) all indirect costs such as overhead and general and administrative expense;

(5) any port or association fees, rents, or other levies;

(6) profit (fee); and

(7) all direct and indirect costs and profit associated with the following support functions:

(b) The composite labor hour rate will be applied to production labor hours only. Production labor hours include only those hours necessary and reasonable to perform direct production functions and do not include the hours expended on the support functions listed above. This exclusion of support function hours applies whether such support functions are normally charged directly or indirectly by the Contractor's accounting system. These support functions are to be priced into the composite labor rate quoted and shall not be separately compensated.

(c) The Quantity of Composite Labor hours indicated in the Schedule of Items – Prices, is only an estimate and is an Optional Item pursuant to this solicitation. The Estimated Quantity represents the Government’s best estimate of the total number of additional hours that may be required throughout the contract. The Government may elect to exceed this value at the prices stated in the schedule and its discretion during performance of the contract. The inclusion of this item does not obligate the Government to exercise the item nor entitle the Contractor to compensation if not exercised.

(16) DISCOVERIES AND CHANGES TO CONTRACT:

Condition Found Report and Change Requests will be transmitted electronically by using email. The bullets below display the process of how these documents are to be followed for the duration of the contract performance period:

(a) Condition Found Report (CFR) - All readings and inspections are to be taken within 24 hours after the machinery or system is opened. All reports of reading and inspections required by the specifications shall be submitted to the COR in writing using a "Condition Found Report (CFR)" form, within 24 hours after the readings and/or inspections are made.

Promptness in taking and reporting readings is particularly important for underbody work items such as shaft bearing or rudder bearing clearances. Often during the progress of a work item, conditions are discovered by the contractor which are considered abnormal for reasons of safety, expected reliability, health, or habitability. These conditions must be brought to the attention of the Coast Guard using a CFR. Details provided by the Contractor in a CFR are important because the CFR may result in a contract change. To speed the contract change progress, the Contractor should include in his/her CFR the following details as a minimum:

(b) Change Request Process will occur in the following order:

1. Condition Found Report-Generated by the contractor and provided to COR .

2. Condition Report Reply-Generated by the COR and provided to Contractor

3. Change Request- CR and IGE are generated by the COR and entered in the Contract Workbook. COR will assign the Change request number.

4. COR provides copy of Change Request to the Contractor

5. Contractor’s Proposal- Provided to the KO for the identified tasking on CR

6. Negotiations- If needed, take place to establish pricing

7. Approved Change Request- Forwarded to Contractor and COR by the KO

Change Request will be submitted by the COR to the contractor within 24 hours after responding to the CFR. Contractor must submit proposal to the Contracting Officer within 72 hours receipt of the Change Request.

A modification will be issued to incorporate and implement all changes made by change orders.

(17) CONTRACT DEFICIENCY REPORT

The Contracting Officer or Contracting Officer’s Representative (COR) may issue a Contract Deficiency Report (CDR), SFLC Form PDM-29. The Contractor shall respond in writing within 24 hours of receipt, unless otherwise approved by the Contracting Officer, to the COR. The COR will comment on the Contractor's response and will forward the Deficiency Report and comments to the Contracting Officer, with a copy to the Contractor and Availability Program Manager. The Contracting Officer will render a final determination and provide it to the Contractor and COR in writing.

(18) MAINTAINING, REPORTING, AND DISPOSING OF GOVERNMENT PROPERTY IN THE PERFORMANCE OF A SHIP REPAIR CONTRACT

1. The Government Property Clause incorporated by reference delineates the Contractor's overall responsibility when taking possession of government property in performance of a contract. In performance of this contract the Contractor will be required to properly identify, track and control property within its possession. This includes, a) property furnished by the government (GFP) to the Contractor in conjunction with specific Work Items. These items and their values are listed in the specification, b) property that is pre-existing in a location that during the course of performance will be replaced or renewed.

2. The items listed in the specification, as government furnished property will be provided in the quantities designated. Government furnished property may be provided in person by an official Coast Guard employee, shipment via commercial carrier, etc. The Contractor shall sign for all government furnished property using either a DD Form 1149, entitled, “Requisition and Invoice/Shipping Document” or a DD Form 1348, entitled, “Issue Release/Receipt Document”. A copy of the DD 1149 or DD 1348 must be sent within 48 hours of receipt of property, to the designated Government Property Administrator. The name of the individual assigned as Property Administrator will be furnished to the Contractor at time of award. The Contractor shall not take receipt of property that is not listed in the specification, has not been previously identified as becoming part of the contract (via contract modification) or which otherwise cannot be identified. Such irregularities shall be immediately reported to the Property Administrator.

3. The Contractor shall complete the report provided herein, entitled, “Government Property Report”. This report is intended as a living document whereby relevant fields shall be filled in, maintained and kept current at all times. All property described in paragraph 1 (a and b) above shall be reported on the report. At contract completion the Contractor and the Property Administrator shall ensure that all fields are appropriately completed. A signature block is provided at the end of the report for both parties to attest to the report's accuracy and completeness. The Government Property Report shall clearly delineate the complete track that all Government property took over the course of the contract. This completed report must accompany the Contractor's final invoice. Final payment may be delayed, without penalty of interest, until such time as the report is received. A separate copy of the completed report and any final DD 1149s or DD 1348s executed, as a result of carrying out disposition instructions shall be provided to the Property Administrator.

4. Pursuant to the Government Property Clause the authority to render disposition instructions of Government property associated with this contract is delegated to the Property Administrator. The Contractor shall comply with all instructions in the contract for the return of government property to the Coast Guard. This includes government property taken off the vessel (shafts, propellers, etc.), government property returned to the vessel (special tools, etc.) or surplus government property not used during performance of the contract.

(19) SECURITY REQUIREMENTS

A. For access to USCG Base Alameda, Alameda, CA, the contractor shall have RAPIDGate credentials. All personnel that need access to the base, such as on-site personnel, subcontractors (including second and third-tier subcontractors) and suppliers will need RAPIDGate credentials. This process must be completed prior to the start of work. Therefore, the Contractor shall begin the RAPIDGate registration process no less than 45 calendar days before on-site work is to commence. For enrollment into the RAPIDGate program for base access privileges, information can be found at www.rapidgate.com or by calling the RAPIDGate program at 1-877-727-4342. Please note that all costs associated with registration and participation in the RAPIDGate Program is at the sole expense of the contractor.

B. The Contractor shall provide a list of all on-site personnel, sub-contractors (including second and third tier subcontractors), and suppliers, to the contracting officer and Contracting Officer’s Representative no less than 30 calendar days before on-site work is to commence. The Contractor shall update this list when changes occur and ensure all personnel satisfy base access standards and have RAPIDGate credentials.

C. Contractor personnel not listed and without RAPIDGate credentials may be denied access to the Coast Guard Facility. Contractor personnel will be restricted to designated working areas. Any personnel violating this policy may lose access to the Coast Guard Facility. Contractor personnel shall have photo identification at all times while working on Coast Guard facilities. Special identification requirements may be needed to obtain the RAPIDGate credentials.

D. Contractor and delivery personnel may be required to present personal photo identification to gain access to a Coast Guard installation. Valid forms of identification are current passport or driver’s license that meet Real ID Act requirements. The Real ID Act of 2005 established minimum security standards for license issuance and production and prohibits Federal agencies from accepting, for certain purposes, driver's licenses and identification cards from states not meeting the Act's minimum standards. Anyone requiring access to a military facility under this contract, to include subcontractors, who holds a driver's license from any state without approved licenses will be required to provide identification other than that driver's license to gain access. Government IDs annotated with "Federal Limits Apply" will not be accepted for access purposes. It is the responsibility of the Contractor to ensure that their personnel have federally acceptable personal photo identification and comply with any other requirements for base access. TWIC and DBIDS identification cards are not sufficient forms of identification for access to Coast Guard Island, Alameda.

E. If identification does not indicate United States citizenship, Coast Guard Security may require proof of the legal right to work in the United States. Contractor and delivery personnel also may be subjected to an immigration status and outstanding criminal warrants check.

F. Contractors shall provide the Contracting Officer’s Representative with 24 hours of advance notice of every delivery to the site (e.g. concrete, lumber, parts, etc.) and provide the company name, delivery person. And phone number of the firm(s) making deliveries. All vehicle access to Government property requires vehicle registration and proof of liability insurance. Otherwise access to the Coast Guard facility may be denied. Please contact the LRE APM, LTJG David Robbins at (510) 437-6215, or by email at David.A.Robbins@uscg.mil for additional information and processes on base access protocols.

(20) CONTRACTING OFFICER’S AUTHORITY

No oral or written statement of any person other than the Contracting Officer will in any manner or degree modify or otherwise affect the terms of this contract. The Contracting Officer is the only person authorized to approve changes in any of the requirements under this contract, and, notwithstanding any provisions contained elsewhere in this contract, said authority remains solely with the Contracting Officer. In the event the Contractor effects any such change at the direction of any person other than the Contracting Officer, the change will be considered to have been made without authority and no adjustment will be made in the contract price to cover any increase in cost incurred as a result thereof.

(21) CONTRACTOR PERFORMANCE EVALUATION

The U.S. Coast Guard Surface Forces Logistic Center (SFLC) will monitor and evaluate the successful offeror’s past performance of this contract and prepare a (CPAR) in accordance with FAR Part 42.15. All information contained in this assessment may be used, within the limitations of FAR 42.15, by the government for future source selections and in accordance with FAR 15.304, when past performance is an evaluation factor for award.

(b) NOTIFICATION: Upon completion of the contract, the contractor will be notified of the assessment. The contractor will be allowed 60 days to respond to the SLFC’s assessment of its performance entered into CPARS. The contractor’s response, if any, will be made part of the CPAR system at https://www.cpars.csd.disa.mil.

(c) INFORMATION: Information included in the CPAR may include, but is not limited to, the contractor’s record of conforming to contract requirements and to standards of good workmanship; the contractor’s record of forecasting and controlling costs; the contractor’s adherence to contract schedules, including the administrative aspects of performance; the contractor’s history of reasonable and cooperative behavior and commitment to customer s satisfaction; the contractor’s record of integrity and business ethics, and generally, the contractor’s business-like concern for the interest of the customer.

(d) RELEASE OF DATA: CPARS information is considered business sensitive and will not be released except: (1) to other Federal procurement activities which request it; (2) when SFLC must release pursuant to a Freedom of Information Act (FOIA) request; or (3) when prior written consent is requested and obtained from the contractor.

(22) Electronic Submission of Payment Requests (FSMS Awards)

(a) Definitions. As used in these instructions –

(1) “Payment request” means a bill, voucher, invoice, or request for contract financing payment with associated supporting documentation. The payment request must: comply with the requirements identified in FAR 32.905(b), “Content of Invoices” and the applicable Payment clause included in this contract. In addition, discount offerings and small business status if available shall be stated. If travel was allowable and approved, components in accordance with FAR 31.205-46 shall be provided.

(b) Except as provided in paragraph (c) of this clause, the contractor shall submit payment requests electronically using the Invoice Processing Platform (IPP). Information regarding IPP, including IPP Customer Support contact information, is available at www.ipp.gov or any successor site.

(c) The contractor may submit payment requests using a method other than IPP only when the contracting officer authorizes alternate procedures in writing in accordance with Coast Guard procedures.

(d) If alternate payment procedures are authorized, the contractor shall include a copy of the contracting officer's written authorization with each payment request.

(e) IPP enrollment information is at https://www.uscg.mil/fincen/IPP/.

(24) METHOD OF PAYMENT AND INVOICING INSTRUCTIONS

INVOICE SUBMISSION PROCESS:

1. The Contractor shall prepare a proper invoice IAW FAR clause 52.212-4, and in addition to the information required by FAR 52.212-4(g) as cited in the contract. All invoices shall be itemized to correlate to the Schedule of Supplies/Services.

(A) The Government will make payment under this contract based on a percentage or stage of completion. The Contractor may invoice each contract line item (CLIN) as work progresses. The amount invoiced shall be calculated based on those prices stipulated in the contract Schedule of Supplies/Services as follows:

(B) A CLIN may not be invoiced until the percentage complete reaches 25 percent. Future invoices for that CLIN have no limitation as to the percentage of completion required before invoicing. (The minimum percentage of completion (25%) to be reached prior to billing each CLIN may be waived by the Contracting Officer on a case-by-case basis for large dollar CLINS.)

(C) In addition to the information required by FAR 52.212-4 (g) Invoices shall include:

1) Contract Number, Delivery Order/Task Order Number, DOC Number

2) Name and Address of the Contractor

3) Invoice Number and Invoice Date

4) UEI Number

5) Name of the Contract Specialist and Contracting Officer’s

6) Routing Code: SFLC-2

7) Period of Performance for Work Invoiced

8) Indicate Small Business Status

9) Indicate if Final Invoice, the Contractor’s final invoice submitted under the contract must be marked as follows: “THIS INVOICE CONSTITUTES THE FINAL INVOICE – UPON PAYMENT OF THIS INVOICE NO OTHER MONIES ARE DUE UNDER CONTRACT NUMBER” (to be assigned upon contract award).

10) The percentage of completion for each CLIN identified;

11) Vessel name

12) The overall percentage and dollar amount previously billed, currently billed and unbilled,

13) Shipping and Payment Terms

14) Name, title, phone number, and mailing address of person to be notified in the event of a defective invoice.

All information must be included in an invoice for it to constitute a proper invoice. All improper invoices will be rejected which could delay payment.

2. The Contractor shall forward invoices via e-mail: Kevin.L.Holmes@uscg.mil and send copy to u Valerie.S.RiveraChase@uscg.mil or in person to the Contracting Officer’s Technical Representative (COR).

3. The COR shall review and verify invoices, sign the invoice and return the invoice to the Contractor.

· Invoices for contracts/task orders will be processed in the Invoice Processing Platform (IPP).

· IPP is a secure, web-based service that manages invoicing from award through payment notification.

Submitting invoices through IPP and:

· If there is a COR on the contract:

· Vendor will submit the invoice through IPP.

· The COR will be notified that there is an invoice for them to review in IPP.

· The COR will review the invoice, edit the distributions, if necessary, and approve/reject the invoice.

· If there are multiple distributions (LOAs) on a single CLIN, IPP will use a sequential method to distribute the funds to the 1st distribution until it is fully expended, then move on to the 2nd distribution until it is fully expended, and so on. If the invoice amounts should not be distributed in this manner, the COR can edit the distributions to apply the invoice amounts as needed.

· If the COR does not take action on the invoice within 3 days, a notification will be sent to the KO so the KO can take action on the invoice or work with the COR to get them to take action on the invoice.

· If the vendor will be submitting invoices through IPP and:

· Once the invoice is approved in IPP, it will be sent to FSMS.

· Once in FSMS, the invoice will go directly to the ACO(s) at FINCEN for final approval.

· The FINCEN ACO(s) will perform the final approval of the invoice and notification will be sent to Treasury to make payment to the vendor.

Who will the vendor work with if they have issues in IPP? For issues with IPP, the vendors will work directly with the IPP Help Desk.

· Toll-free number: 866-973-3131

· Email address: IPPCustomerSupport@fiscal.treasury.gov

· Hours of operation: Monday through Friday (excluding bank holidays) from 8:00 am - 6:00 pm ET

· FINCEN will send vendor information to IPP. If the vendor is already registered in IPP, they will not need to take any action. If the vendor is not registered in IPP, they will get 2 emails from IPP with their user ID, password, and instructions on how to finish their registration.

Who will the vendor work with if they have issues with a payment? IPP will contain payment information that is sent from FSMS, but the IPP Help Desk will not be able to assist the vendor with the payment. Based on this, the vendor will need to work with the KO and FINCEN for payment issues.

· FINCEN Customer Service by phone: 757-523-6940

· FINCEN Customer Service by email: FIN-SMB-Customerservice@uscg.mil

· For additional contact information, please see the FINCEN Customer Service web page.

A copy of the invoice and any supporting documentation shall also be e-mailed to the following individuals:

Valerie.S.RiveraChase@uscg.mil and/or Kevin.L.Holmes@uscg.mil

Invoices shall only include work that has been incorporated via contract modification. Only the Contracting Officer is able to authorize work and issue any modifications; therefore, payments will not be made for any work to which a modification has not been properly executed. Invoices submitted for payment that includes such a request will be reduced by the unmodified amount

NOTE: 10% OF THE TOTAL CONTRACT PRICE WILL BE WITHHELD UNTIL ALL DELIVERABLES, REQUIRED BY THE CONTRACT, ARE RECEIVED AND ACCEPTED.

FURTHER CONSIDERATIONS WITH INVOICING:

In accordance with the Prompt Payment Act, for the purposes of determining a payment due date and the date on which interest will begin to accrue if a payment is late, a proper invoice shall be deemed to have been received:

(1) On the later of:

(i) For invoices electronically transmitted by the Contractor via web-based submission, the date a transmission is received by the designated billing office, and receipt confirmation is provided to the designated recipient; or

(ii) The seventh day after the date on which the property is actually delivered or performance of the services is actually completed; unless—

a) The agency has actually accepted the property or services before the seventh day in which case the acceptance date shall substitute for the seventh day after the delivery date; or

b) A longer acceptance period is specified in the contract, in which case the date of actual acceptance or the date on which such longer acceptance period ends shall substitute for the seventh day after the delivery date.

(2) On the date of delivery, when the contract specifies that the delivery ticket may serve as an invoice.

(3) Web based submission by the Contractor and receipt confirmation does not reflect Government review or acceptance of the invoice.

All payments for partial performance rendered by the Government under this contract are based on the assumption that the Contractor will, in good faith, execute and honor all payment terms entered into between it, the Prime Contractor, and any subcontractor thereof in the performance of this contract. The Contractor hereby acknowledges the Government’s right to reduce or suspend progress payments based on non-payment in accordance with any payment terms of the subcontract agreement.

Any amount deemed not payable will be deducted from the Contractor’s invoice. Deducted amounts may be resubmitted on the next invoice for reconsideration.

(25) PROGRESS PAYMENTS

A. The Contractor may invoice requesting progress payments without discount, other than any prompt payment discount offered, not more frequently than every two weeks.

B. The invoice amount should reflect the percentage and dollar amount of completion established by the cutter's appropriate weekly progress report. Payments shall be derived from the accomplished percentage of completion as determined by the Contracting Officer.

C. All material and work paid for by progress payments shall thereby become the sole property of the Government, but this provision shall not relieve the Contractor from the obligation to complete the requirements of the contract.

D. The contractor shall be paid the remaining amount due upon completion and acceptance of all work under this contract.

(26) ORDERING - ADDITIONAL WORK

(a) The Contractor shall not perform additional work without the Contracting Officer’s authorization. Additional work is, such as voyage repair, work outside the scope of the contract, which has not been previously priced as a pre-priced work item under CLIN 0001. The Contracting Officer reserves the right to contract for additional work based on a negotiated, firm, fixed price, when it is in the best interest of the Government. If a firm-fixed price contract is awarded, and during the performance period a repair within scope is identified but the Contracting Officer and Contractor are unable to agree on the cost of the work, a bilateral modification may be incorporated into the contract. Scope of services shall include ship repair and associated support work and may include work that is not currently listed on Attachment (1), Schedule of Prices.

(b) The Contractor shall furnish a price breakdown directly to the Contracting Officer, itemized as required by the Contracting Officer, of any proposal submitted for a contract modification. Unless otherwise directed, the breakdown shall be submitted on the proposal form provided at the arrival conference permitting an analysis of all materials, labor, equipment, subcontract, overhead costs, and profit covering all work involved in the change/modification whether such work was deleted, added or changed. Any amount claimed for subcontracts shall be supported by a separate, similar price breakdown. If the proposal includes a request for a time extension, justification shall be furnished with the proposal.

(c) This clause is to be used in conjunction with the clause COMPOSITE LABOR RATE (See paragraph 15 of this addendum) incorporated into this solicitation. The Contractor is required to have and/or furnish all tools and equipment incidental to each bench trade. Supplies such as wiping rags, hacksaw blades, sandpaper, welding wire, helium, etc., are also to be furnished by the Contractor and shall be included in the Composite Labor Rate. Other materials are to be charged at regular rates and prices currently in effect and as agreed to by the Contracting Officer. Material shall be best commercial quality available except where a precise specification is indicated in which case the specification shall apply, e.g., MILSPEC, FEDERAL SPEC.

(27) FAR 52.232-40 PROVIDING ACCELERATED PAYMENTS TO SMALL BUSINESS CONTRACTORS (MAR 2023)

(a) (1) In accordance with 31 U.S.C. 3903 and 10 U.S.C. 3801, within 15 days after receipt of accelerated payments from the Government, the Contractor shall make accelerated payments to its small business subcontractors under this contract, to the maximum extent practicable and prior to when such payment is otherwise required under the applicable contract or subcontract, after receipt of a proper invoice and all other required documentation from the small business subcontractor.

(2) The Contractor agrees to make such payments to its small business subcontractors without any further consideration from or fees charged to the subcontractor.

(b) The acceleration of payments under this clause does not provide any new rights under the Prompt Payment Act.

(c) Include the substance of this clause, including this paragraph (c), in all subcontracts with small business concerns, including subcontracts with small business concerns for the acquisition of commercial products or commercial services.

(End of clause)

(28) ASSOCIATE CONTRACTOR AGREEMENT (ACA)

After award, the Contractor shall enter into an Associate Contractor Agreement, if applicable, with one or more other prime contractors with the Government who will be present and performing work on the vessel during the dry dock availability.

ASSOCIATE CONTRACTOR CLAUSE

(1) This clause is intended to ensure that there will be appropriate integration of work by the USCGC WAESCHE, associate contractors to maximize coordination and prevent delay or additional costs.

(2) The Firm Fixed-Price (FFP) for each Work Item in ATTACHMENT 1, Schedule of Price shall include all costs associated with the Prime Contractor executing each requirement stipulated in the Associate Contractor Agreement (“ACA”) as required by this clause, in support of this contract.

(3) For purposes of this clause, the Associate Contractor, known at this time, is defined as:

(a) Prime Contractor under (TBD).

(b) Additional contractors may be identified at a later date.

(4) The Associate Contractors shall work and maintain close liaison with each other. In order to assure accomplishment of this objective, the Associate Contractors shall enter into a written ACA with each other.

(5) The ACA shall provide for a complete and unbiased exchange of scheduling information to include work locations. The following shall be included in the ACA:

(a) Identification of the information to be furnished between the Associate Contractors.

This shall, at a minimum, include the schedule and locations of work to be performed.

(b) Services to be provided by one Associate Contractor to another [if applicable]

(c) The materials to be provided between the Associate Contractors during performance.

[if applicable]

(d) In accordance with Specification General Requirements, the Prime Contractor shall hold a weekly progress meeting, and also daily production meetings.

(i) At the daily production meetings, Associate Contractors shall attend and participate to resolve any potential conflicts in the work schedule for that day, so as to minimize delay, disruption or overlapping work.

(ii) At the weekly progress meetings, the Associate Contractors shall provide an integrated and de-conflicted master planning document for review by the USCG COR. Associate Contractors shall meet together prior to the weekly progress meeting to develop this master planning document.

(iii) The Associate Contractors are responsible to resolve all planning conflicts. However, the USCG COR reserves the right to serve as final decision authority when needed to ensure timely schedule completion and/or that Operational Commander’s priorities are met.

(e) The ACA may also address treatment of any proprietary or confidential information. [if applicable]

(6) Following execution by both Associate Contractors, the ACA may be made an attachment to this contract. The ACA is for information purposes only and shall not be subject to or governed by this contract. In the event of a conflict between the terms of this contract and terms of the ACA, the terms of this contract shall control.

(7) Where the Associate Contractors fail to agree upon action to be taken in connection with their respective responsibilities, each of them shall promptly notify the COR responsible for their respective contract and furnish their recommendations for a solution. The Associate Contractors shall not be relieved of its obligations to make timely deliveries or be entitled to any other adjustment because of their failure to: (a) resolve ACAs disputes; (b) promptly refer matters to the COR assigned to their respective contract; or (c) to implement any direction given by the COR assigned to their respective contract.

(29) HSAR 3052.209-70 PROHIBITION ON CONTRACTS WITH CORPORATE EXPATRIATES (JUN 2006)

(a) Prohibitions.

Section 835 of the Homeland Security Act, 6 U.S.C. 395, prohibits the Department of Homeland Security from entering into any contract with a foreign incorporated entity which is treated as an inverted domestic corporation as defined in this clause, or with any subsidiary of such an entity. The Secretary shall waive the prohibition with respect to any specific contract if the Secretary determines that the waiver is required in the interest of national security.

(b) Definitions. As used in this clause:

“Expanded Affiliated Group” means an affiliated group as defined in section 1504(a) of the Internal Revenue Code of 1986 (without regard to section 1504(b) of such Code), except that section 1504 of such Code…