IFB_Okeanos_Explorer_EDD.doc

SOLICITATION, OFFER AND AWARD

1. This Contract is a Rated Order Under DPAS (15 CFR 700)

Negotiated (RFP)

Department of Commerce/NOAA

Eastern Region Acquisition Division (ERAD)

200 Granby Street, 8th Floor

Norfolk, Virginia 23510-1811

NOTE: In sealed bid solicitations “offer” and “offeror” mean “bid” and “bidder”.

SOLICITATION

9.

Sealed offers in original and 1 copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if handcarried, in the depository located in 200 Granby Street, Norfolk, VA 23510 until 3:00 p.m. (hour) local time April 17, 2013 (date).

CAUTION – LATE Submissions, Modifications, and Withdrawals: See Section L, Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and conditions contained in this solicitation.

11. TABLE OF CONTENTS

OFFER (Must be fully completed by offeror)

NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

12.

In compliance with the above, the undersigned agrees, if this offer is accepted within _______________ calendar days (60 calendar days unless a different period is inserted by the offeror) from the data for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13.

Discount for Prompt Payment

(See Section I, Clause No. 52.232-8)

14.

Acknowledgment of Amendments

The offeror acknowledges receipt of amendments to the SOLICITATION for offerors and related documents numbered and dated.

15A.

Name

Code

Facility

16.

Name and Title of Person Authorized to Sign Offer (Type or print) and

Address of

Offeror

15B.

Telephone No. (Include area code)

AWARD (To be completed by Government)

FORMTEXT

Submit Invoices to Address Shown in Item

(4 copies unless otherwise specified)

IMPORTANT – Award will be made on this form, or on Standard Form 26, or by other authorized official written notice.

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition is unusable

STANDARD FORM 33 (Rev. 9-97)

Prescribed by GSA – FAR (48 CFR) 52.214 (c)

B.1 SCHEDULE OF PRICES

Performance Period

April 29, 2013 through May 11, 2013

(Ship’s transit time from its homeport in North Kingston, RI to and from the contractor’s facility is included)

BASE ITEMS

SUBTOTAL ITEMS (0001 – 0004): $______________

ADDITIONAL ITEM REQUIREMENTS (AIRs): These items relate to Growth Work. The Unit Price Column will be used throughout the life of the contract if growth work is added to the scope of the contract (reference Commerce Acquisition Regulation (CAR) clause 1352.271-72). If AIRs are issued, these items will be awarded at the quantities needed via a contract modification. The quantity shown is an estimate only and may be exceeded at the unit prices offered.

4.1 AIRS/Growth (estimated)

**Provide breakdown, as follows:

AIRs/Growth Labor Rate

Unit Price: $________; Quantity: 175; Unit of Issue: Hour; Extended Price: $____________

AIRs/Growth Material Markup/Handling Fee

Unit Price: $5,000.00; Quantity: 1; Unit of Issue: Percent ________%;

Extended Price: [$5,000.00 X percentage quoted]: $______________

LT

N/A

LAYDAYS (see CAR clause 1372.271-86)

EST.

DAY

N/A

ADDITIONAL TEMPORARY SERVICES (SEE CAR CLAUSE 1372.271-89)

EST. 1

DAY

SUBTOTAL ITEMS (ITEMS 0005 – 0007): $______________

GRAND TOTAL ALL ITEMS (BASE, and AIRs 0001 – 0007): $______________

B.2 SPECIFICS:

1. The contractor shall perform all work in accordance with “NOAA SHIP OKEANOS EXPLORER FY13 EMERGENCY DRYDOCK REPAIR SPECIFICATIONS”, (See Section J).

2. The Government anticipates award of all Base Items.

3. A bid bond must be submitted in accordance with Federal Acquisition Regulation (FAR) Clause 52.228-1, BID GUARANTEE. The successful bidder must furnish the required Performance and Payment Bonds in accordance with FAR Clause 52.228-16, PERFORMANCE AND PAYMENT BONDS—OTHER THAN CONSTRUCTION, within two (2) days after award of a contract.

4. The successful bidder must furnish an insurance certificate within five (5) days after award of a contract in accordance with CAR Clauses 1352.271-79, Liability and Insurance, and 1352.271-90, Insurance Requirements.

5. The NOAA Ship OKEANOS EXPLORER home port is located in North Kingston, RI.

6. This is an Invitation for Bids (IFB). Bids shall be evaluated without discussions, and award will be made to the responsible bidder whose bid, conforming to the invitation for bids, will be most advantageous to the Government, considering only price and the price-related factors included in the invitation. See Sections L and M, respectively, for instructions for submission of bids and the evaluation factors for award.

7. This acquisition is being solicited on an unrestricted basis.

8. FAR, Commerce Acquisition Regulations (CAR), and NOAA Acquisition and Grants Office (AGO) or Eastern Region Acquisition Division (ERAD) provisions and clauses that are included in this solicitation are annotated by the applicable acronym.

END OF SECTION B

SECTION C - DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

C.1 noaa/erad -- statement of work/Specifications (apr 2010)

The Contractor shall furnish the necessary personnel, material, equipment, services and facilities (except as otherwise specified) to perform the Statement of Work/Specifications referenced as an attachment in Part III – List of Documents, Exhibits, and Other Attachments, Section J, Attachment J.1.

(End of Clause)

End of Section C

SECTION D - PACKAGING AND MARKING

There are no clauses for this section.

END OF SECTION D

E.1 FAR 52.246-2 INSPECTION OF SUPPLIES--FIXED-PRICE (AUG 1996)

E.2 FAR 52.246-16 RESPONSIBILITY FOR SUPPLIES (APR 1984)

E.3 CAR 1352.246-70 PLACE OF ACCEPTANCE (APR 2010)

(a) The Contracting Officer or the duly authorized representative will accept supplies and services to be provided under this contract. (b) The place of acceptance will be on board NOAA Ship Okeanos Explorer.

(End of clause)

END OF SECTION E

F.1 FAR 52.242-15 STOP-WORK ORDER (AUG 1989)

F.2 FAR 52.242-17 GOVERNMENT DELAY OF WORK (APR 1984)

F.3 FAR 52.211-11 LIQUIDATED DAMAGES--SUPPLIES, SERVICES, OR RESEARCH AND DEVELOPMENT (SEP 2000)

(a) If the Contractor fails to deliver the supplies or perform the services within the time specified in this contract, the Contractor shall, in place of actual damages, pay to the Government liquidated damages of $6,349.53 per calendar day of delay.

(b) If the Government terminates this contract in whole or in part under the Default-Fixed-Price Supply and Service clause, the Contractor is liable for liquidated damages accruing until the Government reasonably obtains delivery or performance of similar supplies or services. These liquidated damages are in addition to excess costs of repurchase under the Termination clause.

(c) The Contractor will not be charged with liquidated damages when the delay in delivery or performance is beyond the control and without the fault or negligence of the Contractor as defined in the Default-Fixed-Price Supply and Service clause in this contract.

(End of Clause)

F.4 CAR 1352.270-70 PERIOD OF PERFORMANCE (APR 2010)

(a) The period of performance will be 13 calendar days beginning on April 29, 2013. In accordance with FAR Clause 52.228-16, Performance and Payment Bonds – Other Than Construction, the Contractor has five (5) calendar days after contract award to submit required payment and performance bonds. Once “notice to proceed (NTP)” is given by the Contracting Officer, the contractor is authorized to start ordering materials, aligning resources, etc. to prepare for the anticipated start date. Anticipated award date is on or about April 26, 2013 and notice to proceed is anticipated to be issued on or about 2 days thereafter.

(b) The NTP may be issued orally, by e-mail, or in writing by the Contracting Officer after receipt of the Contractor's Performance and Payment bonds and insurance certificate. In no event will a delay in providing the bonds and insurance certificate constitute a waiver of the completion date. Oral notification will be confirmed in writing by the Contracting Officer.

(End of Clause)

F.5 CONTRACT DELIVERABLES

(List Not Inclusive)

END OF SECTION F

G.1 CAR 1352.201-70 CONTRACTING OFFICER'S AUTHORITY (APR 2010)

The Contracting Officer is the only person authorized to make or approve any changes in any of the requirements of this contract, and, notwithstanding any provisions contained elsewhere in this contract, the said authority remains solely in the Contracting Officer. In the event the contractor makes any changes 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 terms and conditions, including price. (End of clause)

G.2 CAR 1352.201-72 CONTRACTING OFFICER'S REPRESENTATIVE (C0R)(APR 2010)

(a) Mr. Kenneth D. Marston is hereby designated as the Contracting Officer's Representative (COR). The COR may be changed at any time by the Government without prior notice to the contractor by a unilateral modification to the contract. The COR is located at:

Port Office Woods Hole

Northeast Marine Support Facility

166 Water Street Woods Hole, MA 02543-1026 Phone Number: (508) 495-2347 Email: Kenneth.D.Marston@noaa.gov

(b) The responsibilities and limitations of the COR are as follows:

(1) The COR is responsible for the technical aspects of the contract and serves as technical liaison with the contractor. The COR is also responsible for the final inspection and acceptance of all deliverables and such other responsibilities as may be specified in the contract.

(2) The COR is not authorized to make any commitments or otherwise obligate the Government or authorize any changes which affect the contract price, terms or conditions. Any contractor request for changes shall be referred to the Contracting Officer directly or through the COR. No such changes shall be made without the express written prior authorization of the Contracting Officer. The Contracting Officer may designate assistant or alternate COR(s) to act for the COR by naming such assistant/alternate(s) in writing and transmitting a copy of such designation to the contractor. (End of clause)

G.3 THIS CONTRACT DOES NOT USE GOVERNMENT FURNISHED PROPERTY

G.4 CAR 1352.271-71 METHOD OF PAYMENT AND INVOICING INSTRUCTIONS FOR SHIP REPAIR (APR 2010)

(a) The Government will make payment under this contract based on a percentage of completion. The contractor may invoice for the percentage completed for each work item as work progresses. The amount invoiced shall be calculated based on prices stated in the Schedule, as follows: A work item may not be invoiced until the percentage complete reaches 25 percent. Future invoices for that work item have no limitation as to the percentage of completion required before invoicing, but in no event may invoices be submitted more frequently than every 2 weeks, or for amounts less than $10,000, unless it is the final payment. The minimum percentage of completion (25%) to be reached prior to billing each work item may be waived by the Contracting Officer for large dollar work items on a case-by-case basis.

(b) Invoices submitted by the contractor which are deemed not proper, in accordance with FAR 52.232-25, will be returned. Invoices shall include:

(1) Name and Address of the contractor;

(2) DUNS Number;

(3) Invoice Date;

(4) Contract Number/Modification Number;

(5) CLIN/Work Item Number, to include: Description, Quantity, Unit of Measure, Unit Price and Extended Price;

(6) Shipping and Payment Terms; and,

(7) Contractor Point of Contact, including: Name, Title, Phone Number, and Mailing Address;

(8) The percentage of completion for each CLIN/work item identified;

(9) Name of the Contracting Officer ;

(10) Ship name;

(11) The overall percentage and dollar amount previously billed, currently billed and unbilled.

(c) When invoicing for changed work, the contractor shall identify it as a contract change and shall identify the modification authorizing the change, and the CLIN/Work Item associated with the change.

(d) All items of work invoiced under this contract will be verified and confirmed by the Contracting Officer's Representative as accurate and complete and approved by the designated billing office before payment will be made.

(e) Invoices may be submitted electronically to the COR at Kenneth.D.Marston@noaa.gov or by mail to the following address:

Port Office Woods Hole

Northeast Marine Support Facility

166 Water Street

Woods Hole, MA 02543-1026

Payment will be made by the Department of Commerce/NOAA Finance Systems Admin Branch/OFA112, 20020 Century Blvd., CXXII-B&D, Germantown, MD 20874.

(f) 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 at contract award)."

Note: Electronic submission of invoices and associated documentation via e-mail and/or fax is authorized and encouraged.

(End of clause)

END OF SECTION G

SECTION H—SPECIAL CONTRACT REQUIREMENTS

DEPARMENT OF COMMERCE (DOC) ACQUISITION REGULATION (CAR)

48 CFR CHAPTER 13 CLAUSES

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 this address: http://www.gpo.gov (End of Clause)

H.1 CAR 1352.208-70 RESTRICTIONS ON PRINTING AND DUPLICATING (APR 2010)

H.2 CAR 1352.209-73 COMPLIANCE WITH THE LAWS (APR 2010)

H.3 CAR 1352.209-74 ORGANIZATIONAL CONFLICT OF INTEREST (APR 2010)

H.4 CAR 1352.271-70 INSPECTION AND MANNER OF DOING WORK (APR 2010)

H.5 CAR 1352.271-75 DELIVERY AND SHIFTING OF THE VESSEL (APR 2010)

H.6 CAR 1352.271-77 DELAYS (APR 2010)

H.7 CAR 1352.271-78 MINIMIZATION OF DELAY DUE TO GOVERNMENT FURNISHED PROPERTY (APR 2010)

H.8 CAR 1352.271-79 LIABILITY AND INSURANCE (APR 2010)

H.9 CAR 1352.271-80 TITLE (APR 2010)

H.10 CAR 1352.271-81 DISCHARGE OF LIENS (APR 2010)

H.11 CAR 1352.271-82 DEPARTMENT OF LABOR OCCUPATIONAL SAFETY AND

HEALTH STANDARDS FOR SHIP REPAIR (APR 2010)

H.12 CAR 1352.271-83 GOVERNMENT REVIEW, COMMENT, ACCEPTANCE AND APPROVAL (APR 2010)

H.13 CAR 1352.271-84 ACCESS TO THE VESSEL (APR 2010)

H.14 CAR 1352.271-85 DOCUMENTATION OF REQUESTS FOR EQUITABLE ADJUSTMENT (APR 2010)

H.15 CAR 1352.271-86 LAY DAYS (APR 2010)

H.16 CAR 1352.271-87 CHANGES – SHIP REPAIR (APR 2010)

H.17 CAR 1352.271-89 TEMPORARY SERVICES (APR 2010)

H.18 CAR 1352.271-72 ADDITIONAL ITEM REQUIREMENTS (AIR) - GROWTH WORK (APR 2010)

(a) This clause applies to Additional Item Requirements (AIR), also known as growth and emergent work ordered by the Contracting Officer pursuant to the Changes - Ship Repair clause or mutually agreed upon by the parties. The contractor shall perform AIR at the labor billing rates designated in the Schedule, as described in paragraph (c) of this clause. The AIR handling fee designated in the Schedule shall be the sole fee used for direct material purchases and subcontractor handling. The estimated quantity of labor hours and handling fees represent the Government's best estimate for growth that may be required throughout the contract performance period. All growth work shall be paid at the prices stated in the Schedule.

(b) The contractor shall take into account the potential for ordering all estimated AIR quantities in developing the Production Schedule. The ordering of any portion of the AIR quantities does not in itself warrant an extension to the original contract completion date; however, for planning purposes, the Government anticipates ordering AIR in accordance with the following schedule:

(1) No more than 75% of the hours during the first half of the contract period of performance.

(2) No more than 50% of the hours during the third quarter of the contract period of performance.

(3) No more than 30% of the hours during the fourth quarter of the contract period of performance.

(c) The AIR labor rate shall be a flat, hourly rate to cover the entire effort and shall be burdened to include:

(1) Direct production labor hour functions only. Direct production labor hours are hours of skilled labor at the journeyman level expended in direct production. Direct production is defined as work performed by a qualified craftsman that is directly related to the alteration, modification, or repair of the item or system identified as needing alteration, modification, or repair. The following functions are identified as direct production: Abrasive Cleaning/Water Blasting, Tank Cleaning, Welding, Burning, Brazing, Blacksmithing, Machining (inside and outside), Carpentry, Electrical/Electronic Work, Crane Operation, Shipfitting, Lagging/Insulating, Painting, Boilermaking, Pipe Fitting, Engineering (Production), Sheetmetal Work, Staging/Scaffolding, and Rigging.

(2) Non-production labor hours (whether charged directly or indirectly by contractor's accounting system) shall be for labor in support of production functions. For purposes of this clause, support functions are defined as functions that do not directly contribute to the alteration, modification, or repair of the item or system identified as needing alteration, modification, or repair. Necessary support functions should be priced into the burdened rate for production labor hours. Examples of support functions include: Testing, Quality Assurance (inspection), Engineering (support), Planning (including involvement of craft foreman/journeyman in planning a task), Estimating (including determination of necessary materials and equipment needed to perform a task), Material Handling, Set-up (moving tools and equipment from shop to ship to perform a task), Fire Watch, General Labor (including general support of journeyman tasks), Cleaning (including debris pickup and removal), Surveying, Security, Transportation, Supervision, and Lofting (sail/pattern making).

(d) Additional Item Requirements do not include replacement work performed pursuant to the Inspection and Manner of Doing Work or Guarantees clauses.

(e) It is the Government's intention to award any growth work identified during the repair to the contractor, if a fair and reasonable price can be negotiated for such work, based upon Schedule rates. If a fair and reasonable price cannot be negotiated, the Government may, at its discretion, obtain services outside of the contract. Such services may be performed while the ship is undergoing repair in the contractor's facility pursuant to the Access to Vessels clause.

(f) The contractor shall submit to the Contracting Officer the following information in all AIR proposals:

(1) Number of labor hours estimated; broken down by specific direct production labor category.

(2) Material estimates, individually broken out and priced. When requested by the Contracting Officer, material quotes shall be provided.

(3) Subcontractor estimates, individually broken out and priced along with the actual subcontractor quotes. The requirement to submit subcontractor quotes may be waived if deemed appropriate by the Contracting Officer.

(4) Material/subcontractor handling fee and the basis for the fee.

(g) The contractor shall not be entitled to payment for any hours ordered pursuant to this clause until such time as a written contract modification is executed.

(End of clause)

H.19 CAR 1352.271-73 SCHEDULE OF WORK (APR 2010)

(a) Notwithstanding other requirements specified in this contract, the contractor shall provide to the Contracting Officer and COR the following documents within five (5) working days of the vessel's arrival at the contractor's facility:

(1) Production Schedule

(2) Work Package Network

(3) Total Manpower Loading Curve

(4) Trade Manning Curves

(5) Subcontracting List

(b) The Production Schedule shall list the earliest, latest, and scheduled start and completion date for each work item awarded and shall identify the critical path. The Work Package Network shall show the work items, milestones, key events, and activities and shall clearly identify the critical path. The Total Manpower Loading Curve shall show the required manning for the duration of the contract. The Trade Manning Curves shall show the required manning for each trade for the duration of the contract. The Subcontracting List shall show work items, milestones, key events, and activities to be accomplished by subcontractors.

(c) Additional Item Requirements ordered and agreed upon, whether or not yet formalized via a change order (contract modification), shall be added to the Production Schedule, Trade Manning Curves, and Subcontracting List and submitted to the Contracting Officer and COR at each weekly Progress Meeting. Any anticipated or unanticipated deviation (greater than five (5) calendar days) from the Production Schedule shall be immediately brought to the attention of the Contracting Officer and COR.

(d) Any unauthorized deviation in the Production Schedule which results in a delay in the completion of work on a vessel past the established performance period completion date may entitle the Government to remedies for late performance, including, but not limited to, liquidated damages.

(End of clause)

H.20 CAR 1352.271-76 PERFORMANCE (APR 2010)

(a) The contractor shall not commence work until a notice to proceed has been issued by the Contracting Officer.

(b) The Government shall deliver the vessel described in the contract at such time and location as may be specified in the contract. Upon completion of the work, the Government shall accept delivery of the vessel at such time and location as may be specified in the contract.

(c) Without additional charge to the Government, and without specific requirement in the contract, the contractor shall:

(1) Make available, at the facility, to personnel of the vessel while in drydock or on a marine railway, sanitary facilities adequate for the number of personnel using them and acceptable to the Contracting Officer;

(2) Supply and maintain, in such condition as the Contracting Officer may reasonably require, suitable brows and gangways from the pier, drydock or marine railway to the vessel;

(3) Perform, or pay the cost of, any repair, reconditioning or replacement made necessary as the result of the use by the contractor of any of the vessel's machinery, equipment or fittings, including, but not limited to, winches, pumps, riggings, or pipe lines; and

(4) Furnish suitable offices, office equipment and telephones at or near the site of the work as the Contracting Officer reasonably requires for personnel designated by the Government.

(d) Except as otherwise provided in the contract, the contractor shall furnish all necessary material, labor, supervision, services, equipment, tools, supplies, power, accessories, facilities, and other things and services necessary for accomplishing the work.

(e) The contractor shall conduct dock and sea trials of the vessel as required by the contract. Unless otherwise expressly provided in the contract, during the conduct of these trials the vessel shall be under the control of the vessel's commander and crew with representatives of the contractor and the Government on board to determine whether the work provided by the contractor has been satisfactorily performed. Dock and sea trials not specified which the contractor requires for its own benefit shall not be undertaken by the contractor without prior notice to and approval of the Contracting Officer; any such dock or sea trial shall be conducted at the risk and expense of the contractor. The contractor shall provide and install all fittings and appliances which may be necessary for the dock and sea trials to enable the representatives of the Government to determine whether the requirements of the contract plans and specifications have been met. The contractor shall also be responsible for the care, installation and removal of any instruments and apparatus furnished by the Government for such trials.

(End of clause)

H.21 CAR 1352.271-88 GUARANTEES (APR 2010)

(a) In the event any work performed or materials furnished by the contractor under this contract prove defective or deficient within 90 days from the date of redelivery of the vessel, the contractor, as directed by the Contracting Officer and at its own expense, shall correct and repair the deficiency to the satisfaction of the Contracting Officer.

(b) The Government shall be entitled to rely upon any guarantee secured by the contractor or any sub-contractor covering work done or materials furnished which exceeds the 90-day period until its expiration.

(c) With respect to any individual work item identified and listed as incomplete at the redelivery of the vessel, the guarantee period shall run from the date of completion of such item.

(d) If and when practicable, the Government shall afford the contractor an opportunity to effect such corrections and repairs.

(1) If the Contracting Officer determines it is impracticable or is otherwise not advisable to return the vessel to the contractor, or the contractor fails to proceed promptly with any such repairs as directed by the Contracting Officer, the Contracting Officer may direct that the repairs be performed elsewhere, at the contractor's expense.

(2) Where corrections and repairs are to be made by other than the contractor due to nonreturn of the vessel to the contractor, the contractor's liability may be discharged by an equitable deduction in the price of the contract.

(e) The contractor's liability shall only extend for an additional 90-day guarantee period on those defects or deficiencies which it corrected. However, this clause does not limit the responsibility or relieve the liability of the contractor under the Liability and Insurance clause.

(f) At the Contracting Officer's option, defects and deficiencies may be left in their uncorrected condition. In that event, the contractor and the Contracting Officer shall agree on an equitable deduction in the contract price. Failure to agree upon an equitable reduction shall constitute a dispute under the Disputes clause of this contract.

(g) The rights and remedies of the Government provided in this clause are in addition to and do not limit any rights afforded to the Government by any other clause of the contract. If a defect or deficiency that exists at the time of redelivery of the vessel was not discovered by a reasonable inspection and is discovered after the expiration of the time frame stated in this clause, it is not subject to the time limitations stated in this clause.

(End of clause)

H.22 CAR 1352.271-90 INSURANCE REQUIREMENTS (APR 2010)

(a) The contractor shall procure and thereafter maintain the following insurance:

(1) Ship contractor's legal liability insurance to insure the risks described in paragraph (b) of clause 1352.271-79. This insurance shall be for $1,000,000.00.

(2) Comprehensive general liability insurance and automobile insurance to insure the risks described in paragraph (c) of clause 1352.271-79. This insurance shall be for $1,000,000.00 on account of any one accident or occurrence with respect to each vessel, boat, and/or barge upon which work is performed. The contractor shall cause the Government to be named as an additional insured under any and all liability insurance policies.

(3) Full coverage in accordance with the State Worker's Compensation law; and

(4) Full coverage in accordance with the United States Longshoremen's and Harbor Worker's Act.

(b) As evidence that it has obtained the insurance specified in paragraph (a) of this clause, the contractor shall furnish the Contracting Officer with a certificate or certificates executed by an agent of the insurer authorized to execute such certificates. Such certificates shall be furnished prior to commencement of the work. Each certificate shall state that (name of insurer) has insured (name of contractor) awarded contract number (to be provided at the time of award) for repair/alteration of NOAA SHIP OKEANOS EXPLORER in accordance with the Liability and Insurance clause and the Insurance Requirements clause contained herein. Each certificate shall set forth that each policy of insurance represented thereby will expire on (date) and that each such policy contains the following clause:

"It is agreed that in the event of cancellation or any material change in the policy adversely affecting the interest of the Government in this insurance, 30 days prior written notice will be given to the Contracting Officer."

H.23 NOAA/ERAD REPRESENTATION, CERTIFICATIONS, AND OTHER STATEMENTS OF OFFEROR

In accordance with FAR 14.201-1(c), the completed and submitted "Representations, Certifications, and Other Statements of Offeror" are hereby incorporated by reference in this resulting contract.

(End of Clause)

H.24 NOAA/ERAD -- CONTRACTOR PERFORMANCE EVALUATION (MARCH 2005)

The resultant contractor's performance will be evaluated throughout the contract period for inclusion into a Contractor Performance Report (evaluation) by the end user(s) for use by this agency and other government agencies on future source selection award decisions. The report will be completed by the assigned Contracting Officer’s Technical Representative (COTR) at the completion of the contract. Upon review by the Contracting Officer, the results will be provided to the contractor who will be given a period of thirty calendar days to review and provide comments. Contractor comments will be reviewed and considered by the Contracting Office. In the case of a contract with option years, an interim report will be completed on the anniversary date of the contract each year.

The areas to be evaluated are:

Quality of Product or Service

Meeting SDB Subcontracting Requirements (as applicable)

Cost Control (as applicable)

Subcontractors

Timeliness of Performance

Project Manager/Key Person

Business Relations

Overall Comment

Each area will be evaluated using the following adjectival scale: Exceptional, Very Good, Satisfactory, Marginal and Unsatisfactory.

The definitions for the ratings provided above are as follows:

Exceptional – Performance meets contractual requirements and exceeds many to the Government’s benefit. Performance was accomplished with few minor problems for which corrective actions taken by the Contractor were highly effective.

Very Good – Performance meets contractual requirements and exceeds some to the Government’s benefit. Performance was accomplished with some minor problems for which corrective actions taken by the Contractor were effective.

Satisfactory – Performance meets contractual requirements. Performance contained some minor problems for which corrective actions taken by the Contractor appear to be, or were, satisfactory.

Marginal – Performance does not meet some contractual requirements. Performance reflects a serious problem for which the Contractor has not yet identified corrective actions. The Contractor’s proposed actions appear only marginally effective or were not fully implemented.

Unsatisfactory – Performance does not meet most contractual requirements and recovery in a timely manner is not likely. Performance contains serious problem(s) for which the Contractor’s corrective actions appear or were ineffective.

(End of Clause)

END OF SECTION H

I.1 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 this/these address(es): https://www.acquisition.gov/Far/ and http://www.gpo.gov (End of Clause)

I.2 FAR 52.202-1 DEFINITIONS (JAN 2012)

I.3 FAR 52.203-3 GRATUITIES (APR 1984)

I.4 FAR 52.203-5 COVENANT AGAINST CONTINGENT FEES (APR 1984)

I.5 FAR 52.203-6 RESTRICTIONS ON SUBCONTRACTOR SALES TO THE GOVERNMENT (SEP 2006)

I.6 FAR 52.203-7 ANTI-KICKBACK PROCEDURES (OCT 2010)

I.7 FAR 52.203-8 CANCELLATION, RESCISSION, AND RECOVERY OF FUNDS FOR ILLEGAL OR IMPROPER ACTIVITY (JAN 1997)

I.8 FAR 52.203-10 PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR IMPROPER ACTIVITY (JAN 1997)

I.9 FAR 52.203-12 LIMITATION ON PAYMENTS TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS (OCT 2010)

I.10 FAR 52.204-4 PRINTED OR COPIED DOUBLE-SIDED ON POSTCONSUMER FIBER CONTENT PAPER (MAY 2011)

I.11 FAR 52.204-10 REPORTING EXECUTIVE COMPENSATION AND FIRST-TIER SUBCONTRACT AWARDS (AUG 2012) I.12 FAR 52.209-6 PROTECTING THE GOVERNMENT'S INTEREST WHEN SUBCONTRACTING WITH CONTRACTORS DEBARRED, SUSPENDED, OR PROPOSED FOR DEBARMENT (DEC 2010)

I.13 FAR 52.211-5 MATERIAL REQUIREMENTS (AUG 2000)

I.14 FAR 52.214-29 ORDER OF PRECEDENCE—SEALED BIDDING (JAN 1986)

I.15 FAR 52.219-4 NOTICE OF PRICE EVALUATION PREFERENCE FOR HUBZONE SMALL BUSINESS CONCERNS (JAN 2011)

I.16 FAR 52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS (JAN 2011)

I.17 FAR 52.219-9 SMALL BUSINESS SUBCONTRACTING PLAN (JAN 2011) IS NOT APPLICABLE TO THIS SOLICITATION

I.18 FAR 52.222-19 CHILD LABOR--COOPERATION WITH AUTHORITIES AND REMEDIES (MAR 2012)

I.19 FAR 52.222-20 WALSH-HEALEY PUBLIC CONTRACTS ACT (OCT 2010)

I.20 FAR 52.222-21 PROHIBITION OF SEGREGATED FACILITIES (FEB 1999)

I.21 FAR 52.222-26 EQUAL OPPORTUNITY (MAR 2007)

I.22 FAR 52.222-35 EQUAL OPPORTUNITY FOR VETERANS (SEP 2010)

I.23 FAR 52.222-36 AFFIRMATIVE ACTION FOR WORKERS WITH DISABILITIES (OCT 2010)

I.24 FAR 52.222-37 EMPLOYMENT REPORTS VETERANS (SEP 2010)

I.25 FAR 52.222-40 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABOR RELATIONS ACT (DEC 2010)

I.26 FAR 52.222-50 COMBATING TRAFFICKING IN PERSONS (FEB 2009)

I.27 FAR 52.223-6 DRUG-FREE WORKPLACE (MAY 2001)

I.28 FAR 52.223-18 ENCOURAGING CONTRACTOR POLICIES TO BAN TEXT MESSAGING WHILE DRIVING (AUG 2011)

I.29 FAR 52.225-1 BUY AMERICAN ACT--SUPPLIES (FEB 2009)

I.30 FAR 52.225-13 RESTRICTIONS ON CERTAIN FOREIGN PURCHASES (JUN 2008)

I.31 FAR 52.227-1 AUTHORIZATION AND CONSENT (DEC 2007)

I.32 FAR 52.227-2 NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT INFRINGEMENT (DEC 2007)

I.33 FAR 52.227-3 PATENT INDEMNITY (APR 1984)

I.34 FAR 52.228-2 ADDITIONAL BOND SECURITY (OCT 1997)

I.35 FAR 52.228-5 INSURANCE--WORK ON A GOVERNMENT INSTALLATION (JAN 1997)

I.36 FAR 52.228-11 PLEDGES OF ASSETS (JAN 2012)

I.37 FAR 52.228-12 PROSPECTIVE SUBCONTRACTOR REQUESTS FOR BONDS (OCT 1995)

I.38 FAR 52.228-14 IRREVOCABLE LETTER OF CREDIT (DEC 1999)

I.39 FAR 52.229-3 FEDERAL, STATE, AND LOCAL TAXES (APR 2003)

I.40 FAR 52.232-1 PAYMENTS (APR 1984)

I.41 FAR 52.232-8 DISCOUNTS FOR PROMPT PAYMENT (FEB 2002)

I.42 FAR 52.232-11 EXTRAS (APR 1984)

I.43 FAR 52.232-17 INTEREST (OCT 2010)

I.44 FAR 52.232-18 AVAILABILITY OF FUNDS (APR 1984)

I.45 FAR 52.232-23 ASSIGNMENT OF CLAIMS (JAN 1986)

I.46 FAR 52.232-25 PROMPT PAYMENT (OCT 2008)

I.47 FAR 52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER--CENTRAL CONTRACTOR REGISTRATION (OCT 2003)

I.48 FAR 52.233-1 DISPUTES (JUL 2002)—ALTERNATE 1 (DEC 1991)

I.49 FAR 52.233-3 PROTEST AFTER AWARD (AUG 1996)

I.50 FAR 52.233-4 APPLICABLE LAW FOR BREACH OF CONTRACT CLAIM (OCT 2004)

I.51 FAR 52.242-13 BANKRUPTCY (JUL 1995)

I.52 FAR 52.244-6 SUBCONTRACTS FOR COMMERCIAL ITEMS (DEC 2010)

I.53 FAR 52.245-1 GOVERNMENT PROPERTY (APR 2012)

I.54 FAR 52.245-9 USE AND CHARGES (APR 2012)

I.55 FAR 52.248-1 VALUE ENGINEERING (OCT 2010)

I.56 FAR 52.249-2 TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (FIXED-PRICE)(APR 2012)

I.57 FAR 52.249-8 DEFAULT (FIXED-PRICE SUPPLY AND SERVICE) (APR 1984)

I.58 FAR 52.253-1 COMPUTER GENERATED FORMS (JAN 1991)

I.59 FAR 52.204-1 APPROVAL OF CONTRACT (DEC 1989)

This contract is subject to the written approval of a Government Contracting Officer and shall not be binding until so approved.

(End of Clause)

I.60 FAR 52.204-7 (DEVIATION) 52.204-99 SYSTEM FOR AWARD MANAGEMENT REGISTRATION (CLASS DEVIATION FROM 52.204-7)(SEP 2012)(DEVIATION)

(a) Definitions. As used in this clause— “Central Contractor Registration (CCR) database” means the primary Government repository for Contractor information required for the conduct of business with the Government.

“Commercial and Government Entity (CAGE) code” means—

(1) A code assigned by the Defense Logistics Agency (DLA) Logistics Information Service to identify a commercial or Government entity; or

(2) A code assigned by a member of the North Atlantic Treaty Organization that DLA records and maintains in the CAGE master file. This type of code is known as an “NCAGE code.”

“Data Universal Numbering System (DUNS) number” means the 9-digit number assigned by Dun and Bradstreet, Inc. (D&B) to identify unique business entities.

“Data Universal Numbering System+4 (DUNS+4) number” means the DUNS number means the number assigned by D&B plus a 4-character suffix that may be assigned by a business concern. (D&B has no affiliation with this 4-character suffix.) This 4-character suffix may be assigned at the discretion of the business concern to establish additional SAM records for identifying alternative Electronic Funds Transfer (EFT) accounts (see the FAR at Subpart 32.11) for the same concern.

“Registered in the SAM database” means that—

(1) The Contractor has entered all mandatory information, including the DUNS number or the DUNS+4 number, as well as data required by the Federal Funding Accountability and Transparency Act of 2006 (see Subpart 4/14) into the SAM database;

(2) The Contractor’s CAGE code is in the SAM database; and

(3) The Government has validated all mandatory data fields, to include validation of the Taxpayer Identification Number (TIN) with the Internal Revenue Service (IRS), and has marked the record “Active”. The Contractor will be required to provide consent for TIN validation to the Government as a part of the SAM registration process.

“System for Award Management (SAM)” means the primary Government repository for prospective federal awardee information and the centralized Government system for certain contracting, grants, and other assistance related processes. It includes-

(1) Data collected from prospective federal awardees required for the conduct of business with the Government;

(2) Prospective contractor submitted annual representations and certifications in accordance with FAR Subpart 4.12; and

(3) The list of all parties suspended, proposed for debarment, debarred, declared ineligible, or excluded or disqualified under the nonprocurement common rule by agencies, Government corporations, or by the Government Accountability Office.

(b)(1) The Contractor shall be registered in the SAM database prior to submitting an invoice and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this solicitation.

(2) The SAM registration shall be for the same name and address identified on the contract, with its associated CAGE code and DUNS or DUNS+4.

(3) If indicated by the Government during performance, registration in an alternate system may be required in lieu of SAM.

(c) If the Contractor does not have a DUNS number, it should contact Dun and Bradstreet directly to obtain one.

(1) A Contractor may obtain a DUNS number—

(i) Via the internet at http://fedgov.dnb.com/webform or if the offeror does not have internet access, it may call Dun and Bradstreet at 1-866-705-5711 if located within the United States; or

(ii) If located outside the United States, by contacting the local Dun and Bradstreet office. The offeror should indicate that it is an offeror for a U.S. Government contract when contacting the local Dun and Bradstreet office.

(2) The Contractor should be prepared to provide the following information:

(i) Company legal business name.

(ii) Tradestyle, doing business, or other name by which your entity is commonly recognized.

(iii) Company physical street address, city, state and Zip Code.

(iv) Company mailing address, city, state and Zip Code (if separate from physical).

(v) Company telephone number.

(vi) Date the company was started.

(vii) Number of employees at your location.

(viii) Chief executive officer/key manager.

(ix) Line of business (industry).

(x) Company Headquarters name and address (reporting relationship within your entity).

(d) Reserved.

(e) Processing time, for registration in SAM, which normally takes five business days, should be taken into consideration when registering. Contractors who are not registered should consider applying for registration at least two weeks prior to invoicing.

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

(g)(1)(i) If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in Subpart 42.12, the Contractor shall provide the responsible Contracting Officer sufficient documentation to support the legally changed name of its intention to:

(A) Change the name in the SAM database;

(B) Comply with the requirements of Subpart 42.12 of the FAR; and

(C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer.

(ii) If the Contractor fails to comply with the requirements of paragraph (g)(1)(i) of this clause, or fails to perform the agreement at paragraph (g)(1)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the electronic funds transfer (EFT) clause of this contract.

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

(h) Contractors may obtain information on registration and annual confirmation requirements via the SAM accessed through https://www.acquisition.gov or by calling 1-866-606-8220 or 334-206-7828 for international calls.

(End of Clause)

I.61 FAR 52.209-9 UPDATES OF PUBLICLY AVAILABLE INFORMATION REGARDING RESPONSIBILITY MATTERS (FEB 2012) (This clause applies only if the offeror checked “has” in paragraph (b) of provision 52.209-7)

(a) The Contractor shall update the information in the Federal Awardee Performance and Integrity Information System (FAPIIS) on a semi-annual basis, throughout the life of the contract, by posting the required information in the Central Contractor Registration database via https://www.acquisition.gov.

(b) As required by Section 3010 of the Supplemental Appropriations Act, 2010 (Pub. L. 111-212), all information posted in FAPIIS on or after April 15, 2011, except past performance reviews, will be publicly available. FAPIIS consists of two segments--

(1) The non-public segment, into which Government officials and the Contractor post information, which can only be viewed by—

(i) Government personnel and authorized users performing business on behalf of the Government; or

(ii) The Contractor, when viewing data on itself; and

(2) The publicly-available segment, to which all data in the non-public segment of FAPIIS is automatically transferred after a waiting period of 14 calendar days, except for –

(i) Past performance reviews required by subpart 42.15;

(ii) Information that was entered prior to April 15, 2011; or

(iii) Information that is withdrawn during the 14-calendar-day waiting period by the government official who posted it in accordance with paragraph (c)(1) of this clause.

(c) The Contractor will receive notification when the government posts new information to the Contractor’s record.

(1) If the Contractor asserts in writing within 7 calendar days, to the Government official who posted the information, that some of the information posted to the non-public segment of FAPIIS is covered by a disclosure exemption under the Freedom of Information Act, the Government official who posted the information must within 7 calendar days remove the posting from FAPIIS and resolve the issue in accordance with agency Freedom of Information procedures, prior to reposting the releasable information. The Contractor must cite 52.209-9 and request removal within 7 calendar days of the posting to FAPIIS.

(2) The Contractor will also have an opportunity to post comments regarding the information that has been posted by the government. The comments will be retained as long as the associated information is retained, i.e., for a total period of 6 years. Contractor comments will remain a part of the record unless the contractor revises them.

(3) As required by Section 3010 of Pub. L. 111-212, all information posted in FAPIIS on or after April 15, 2011, except past performance reviews, will be publicly available.

(d) Public requests for system information posted prior to April 15, 2011, will be handled under Freedom of Information Act procedures, including, where appropriate, procedures promulgated under E.O. 12600.

(End of clause)

I.62 FAR 52.217-7 OPTION FOR INCREASED QUANTITY--SEPARATELY PRICED LINE ITEM (MAR 1989) IS NOT APPLICABLE TO THIS SOLICITATION

I.63 FAR 52.223-11 OZONE-DEPLETING SUBSTANCES (MAR 2001)

(a) "Definition." "Ozone-depleting substance," as used in this clause, means any substance the Environmental Protection Agency designates in 40 CFR part 82 as--

(1) Class I, including, but not limited to, chlorofluorocarbons, halons, carbon tetrachloride, and methyl chloroform; or

(2) Class II, including, but not limited to, hydrochlorofluorocarbons.

(b) The Contractor shall label products which contain or are manufactured with ozone-depleting substances in the manner and to the extent required by 42 U.S.C. 7671j (b), (c), and (d) and 40 CFR-part 82, Subpart E, as follows:

Warning

Contains (or manufactured with, if applicable) *_______, a substance(s) which harm(s) public health and environment by destroying ozone in the upper atmosphere.

*The Contractor shall insert the name of the substance(s). (End of Clause)

I.64 FAR 52.228-1 BID GUARANTEE (SEP 1996)

(a) Failure to furnish a bid guarantee in the proper form and amount, by the time set for opening of bids, may be cause for rejection of the bid.

(b) The bidder shall furnish a bid guarantee in the form of a firm commitment, e.g., bid bond supported by good and sufficient surety or sureties acceptable to the Government, postal money order, certified check, cashier's check, irrevocable letter of credit, or, under Treasury Department regulations, certain bonds or notes of the United States. The Contracting Officer will return bid guarantees, other than bid bonds--

(…