FA4664-10-R-0003

Section A - Solicitation/Contract Form

TABLE OF CONTENTS

Section/Item

I – The Schedule

A. Contract Form SF1442

B. Supplies or services and prices/costs

i. Schedule of Coefficients-including options

C. Description/specifications/statement of work

i. See section J.

D. Packaging and Marking

E. Inspection and Acceptance

F. Deliveries and performance

G. Contract Administration Data

H. Special contract requirements

II – Contract Clauses

I. Provisions and Clauses

III – List of Documents, Exhibits, and Other Attachments

J. List of Attachments

i. Statement of Work, 10 May 2010 – Attachment 1

ii. Specifications - Attachment 2

iii. Past Performance Questionnaire – Attachment 3

iv. Wage Determination: CA36 08/06/2010 – Attachment 4

IV – Representations and Instructions

K. Representations, certifications, and other statements of offerors or respondents

L. Instructions, conditions, and notices to offerors or respondents

M. Evaluation factors for award

Section B - Supplies or Services and Prices

CONTRACT MINIMUM/MAXIMUM QUANTITY AND CONTRACT VALUE

The minimum quantity and contract value for all orders issued against this contract shall not be less than the minimum quantity and contract value stated in the following table. The maximum quantity and contract value for all orders issued against this contract shall not exceed the maximum quantity and contract value stated in the following table.

MINIMUM

QUANTITY

MINIMUM

AMOUNT

MAXIMUM

QUANTITY

MAXIMUM

AMOUNT

$100,000.00

$40,000,000.00

DELIVERY/TASK ORDER MINIMUM/MAXIMUM QUANTITY AND ORDER VALUE

The minimum quantity and order value for each Delivery/Task Order issued shall not be less than the minimum quantity and order value stated in the following table. The maximum quantity and order value for each Delivery/Task Order issued shall not exceed the maximum quantity and order value stated in the following table.

MINIMUM

QUANTITY

MINIMUM

AMOUNT

MAXIMUM

QUANTITY

MAXIMUM

AMOUNT

$30,000.00

$8,000,000.00

SCHEDULE OF COEFFICIENTS

SECTION B -SUPPLIES OR SERVICE

B-001 The contractor shall provide all labor, materials, equipment, transportation, except that identified herein as government provided, to perform all task orders placed in accordance with the contract and specifications herein, and as called out in each task order. In order to be considered for award, each offeror shall submit forty (40) coefficients as provided in the pricing schedule below. The government will use these multipliers to negotiate a firm, fixed price for each task order. The total of the current established prices in the R.S. Means database bare cost column (which means no markup for overhead and profit (O&P)) will be used as the base cost for each task. This total cost amount will then be multiplied by the current City Cost Index(percentage) for Riverside, CA. After the City Index has been applied, this amount will then be multiplied by the co-efficient proposed for the applicable category, the total will then add any non-priced items to arrive at the total task price for a unit of work. The coefficients shall be represented as “net,” a “decrease from” or an “increase to” the prices listed in the RS Means. An offer of “net” would be represented as “1.0” of the amount of the R.S. Means amount after the City Index is applied. You should be cautioned that even though a coefficient may be higher than 1.0, the total costs for the task may be less than the R.S. Means total bare costs. Examples as shown below.

Total amount of RS Means items (Base) $1000.00 Total amount of the R.S. Means (Base) $1000.00 x City index .85 850.00 x City index .80 800.00 x Coefficient 1.10 935.00 x Coefficient 1.15 920.00 any non-priced items ($20) 955.00 + any non-priced items ($20.00) 940.00

The following forms the basis of Section B, Schedule of Prices and the Contract Line Item Number (CLIN) structure:

B-002 COEFFICIENTS

(a) Offeror shall insert proposed coefficient rates for base and four option years as described within the table below. Offerors shall insert coefficients for all option periods. Coefficients provided in the pricing schedule below shall remain constant and in effect for the life of the contract.

(b) Submit coefficients as set forth in the price schedule. The coefficient is defined percentage factors in decimal form as a numerical factor that compensates the contractor for overhead, general and administrative expense, profit, and the following subdivisions/major classifications of the RS Means database: Subdivision 01200, Price & Payment Procedures; 01300, Administrative Requirements; 01400, Quality requirements, except specialized testing specifically required by the government and negotiated on a task order basis; 01500 Temporary Facilities and Controls, except Personal Protective Equipment, Scaffolding, and Equipment Rental; and 01700, Execution Requirements. Items from the subdivisions listed herein shall not be used as line items in pricing task orders, but shall be included in the coefficients.

(c) The RS Means data is updated annually. Except as otherwise authorized herein, the R.S. Means annual update shall provide the only economic price adjustment under the contract.

B-003 COEFFICIENTS

(a) The purpose of applying the coefficients to direct costs, national average bare costs as obtained from the Unit Price Book, and/or negotiated bare costs of non-Unit Price Book (non-prepriced) items, is to compensate the Contractor for all indirect costs and profit for performance.

(b) The offeror’s/contractor’s coefficients (in decimal format, no more than 2 decimal places) shall include all costs other than bare costs in the UPB and bare costs negotiated for non-prepriced items. The costs in the coefficient include, but are not limited to, overhead, general and administrative expense (e.g.,costs for main and site offices, offices equipment and personnel; site superintendents and administrative personnel; computer equipment, software and internet access) bond premiums, insurance, taxes and profit and any/all other associated indirect costs required to perform the work. SABER unit prices are for materials in place (FOB Destination) and, unless otherwise specified, include materials, labor and equipment.

(c) The pricing coefficients are not subject to economic price adjustments and shall remain unchanged for the existing terms and conditions of the contract. The categories of pricing coefficients in this contract are based on a combination of work days/hours, work in select security areas, and bond requirements. If a delivery order includes work that has more than one pricing coefficient category, the work will prorated and the applicable coefficient applied to its portion of the direct costs.

COEFFICIENT SCHEDULE

Contractor shall insert proposed coefficient rates for the Base and Four (4) option years to furnish all plant, labor, equipment, materials, transportation, supervision, administration and all else necessary to perform all work required by this Indefinite-Delivery, Indefinite Quantity (IDIQ) type contract for Simplified Acquisition of Base Engineering Requirements (SABER). The ordering period within which to issue task orders shall be from date of award for a period of one year, unless extended by exercise of an option. The individual task orders issued against the contract shall be at the prices specified in MEANS/e4Clicks and the non-priced items (NPI) multiplied by the appropriate coefficient as follows:

COEFFICIENTS

Offeror shall insert proposed coefficient rates as described within the table below.

Table of Coefficients

> being defined as GREATER THAN and ≤ being defined as LESS THAN OR EQUAL TO

a. Standard Hours- Non Secure ≤ $200,000

b. Standard Hours-Secure ≤ $200,000

c. Non Standard Hours- Non Secure ≤ $200,000

d. Non Standard Hours Secure ≤ 200,000

e. Standard Hours- Non Secure > $200,000

f. Standard Hours-Secure > $200,000

g. Non Standard Hours- Non Secure > $200,000

h. Non Standard Hours Secure > $200,000

SABER Construction - Base Period

FFP

Period of Performance for this line item is from date of award through 12 calendar months; estimated at a maximum dollar quantity of $8,000,000.00. The Contractor Shall provide maintenance, repair, design, and construction services during standard and non-standard working hours and in secure and non-secure areas, in accordance with the basic Statement of Work dated 10 May 2010, hereafter "SABER Basic SOW", section J Attachment, Coefficient schedule, schedule B, SABER Specifications, section J Attachment and RS MEANS/e4 Clicks Unit Price Book/ Software for March ARB, CA. Individual Task orders issued under any resulting contract are for March ARB, CA. Riverside City Cost Index (CCI) applies to the index for "Total Bare Costs"

FOB: Destination

NSN: Z299-US-MAR-1542

SIGNAL CODE: A

MAX

NET AMT

FFP

Period of Performance for this line item is from date of exercised option through 12 calendar months; estimated at a maximum dollar quantity of $8,000,000.00. The Contractor Shall provide maintenance, repair, design, and construction services during standard and non-standard working hours and in secure and non-secure areas, in accordance with the basic Statement of Work dated 10 May 2010, hereafter "SABER Basic SOW", section J Attachment, Coefficient schedule, schedule B, SABER Specifications, section J Attachment and RS MEANS/e4 Clicks Unit Price Book/ Software for March ARB, CA. Individual Task orders issued under any resulting contract are for March ARB, CA. Riverside City Cost Index (CCI) applies to the index for "Total Bare Costs"

FOB: Destination

MAX

FFP

Period of Performance for this line item is from date of exercised option through 12 calendar months; estimated at a maximum dollar quantity of $8,000,000.00. The Contractor Shall provide maintenance, repair, design, and construction services during standard and non-standard working hours and in secure and non-secure areas, in accordance with the basic Statement of Work dated 10 May 2010, hereafter "SABER Basic SOW", section J Attachment, Coefficient schedule, schedule B, SABER Specifications, section J Attachment and RS MEANS/e4 Clicks Unit Price Book/ Software for March ARB, CA. Individual Task orders issued under any resulting contract are for March ARB, CA. Riverside City Cost Index (CCI) applies to the index for "Total Bare Costs"

FOB: Destination

MAX

FFP

Period of Performance for this line item is from date of exercised option through 12 calendar months; estimated at a maximum dollar quantity of $8,000,000.00. The Contractor Shall provide maintenance, repair, design, and construction services during standard and non-standard working hours and in secure and non-secure areas, in accordance with the basic Statement of Work dated 10 May 2010, hereafter "SABER Basic SOW", section J Attachment, Coefficient schedule, schedule B, SABER Specifications, section J Attachment and RS MEANS/e4 Clicks Unit Price Book/ Software for March ARB, CA. Individual Task orders issued under any resulting contract are for March ARB, CA. Riverside City Cost Index (CCI) applies to the index for "Total Bare Costs"

FOB: Destination

MAX

FFP

Period of Performance for this line item is from date of exercised option through 12 calendar months; estimated at a maximum dollar quantity of $8,000,000.00. The Contractor Shall provide maintenance, repair, design, and construction services during standard and non-standard working hours and in secure and non-secure areas, in accordance with the basic Statement of Work dated 10 May 2010, hereafter "SABER Basic SOW", section J Attachment, Coefficient schedule, schedule B, SABER Specifications, section J Attachment and RS MEANS/e4 Clicks Unit Price Book/ Software for March ARB, CA. Individual Task orders issued under any resulting contract are for March ARB, CA. Riverside City Cost Index (CCI) applies to the index for "Total Bare Costs"

FOB: Destination

MAX

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLAUSES INCORPORATED BY REFERENCE

Section F - Deliveries or Performance

DELIVERY INFORMATION

452 MSG/CECC (F5F3CE)

JAMES CRANE

610 MEYER DRIVE

BLDG 2403

MARCH ARB CA 92518-2166

(951) 655-3787

FOB: Destination

F5F3CE

CLAUSES INCORPORATED BY REFERENCE

Section G - Contract Administration Data

CLAUSES INCORPORATED BY FULL TEXT

WIDE AREA WORK FLOW – RECEIPT AND ACCEPTANCE (WAWF-RA) INSTRUCTIONS

In accordance with DFARS 252.232-7003(b), use of Wide Area Workflow (WAWF) for electronic payment requests is mandatory. Paper invoices are no longer acceptable. WAWF will speed your payment processing time and allow you to monitor your payment status online.

There are no charges or usage fees to use WAWF which can be accessed via the internet at https://wawf.eb.mil/ THE FOLLOWING CODES WILL BE REQUIRED TO PROPERLY ROUTE YOUR INVOICE/RECEIVING REPORT.

TYPE OF INVOICE DOCUMENT: FORMDROPDOWN

If you have questions about the appropriate code to use or need assistance processing your invoice, contact the Issuing Office at (951) 655-5758.

You can also access payment information using the DFAS MyInvoice web site athttps://myinvoice.csd.disa.mil//index.html. Questions concerning payment should be directed to the Defense Finance Accounting Services (DFAS) Limestone/Omaha at (800) 756-4571, Option 2, Option 3. Please have your contract number and invoice number ready when contacting DFAS about payment status.

Section H - Special Contract Requirements

ORDERING PROCEDURES

Task Order Procedures:

Each proposal shall be prepared and submitted in accordance with the basic contract Statement of Work, Date 10 May 2010. Additionally these procedures shall be followed when initiating and awarding task orders:

A. Request for Proposal (RFP):

For each task order the Contracting Officer will furnish the contractor with one copy of the request for proposal which lists all due dates and pertinent information pertaining to the task order. The contractor shall arrange to visit the site within three (3) business days of receiving the RFP to verify site conditions and obtain sufficient information to prepare a competitive proposal for the Government’s evaluation.

B. Statement of Work:

For each task order, the contractor will be furnished one copy of the task order statement of work. Packages provided by the Government may be anywhere from a basic concept to a complete design package. The contractor shall verify all contents to ensure accuracy.

C. Task Order Award Process: All Task Orders as defined in this contract will be formally executed by the issuance of a form DD 1155 Order for Supplies or Services. Generally, Lowest Price Technically Acceptable (LPTA) will be used in determining task order award, unless the Contracting Officer states otherwise in the RFP. The contractor shall comply with all appropriate requirements as follows:

1. Selection of Contractor. When the government requires work under this contract, a Request for Proposal (RFP) shall be issued.

a. In accordance with FAR 16.505(b) awardees will be given fair opportunity to be considered for each task order awarded, unless an exception applies as noted in 16.505(b)(2).

b. To ensure fair opportunity is given, the contracting officer will include price and other evaluation factors in reaching a best value determination for the government for each task order awarded under this contract

2. Task Order General Submission Instructions. Contractor shall submit at a minimum with each RFP the following:

a. Conceptual Drawings in sufficient detail to show basic project strategies and determine required material and equipment quantities.

b. Specification division and section number applicable to the task order.

c. Proposed construction performance period required to complete the work to include critical path construction schedule for time sensitive tasks for complex tasks as determined by the Contracting Officer.

d. Completed AF Form 66 , Schedule for Material Submittals, listing the submittal items the contractor has determined appropriate for the task order. The Government may add or delete submittal items at is discretion and return the AF Form 66 to the contractor. The final negotiated AF Form 66 will be incorporated into the task order.

e. A detailed cost proposal identifying tasks and defining the quantity of required items using the RS Means data. The current City Cost Index for Riverside, California will be applied to the RS Means bare cost for each item. The applicable contractor coefficient(s) will be applied to the result and appropriate bond premium added. If the Contracting Officer directs work during non-standard hours, the appropriate non-standard hour coefficient(s) will be applied to the items for with the work was directed.

f. Non Price Items.

i. Any item of work not found in the UPB, but required under an individual task order shall be negotiated by the Contracting Officer as a Non-Priced Item. A onetime use of the NPI will be the “in place” price to include material, equipment, labor, overhead, and profit.

ii. NPIs that are used more than once shall include direct costs only. The coefficient shall be applied to the negotiated NPI cost.

iii. NPIs that are used more than once and are projected to be used throughout the life of the contract shall be negotiated and incorporated into the UPB by written modification.

iv. The contractor shall track the total non-priced dollar percentage for each task order and shall clearly indicate the percentage on each proposal wherein it is contained.

v. If the contractor’s task order proposal includes any NPIs, those items shall be separately identified and priced. Proposed NPI pricing shall be documented by supporting documentation as required by the Contracting Officer.

g. The contractor shall submit any other requested documents, drawings, or information as specified by the Contracting Officer in the letter RFP.

h. The Contracting Officer may indicate a deviation from the Task Order General Submission Instructions. In such cases, the RFP shall clearly state the submission requirements for that task order. The deviation from normal submission procedures outlined in the task order RFP shall only be valid for that RFP.

3. Task Order Evaluation Factors.

a. Price. Contractors shall prepare each proposal using cost proposal procedures outlined in 2 e. of this section. The government will evaluate the total price for all CLINs specified in the task order. Offerors may propose lower coefficients than those established in the basic contract. Coefficients cannot exceed those established in the basic contract.

b. Current and past performance. The government may consider performance on prior task orders after six months of demonstrated performance on this contract. Performance considerations may include quality of work, customer satisfaction, timeliness of prior task orders, capacity to perform, subcontracting considerations, and any other relevant performance considerations.

4. Offeror’s proposal. The Contractor shall, within the time specified in the task order RFP, provide the Contracting Officer with the number of hard copies and electronic copies of the proposal as requested in the RFP. Time for submittal of the Offeror’s proposal for each individual requirement will be determined by the Government, but will normally be:

a. 10 working days for routine task orders.

b. 5 working days for quick response task orders.

D. Bonding: “Original Contract price” means the price payable for the minimum guarantee. See clause 52.228-15, Performance and Payment Bonds-Construction.

1. Contractors shall consider the cumulative effects of Task Orders placed against this contract and warranty requirements in determining total bonding liability and costs. Any resultant contract shall be an Indefinite Delivery, Indefinite Quantity contract. The Government’s minimum bonding requirement is not necessarily the amount on which the surety company may base the contractor’s premium charge for the bonding requirements of the resultant contract, and the coefficient should reflect this.

2. The Contractor shall furnish all executed bonds to the Contracting Officer within 10 calendar days after task order award, and before starting work.

CLAUSES INCORPORATED BY FULL TEXT

AFRC RIGHTS OF THE GOVERNMENT TO PERFORM FUNCTIONS WITH ITS OWN PERSONNEL

(a) The Government reserves the right to take over performance or supplement performance of contract functions with Government personnel in an emergency in support of Natural Disaster, Crisis and Terrorist Acts.

(b) The Government reserves the right to take over performance of the contract in the event of a labor strike by the contractor's employees which impairs the contractor's ability to satisfactorily perform the contract. In such event, the services shall be performed exclusively by Government employees and not a mix of Government and nonstriking contractor employees. Under such circumstances and at the direction of the Contracting Officer, the contractor agrees to remove its nonstriking force from the performance site and not to interfere in any way with Government performance. The contractor further agrees under such circumstances to permit the Government to use any essential contractor-furnished property. The Government will equitably compensate the contractor for use of such property.

(c) Such performance described in the above paragraphs will not constitute a breach of contract by the Government within the meaning of FAR 52.249-8, Default (Fixed-Price Supply and Service).

(d) In the event contract functions are performed by Government personnel, in accordance with paragraph (b) the Government shall be entitled to an equitable adjustment in contract price for the period of time such services are performed.

(End of clause)

Section I - Contract Clauses

CLAUSES INCORPORATED BY REFERENCE

CLAUSES INCORPORATED BY FULL TEXT

52.211-10 COMMENCEMENT, PROSECUTION, AND COMPLETION OF WORK (APR 1984)

The Contractor shall be required to (a) commence work under this contract within 10 calendar days after the date the Contractor receives the notice to proceed, (b) prosecute the work diligently, and (c) complete the entire work ready for use not later than days specified in individual task orders. The time stated for completion shall include final cleanup of the premises.

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.211-12 LIQUIDATED DAMAGES--CONSTRUCTION (SEP 2000)

(a) If the Contractor fails to complete the work within the time specified in the contract, the Contractor shall pay liquidated damages to the Government in the amount specified in each task order for each calendar day of delay until the work is completed or accepted.

(b) If the Government terminates the Contractor's right to proceed, liquidated damages will continue to accrue until the work is completed. These liquidated damages are in addition to excess costs of repurchase under the Termination clause.

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.216-18 Ordering. (OCT 1995)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from date of contract award through 12 months or as otherwise extended by the exercise of an option(s)..

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) If mailed, a delivery order or task order is considered "issued" when the Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of clause)

52.216-19 Order Limitations. (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $30,000.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor:

(1) Any order for a single item in excess of $8,000,000.00;

(2) Any order for a combination of items in excess of $8,000,000.00; or

(3) A series of orders from the same ordering office within 30 days that together call for quantities exceeding the limitation in subparagraph (1) or (2) above.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) above.

(d) Notwithstanding paragraphs (b) and (c) above, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within ten (10) days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of clause)

52.216-22 Indefinite Quantity. (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum". The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum".

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after the last day of the period of performance of any task order issued under this contract.

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 60 calendar days (insert the period of time within which the Contracting Officer may exercise the option).

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 15 calendar days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 66 months.

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.219-17 SECTION 8(a) AWARD (DEC 1996)

(a) By execution of a contract, the Small Business Administration (SBA) agrees to the following:

(1) To furnish the supplies or services set forth in the contract according to the specifications and the terms and conditions by subcontracting with the Offeror who has been determined an eligible concern pursuant to the provisions of section 8(a) of the Small Business Act, as amended (15 U.S.C. 637(a)).

(2) Except for novation agreements and advance payments, delegates to the _____ (insert name of contracting activity) the responsibility for administering the contract with complete authority to take any action on behalf of the Government under the terms and conditions of the contract; provided, however that the contracting agency shall give advance notice to the SBA before it issues a final notice terminating the right of the subcontractor to proceed with further performance, either in whole or in part, under the contract.

(3) That payments to be made under the contract will be made directly to the subcontractor by the contracting activity.

(4) To notify the [insert name of contracting agency] Contracting Officer immediately upon notification by the subcontractor that the owner or owners upon whom 8(a) eligibility was based plan to relinquish ownership or control of the concern.

(5) That the subcontractor awarded a subcontract hereunder shall have the right of appeal from decisions of the cognizant Contracting Officer under the “Disputes” clause of the subcontract.

The offeror/subcontractor agrees and acknowledges that it will, for and on behalf of the SBA, fulfill and perform all of the requirements of the contract.

(c) The offeror/subcontractor agrees that it will not subcontract the performance of any of the requirements of this subcontract to any lower tier subcontractor without the prior written approval of the SBA and the cognizant Contracting Officer of the [insert name of contracting agency]. .

52.219-18 NOTIFICATION OF COMPETITION LIMITED TO ELIGIBLE 8(A) CONCERNS (JUN 2003)

(a) Offers are solicited only from small business concerns expressly certified by the Small Business Administration (SBA) for participation in the SBA's 8(a) Program and which meet the following criteria at the time of submission of offer--

(1) The Offeror is in conformance with the 8(a) support limitation set forth in its approved business plan; and

(2) The Offeror is in conformance with the Business Activity Targets set forth in its approved business plan or any remedial action directed by the SBA.

(b) By submission of its offer, the Offeror represents that it meets all of the criteria set forth in paragraph (a) of this clause.

(c) Any award resulting from this solicitation will be made to the Small Business Administration, which will subcontract performance to the successful 8(a) offeror selected through the evaluation criteria set forth in this solicitation.

(d)(1) Agreement. A small business concern submitting an offer in its own name shall furnish, in performing the contract, only end items manufactured or produced by small business concerns in the United States or its outlying areas. If this procurement is processed under simplified acquisition procedures and the total amount of this contract does not exceed $25,000, a small business concern may furnish the product of any domestic firm. This paragraph does not apply to construction or service contracts.

(2) The * will notify the 452nd Operational Contracting Office Contracting Officer in writing immediately upon entering an agreement (either oral or written) to transfer all or part of its stock or other ownership interest to any other party.

· To be completed at time of contract award.

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (APR 2009)

(a) Definitions. As used in this clause--

Long-term contract means a contract of more than five years in duration, including options. However, the term does not include contracts that exceed five years in duration because the period of performance has been extended for a cumulative period not to exceed six months under the clause at 52.217-8, Option to Extend Services, or other appropriate authority.

Small business concern means a concern, including its affiliates, that is independently owned and operated, not dominant in the field of operation in which it is bidding on Government contracts, and qualified as a small business under the criteria in 13 CFR part 121 and the size standard in paragraph (c) of this clause. Such a concern is ``not dominant in its field of operation'' when it does not exercise a controlling or major influence on a national basis in a kind of business activity in which a number of business concerns are primarily engaged. In determining whether dominance exists, consideration shall be given to all appropriate factors, including volume of business, number of employees, financial resources, competitive status or position, ownership or control of materials, processes, patents, license agreements, facilities, sales territory, and nature of business activity.

(b) If the Contractor represented that it was a small business concern prior to award of this contract, the Contractor shall rerepresent its size status according to paragraph (e) of this clause or, if applicable, paragraph (g) of this clause, upon the occurrence of any of the following:

(1) Within 30 days after execution of a novation agreement or within 30 days after modification of the contract to include this clause, if the novation agreement was executed prior to inclusion of this clause in the contract.

(2) Within 30 days after a merger or acquisition that does not require a novation or within 30 days after modification of the contract to include this clause, if the merger or acquisition occurred prior to inclusion of this clause in the contract.

(3) For long-term contracts--

(i) Within 60 to 120 days prior to the end of the fifth year of the contract; and

(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any option thereafter.

(c) The Contractor shall rerepresent its size status in accordance with the size standard in effect at the time of this rerepresentation that corresponds to the North American Industry Classification System (NAICS) code assigned to this contract. The small business size standard corresponding to this NAICS code can be found at http://www.sba.gov/services/contractingopportunities/sizestandardstopics/.

(d) The small business size standard for a Contractor providing a product which it does not manufacture itself, for a contract other than a construction or service contract, is 500 employees.

(e) Except as provided in paragraph (g) of this clause, the Contractor shall make the rerepresentation required by paragraph (b) of this clause by validating or updating all its representations in the Online Representations and Certifications Application and its data in the Central Contractor Registration, as necessary, to ensure that they reflect the Contractor's current status. The Contractor shall notify the contracting office in writing within the timeframes specified in paragraph (b) of this clause that the data have been validated or updated, and provide the date of the validation or update.

(f) If the Contractor represented that it was other than a small business concern prior to award of this contract, the Contractor may, but is not required to, take the actions required by paragraphs (e) or (g) of this clause.

(g) If the Contractor does not have representations and certifications in ORCA, or does not have a representation in ORCA for the NAICS code applicable to this contract, the Contractor is required to complete the following rerepresentation and submit it to the contracting office, along with the contract number and the date on which the rerepresentation was completed:

The Contractor represents that it ( ) is, ( ) is not a small business concern under NAICS Code - assigned to contract number .

(Contractor to sign and date and insert authorized signer's name and title).

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.222-39 NOTIFICATION OF EMPLOYEE RIGHTS CONCERNING PAYMENT OF UNION DUES OR FEES (DEC 2004)

(a) Definition. As used in this clause--

United States means the 50 States, the District of Columbia, Puerto Rico, the Northern Mariana Islands, American Samoa, Guam, the U.S. Virgin Islands, and Wake Island.

(b) Except as provided in paragraph (e) of this clause, during the term of this contract, the Contractor shall post a notice, in the form of a poster, informing employees of their rights concerning union membership and payment of union dues and fees, in conspicuous places in and about all its plants and offices, including all places where notices to employees are customarily posted. The notice shall include the following information (except that the information pertaining to National Labor Relations Board shall not be included in notices posted in the plants or offices of carriers subject to the Railway Labor Act, as amended (45 U.S.C. 151-188)).

Notice to Employees

Under Federal law, employees cannot be required to join a union or maintain membership in a union in order to retain their jobs. Under certain conditions, the law permits a union and an employer to enter into a union-security agreement requiring employees to pay uniform periodic dues and initiation fees. However, employees who are not union members can object to the use of their payments for certain purposes and can only be required to pay their share of union costs relating to collective bargaining, contract administration, and grievance adjustment.

If you do not want to pay that portion of dues or fees used to support activities not related to collective bargaining, contract administration, or grievance adjustment, you are entitled to an appropriate reduction in your payment. If you believe that you have been required to pay dues or fees used in part to support activities not related to collective bargaining, contract administration, or grievance adjustment, you may be entitled to a refund and to an appropriate reduction in future payments.

For further information concerning your rights, you may wish to contact the National Labor Relations Board (NLRB) either at one of its Regional offices or at the following address or toll free number:

National Labor Relations Board

Division of Information

1099 14th Street, N.W.

Washington, DC 20570

1-866-667-6572

1-866-316-6572 (TTY)

To locate the nearest NLRB office, see NLRB's website at http://www.nlrb.gov.

(c) The Contractor shall comply with all provisions of Executive Order 13201 of February 17, 2001, and related implementing regulations at 29 CFR part 470, and orders of the Secretary of Labor.

(d) In the event that the Contractor does not comply with any of the requirements set forth in paragraphs (b), (c), or (g), the Secretary may direct that this contract be cancelled, terminated, or suspended in whole or in part, and declare the Contractor ineligible for further Government contracts in accordance with procedures at 29 CFR part 470, Subpart B--Compliance Evaluations, Complaint Investigations and Enforcement Procedures. Such other sanctions or remedies may be imposed as are provided by 29 CFR part 470, which implements Executive Order 13201, or as are otherwise provided by law.

(e) The requirement to post the employee notice in paragraph (b) does not apply to--

(1) Contractors and subcontractors that employ fewer than 15 persons;

(2) Contractor establishments or construction work sites where no union has been formally recognized by the Contractor or certified as the exclusive bargaining representative of the Contractor's employees;

(3) Contractor establishments or construction work sites located in a jurisdiction named in the definition of the United States in which the law of that jurisdiction forbids enforcement of union-security agreements;

(4) Contractor facilities where upon the written request of the Contractor, the Department of Labor Deputy Assistant Secretary for Labor-Management Programs has waived the posting requirements with respect to any of the Contractor's facilities if the Deputy Assistant Secretary finds that the Contractor has demonstrated that--

(i) The facility is in all respects separate and distinct from activities of the Contractor related to the…