00-3_SF1449-FA520911T0092.pdf

374TH CONTRACTING SQUADRON

UNIT 5228, BLDG 620, YOKOTA AB

FUSSA-SHI, TOKYO 197-0001 JAPAN

UNDER DPAS (15 CFR 700)

11. DELIVERY FOR FOB

RFQ

SEE SCHEDULE

14. METHOD OF SOLICITATION

IFB RFP

CODE

SEE ADDENDUM

BLOCK IS MARKED

DESTINATION UNLESS

12. DISCOUNT TERMS

(No Collect Calls)

13b. RATING

13a. THIS CONTRACT IS A RATED ORDER

X

CODE

FA5209-11-T-0092 22-Jun-2011

b. TELEPHONE NUMBER

042-552-3010

8. OFFER DUE DATE/LOCAL TIME

02:00 PM 21 Jul 2011

5. SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV 3/2005)

Prescribed by GSA

FAR (48 CFR) 53.212

(TYPE OR PRINT)

(SIGNATURE OF CONTRACTING OFFICER) 31c. DATE SIGNED

ADDENDA ARE

26. TOTAL AWARD AMOUNT (For Gov t. Use Only )

22. UNIT 23. UNIT PRICE 24. AMOUNT21. QUANTITY

CODE 10. THIS ACQUISITION IS

UNRESTRICTED

FAX: NAICS:

TEL:

CODE 18a. PAYMENT WILL BE MADE BYOFFEROR

SUCH ADDRESS IN OFFER

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT

BELOW IS CHECKED

TEL.

FA5209

SIZE STD:

9. ISSUED BY

FACILITY

CODE

17a.CONTRACTOR/

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a. UNLESS BLOCK

15. DELIVER TO CODE WT5SZP 16. ADMINISTERED BY

USAG JAPAN

TRANS DIV DOL

UNIT 45006

APO AP 96343-5006 UNITED STATES

TEL: FAX:

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME

SONOMI YOSHIHASHI

2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NUMBER

(TYPE OR PRINT)

30b. NAME AND TITLE OF SIGNER 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a.UNITED STATES OF AMERICA

0 27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1. 52.212-4. FAR 52.212-3. 52.212-5 ARE ATTACHED.

25. ACCOUNTING AND APPROPRIATION DATA

1. REQUISITION NUMBER

19. ITEM NO. 20. SCHEDULE OF SUPPLIES/ SERVICES

SEE SCHEDULE

484121

TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND DELIVER ALL ITEMS

SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS

SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED HEREIN.

SB

HUBZONE SB

SET ASIDE: % FOR

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, AND 30

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

ARE NOT ATTACHED

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

TEL: EMAIL:

COPIES

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

.OFFER DATED YOUR OFFER ON SOLICITATION

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN 29. AWARD OF CONTRACT: REFERENCE

8(A)

SVC-DISABLED VET-OWNED SB

EMERGING SB

X

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

(CONTINUED)

SEE SCHEDULE

19. ITEM NO. 20. SCHEDULE OF SUPPLIES/ SERVICES 21. QUANTITY 22. UNIT 24. AMOUNT

PAGE 2 OF

23. UNIT PRICE

ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: ______________________________________________________

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE 32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f . TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

37. CHECK NUMBER

FINALPARTIALCOMPLETE

36. PAYMENT35. AMOUNT VERIFIED

CORRECT FOR

34. VOUCHER NUMBER

FINAL

33. SHIP NUMBER

PARTIAL

38. S/R ACCOUNT NUMBER 39. S/R VOUCHER NUMBER 40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42a. RECEIVED BY (Print)

42b. RECEIVED AT (Location)

42c. DATE REC'D (YY/MM/DD) 42d. TOTAL CONTAINERS

STANDARD FORM 1449 (REV 3/2005) BACK

Prescribed by GSA

FAR (48 CFR) 53.212

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

FA5209-11-T-0092

Section SF 1449 - CONTINUATION SHEET

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT ESTIMATED AMOUNT

0001 1 Lot ¥

BASIC PERIOD

FFP

Transport of International Organization for Standardization (ISO) Containers and Government-owned/controlled Containers Performance Period: 1 Sep 11 thru 31 Aug 12 See Exhibits (Pricing Schedule) and Attachment 1 (Performance-based Work Statement (PWS)) for details.

NSN: V119-IS-OTR-ANSP

SIGNAL CODE: A

1001 1 Lot ¥

OPTION OPTION ONE

FFP

Transport of ISO Containers and Government-owned/controlled Containers Performance Period: 1 Sep 12 thru 31 Aug 13 See Exhibits (Pricing Schedule) and Attachment 1 (PWS) for details.

2001 1 Lot ¥

OPTION OPTION TWO

FFP

Transport of ISO Containers and Government-owned/controlled Containers Performance Period: 1 Sep 13 thru 31 Aug 14 See Exhibits (Pricing Schedule) and Attachment 1 (PWS) for details.

3001 1 Lot ¥

OPTION OPTION THREE

FFP

Transport of ISO Containers and Government-owned/controlled Containers Performance Period: 1 Sep 14 thru 31 Aug 15 See Exhibits (Pricing Schedule) and Attachment 1 (PWS) for details.

4001 1 Lot ¥

OPTION OPTION FOUR

FFP

Transport of ISO Containers and Government-owned/controlled Containers Performance Period: 1 Sep 15 thru 31 Aug 16 See Exhibits (Pricing Schedule) and Attachment 1 (PWS) for details.

ESTIMATED GRAND TOTAL (CLIN 0001 ~ 4001) ¥

CLAUSES INCORPORATED BY FULL TEXT

Note 1: The government contemplates award of an Indefinite-Delivery Requirements type contract resulting from this solicitation. In accordance with FAR52.212-2(a)(i), offerors are required to enter all prices for all items in Exhibits, Pricing Schedule.

Note 2: Solicitation provisions will be physically removed from any resultant award, but will be deemed to be incorporated by reference in that award.

Note 3: Submit offers in whole numbers only, no fractions less than one (1) yen.

Addenda to SF 1449

Block 17b of SF 1449, Remittance Address:

If the remittance address is different from the mailing address, enter the remittance address below. Failure to provide this information may impact payment. The remittance address is used in the event the Government is unable to make the payment by Electronic Funds Transfer and sends a check to the Contractor.

Block 18b SF 1449, Submit Invoices:

(a) For Appropriated Funds Shipments:

DFAS-Japan Attn: DFAS-JRLD/JA (Transportation Audit Branch) Bldg 4, Unit 5220, Yokota Air Base, Fussa-shi, Tokyo 197-0001

(APO AP 96328-5220)

(b) For Non-Appropriated Funds Army & Air Force Exchange Service (AAFES) Shipments:

(Invoicing Office) Zama HR Office Bldg 425, Camp Zama, Zama-shi, Kanagawa-ken 228-8511

(Payment Office) AAFES Okinawa Exchange Attn: OSSC Bldg 410, Camp Kinser, Urasoe-shi, Okinawa-ken 901-2131

(c) For all other Non-Appropriated Funds and Non-Military Department Shipments:

374 MSG/SVF

Bldg 316, Unit 5119, Yokota Air Base, Fussa-shi, Tokyo 197-0001

(APO AP 96328-5119)

Block 25, SF 1449, Accounting and Appropriation Data:

Accounting and appropriation data will be cited on each order issued by Transportation officers, stated in the clause

DFARS 252.216-7006.

CLAUSES INCORPORATED BY REFERENCE

52.203-3 Gratuities APR 1984 52.203-6 Alt I Restrictions On Subcontractor Sales To The Government

(Sep 2006) -- Alternate I

OCT 1995

52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards

JUL 2010

52.212-4 Contract Terms and Conditions--Commercial Items JUN 2010 52.222-50 Combating Trafficking in Persons FEB 2009 52.223-18 Contractor Policy to Ban Text Messaging While Driving SEP 2010 52.233-3 Protest After Award AUG 1996 52.233-4 Applicable Law for Breach of Contract Claim OCT 2004 252.243-7002 Requests for Equitable Adjustment MAR 1998 252.247-7023 Transportation of Supplies by Sea MAY 2002

Addendum to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS - COMMERCIAL ITEMS (Jun 2010):

(c) Changes. The text is deleted and replaced as follows:

FAR 52.217-8, Option to Extend Services and FAR 52.217-9, Option to Extend the Terms of the Contract, have been added by addendum to this contract. In accordance with terms and conditions of the clause, the Contracting Officer may unilaterally exercise any option(s). All other changes to the terms and conditions of this contract shall be made only by written agreement of the parties.

(k) Taxes. The text is deleted and replaced as follows:

(1) Unless otherwise provided in this contract, the contract price includes all applicable taxes and duties, except taxes and duties that the Government of the United States and the Government of Japan have agreed shall not be applicable to expenditures in Japan by or on behalf of the United States.

(2) The Status of Forces Agreement between the Japan and the United States and implementing the Japanese laws authorizes the United States exemption from certain Japanese taxes for materials, supplies, equipment and services procured for official purpose in Japan by the United States Armed Forces or by authorized agencies of the United States Armed Forces. Those taxes include (1) Consumption tax, (2) Gasoline tax and local road tax on gasoline, (3) Diesel oil tax, and (4) Liquefied petroleum gas tax.

(3) The Contractor will submit requests for gasoline or diesel oil tax exemption certificate to the Contracting Officer. This request will show the actual amount of gasoline or diesel oil used exclusively for the performance of this contract, with documentary evidence and detailed item breakdown to support the accurate consumption of gasoline or diesel oil, or other necessary information and data as may be required. The Contracting Officer will issue to the Contractor a tax exemption certificate for the actual amount of gasoline or diesel oil used exclusively for the performance of this contract.

(u) Conciliation. Except as otherwise provided in this contract, any disagreement arising under this contract which is not resolved by the parties to this contract may be submitted to the United States - Japan Joint Committee for conciliation in accordance with Paragraph 10, Article XVIII of the Status of Forces Agreement under Article VI of the Treaty of Mutual Cooperation and Security between Japan and the United States of America. Requests by the Contractor shall be made in accordance with the following procedures:

(1) In the event the Contractor desires conciliation after the decision of the Contracting Officer has been served upon him, he will first file his appeal from such findings of fact with the appropriate authority in accordance with the clause of this contract entitled, “Disputes” and within the time limits described therein before filing a request for conciliation with the Joint Committee and then request the appellate authority under the “Disputes” clause to suspend its action on his appeal until such time as the Joint Committee has had an opportunity for effecting conciliation.

(2) The request for conciliation will be submitted by the Contractor through the nearest Defense Facilities Administration Bureau, to the Contract Conciliation Panel of the Joint Committee. Upon the filing of the request with the Joint Committee, the Contractor will immediately notify the Contracting Officer in writing that the request for conciliation has been filed.

(3) In the event the disagreement submitted to the Joint Committee under subparagraph (2) above has been resolved through conciliation, it will be the responsibility of the Contractor to notify the appellate authority designated in the clause of this contract entitled, “Disputes”, of the settlement of the dispute and to withdraw his appeal.

(4) In the event the Contractor has submitted a request for conciliation to the Joint Committee under subparagraph

(2) above desires, notwithstanding tendency of his request for conciliation, that action by the appropriate authority under the clause of this contract entitled, “Disputes”, be resumed on his appeal, it is his responsibility to so request the said authority in writing. The Joint Committee shall be immediately informed by the Contractor of his action taken hereunder.

(5) No request for conciliation can be submitted to the Joint Committee in the case of a dispute upon which the final decision of the appropriate authority under the clause of this contract entitled, “Disputes”, has been rendered.

Pending the hearing of the conciliation panel, the Contractor shall proceed diligently with the performance of the contract in accordance with the Contracting Officer’s decision. The provisions of this clause shall not prejudice any right which the parties to the contract may have to file in a civil suit.

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR

EXECUTIVE ORDERS--COMMERCIAL ITEMS (MAY 2011) (DEVIATION)

(a) Comptroller General Examination of Record. The Contractor shall comply with the provisions of this paragraph

(a) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records-Negotiation.

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

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

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

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

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (APR 2010) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note).

(ii) 52.219-8, Utilization of Small Business Concerns (DEC 2010) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $650,000 ($1.5 million for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(iii) Reserved.

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

(v) 52.222-35, Equal Opportunity for Special Disabled Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (SEP 2006) (38 U.S.C. 4212).

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

(vii) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC 2010) (E.O.

13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222-40.

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

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

___ Alternate I (AUG 2007) of 52.222-50 (22 U.S.C. 7104(g)).

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

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

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

(xiii) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations. (MAR 2009) (Pub. L. 110-247).

Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

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

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

(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 One (1) vehicle, 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 Sixteen (16) Truck-Tractors with Contractor Chassis;

(2) Any order for a combination of items in excess of Eighteen (18) Truck-Tractors with Contractor Chassis; or

(3) A series of orders from the same ordering office within One (1) day 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 One (1) day 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.

52.216-21 REQUIREMENTS (OCT 1995)

(a) This is a requirements contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies or services specified in the Schedule are estimates only and are not purchased by this contract. Except as this contract may otherwise provide, if the Government's requirements do not result in orders in the quantities described as "estimated'' or "maximum" in the Schedule, that fact shall not constitute the basis for an equitable price adjustment.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. Subject to any limitations in the Order Limitations clause or elsewhere in this contract, the Contractor shall furnish to the Government all supplies or services specified in the Schedule and called for by orders issued in accordance with the Ordering clause. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(c) Except as this contract otherwise provides, the Government shall order from the Contractor all the supplies or services specified in the Schedule that are required to be purchased by the Government activity or activities specified in the Schedule.

(d) The Government is not required to purchase from the Contractor requirements in excess of any limit on total orders under this contract.

(e) If the Government urgently requires delivery of any quantity of an item before the earliest date that delivery may be specified under this contract, and if the Contractor will not accept an order providing for the accelerated delivery, the Government may acquire the urgently required goods or services from another source.

(f) 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 5 Sep 2012 (Basic Period), 5 Sep 2013 (Option One, if Option One is exercised), 5 Sep 2014 (Option Two, if Option Two is exercised), 5 Sep 2015 (Option Three, if Option Three is exercised), 5 Sep 2016 (Option Four, if Option Four is exercised).

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 not later than 15 days before the contract expires.

Note: Since these services will be performed strictly in the country of Japan, the contractor is required to follow the labor standards of Japan. The rate will be adjusted as a result of revisions to prevailing labor rates provided by the Secretary of Labor, as applicable to contracts performed in the United States. Therefore, payment shall be made at the rates specified for the period of performance immediately preceding the period of extended services.

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 at least 45days prior to the contract expiration; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 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.

52.232-19 AVAILABILITY OF FUNDS FOR THE NEXT FISCAL YEAR (APR 1984)

Funds are not presently available for performance under this contract beyond 30 Sep 2011 (Basic Period), 30 Sep 2012 (Option One, if Option One is exercised), 30 Sep 2013 (Option Two, if Option Two is exercised), 30 Sep 2014 (Option Three, if Option Three is exercised), 30 Sep 2015 (Option Four, if Option Four is exercised) . The Government's obligation for performance of this contract beyond that date 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 for performance under this contract beyond 30 Sep 2011 (Basic Period), 30 Sep 2012 (Option One, if Option One is exercised), 30 Sep 2013 (Option Two, if Option Two is exercised), 30 Sep 2014 (Option Three, if Option Three is exercised), 30 Sep 2015 (Option Four, if Option Four is exercised), until funds are made available to the Contracting Officer for performance and until the Contractor receives notice of availability, to be confirmed in writing by the Contracting Officer.

52.232-34 PAYMENT BY ELECTRONIC FUNDS TRANSFER—OTHER THAN CENTRAL CONTRACTOR

REGISTRATION (MAY 1999)

(a) Method of payment. (1) All payments by the Government under this contract shall be made by electronic funds transfer (EFT) except as provided in paragraph (a)(2) of this clause. As used in this clause, the term “EFT” refers to the funds transfer and may also include the payment information transfer.

(2) In the event the Government is unable to release one or more payments by EFT, the Contractor agrees to either--

(i) Accept payment by check or some other mutually agreeable method of payment; or

(ii) Request the Government to extend payment due dates until such time as the Government makes payment by EFT (but see paragraph (d) of this clause).

(b) Mandatory submission of Contractor's EFT information. (1) The Contractor is required to provide the Government with the information required to make payment by EFT (see paragraph (j) of this clause). The

Contractor shall provide this information directly to the office designated in this contract to receive that information (hereafter: “designated office”') by date when the Contractor submits the first invoice using EFT Forms established by DFAS. If not otherwise specified in this contract, the payment office is the designated office for receipt of the Contractor's EFT information. If more than one designated office is named for the contract, the Contractor shall provide a separate notice to each office. In the event that the EFT information changes, the Contractor shall be responsible for providing the updated information to the designated office(s).

(2) If the Contractor provides EFT information applicable to multiple contracts, the Contractor shall specifically state the applicability of this EFT information in terms acceptable to the designated office. However, EFT information supplied to a designated office shall be applicable only to contracts that identify that designated office as the office to receive EFT information for that contract.

(c) Mechanisms for EFT payment. The Government may make payment by EFT through either the Automated Clearing House (ACH) network, subject to the rules of the National Automated Clearing House Association, or the Fedwire Transfer System. The rules governing Federal payments through the ACH are contained in 31 CFR part 210.

(d) Suspension of payment. (1) The Government is not required to make any payment under this contract until after receipt, by the designated office, of the correct EFT payment information from the Contractor. Until receipt of the correct EFT information, any invoice or contract financing request shall be deemed not to be a proper invoice for the purpose of prompt payment under this contract. The prompt payment terms of the contract regarding notice of an improper invoice and delays in accrual of interest penalties apply.

(2) If the EFT information changes after submission of correct EFT information, the Government shall begin using the changed EFT information no later than 30 days after its receipt by the designated office to the extent payment is made by EFT. However, the Contractor may request that no further payments be made until the updated EFT information is implemented by the payment office. If such suspension would result in a late payment under the prompt payment terms of this contract, the Contractor's request for suspension shall extend the due date for payment by the number of days of the suspension.

(e) Liability for uncompleted or erroneous transfers. (1) If an uncompleted or erroneous transfer occurs because the Government used the Contractor's EFT information incorrectly, the Government remains responsible for--

(i) Making a correct payment;

(ii) Paying any prompt payment penalty due; and

(iii) Recovering any erroneously directed funds.

(2) If an uncompleted or erroneous transfer occurs because the Contractor's EFT information was incorrect, or was revised within 30 days of Government release of the EFT payment transaction instruction to the Federal Reserve System, and--

(i) If the funds are no longer under the control of the payment office, the Government is deemed to have made payment and the Contractor is responsible for recovery of any erroneously directed funds; or

(ii) If the funds remain under the control of the payment office, the Government shall not make payment and the provisions of paragraph (d) shall apply.

(f) EFT and prompt payment. A payment shall be deemed to have been made in a timely manner in accordance with the prompt payment terms of this contract if, in the EFT payment transaction instruction released to the Federal Reserve System, the date specified for settlement of the payment is on or before the prompt payment due date, provided the specified payment date is a valid date under the rules of the Federal Reserve System.

(g) EFT and assignment of claims. If the Contractor assigns the proceeds of this contract as provided for in the assignment of claims terms of this contract, the Contractor shall require as a condition of any such assignment, that the assignee shall provide the EFT information required by paragraph (j) of this clause to the designated office, and shall be paid by EFT in accordance with the terms of this clause. In all respects, the requirements of this clause shall apply to the assignee as if it were the Contractor. EFT information that shows the ultimate recipient of the transfer to be other than the Contractor, in the absence of a proper assignment of claims acceptable to the Government, is incorrect EFT information within the meaning of paragraph (d) of this clause.

(h) Liability for change of EFT information by financial agent. The Government is not liable for errors resulting from changes to EFT information provided by the Contractor's financial agent.

(i) Payment information. The payment or disbursing office shall forward to the Contractor available payment information that is suitable for transmission as of the date of release of the EFT instruction to the Federal Reserve System. The Government may request the Contractor to designate a desired format and method(s) for delivery of payment information from a list of formats and methods the payment office is capable of executing. However, the Government does not guarantee that any particular format or method of delivery is available at any particular payment office and retains the latitude to use the format and delivery method most convenient to the Government. If the Government makes payment by check in accordance with paragraph (a) of this clause, the Government shall mail the payment information to the remittance address in the contract.

(j) EFT information. The Contractor shall provide the following information to the designated office. The Contractor may supply this data for this or multiple contracts (see paragraph (b) of this clause). The Contractor shall designate a single financial agent per contract capable of receiving and processing the EFT information using the EFT methods described in paragraph (c) of this clause.

(1) The contract number (or other procurement identification number).

(2) The Contractor's name and remittance address, as stated in the contract(s).

(3) The signature (manual or electronic, as appropriate), title, and telephone number of the Contractor official authorized to provide this information.

(4) The name, address, and 9-digit Routing Transit Number of the Contractor's financial agent.

(5) The Contractor's account number and the type of account (checking, saving, or lockbox).

(6) If applicable, the Fedwire Transfer System telegraphic abbreviation of the Contractor's financial agent.

(7) If applicable, the Contractor shall also provide the name, address, telegraphic abbreviation, and 9-digit Routing Transit Number of the correspondent financial institution receiving the wire transfer payment if the Contractor's financial agent is not directly on-line to the Fedwire Transfer System; and, therefore, not the receiver of the wire transfer payment.

252.212-7001 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR

EXECUTIVE ORDERS APPLICABLE TO DEFENSE ACQUISITIONS OF COMMERCIAL ITEMS (DEC 2010)

(DEVIATION)

(a) In addition to the clauses listed in paragraph (b) of the Contract Terms and Conditions Required to Implement Statutes or Executive Orders--Commercial Items clause of this contract (FAR 52.212-5) (MAR 2011)

(DEVIATION), the Contractor shall include the terms of the following clause, if applicable, in subcontracts for commercial items or commercial components, awarded at any tier under this contract:

252.237-7010

252.237-7019

Prohibition on Interrogation of Detainees by Contractor Personnel (NOV 2010) (Section 1038 of Pub. L. 111-84).

Training for Contractor Personnel Interacting with Detainees (SEP 2006) (Section 1092 of Pub. L. 108-375).

252.247-7003 Pass-Through of Motor Carrier Fuel Surcharge Adjustment to the Cost Bearer (JUL 2009) (Section 884 of Public Law 110-417)

252.247-7023 Transportation of Supplies by Sea (MAY 2002) (10 U.S.C. 2631) 252.247-7024 Notification of Transportation of Supplies by Sea (MAR 2000) (10

U.S.C. 2631)

252.216-7006 ORDERING (MAY 2011)

(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 contract schedule. Such orders may be issued from 1 Sep 2011 through 31 Aug 2012 (1 Sep 2012 through 31 Aug 2013 if Option One is exercised; 1 Sep 2013 through 31 Aug 2014 if Option Two is exercised; 1 Sep 2014 through 31 Aug 2015 if Option Three is exercised; 1 Sep 2015 through 31 Aug 2016 if Option Four is exercised).

(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)(1) If issued electronically, the order is considered “issued'' when a copy has been posted to the Electronic Document Access system, and notice has been sent to the Contractor.

(2) If mailed or transmitted by facsimile, a delivery order or task order is considered “issued'' when the Government deposits the order in the mail or transmits by facsimile. Mailing includes transmittal by U.S. mail or private delivery services.

(3) Orders may be issued orally only if authorized in the schedule.

(End of Clause)

Addenda to Block 27a of SF 1449

LIST OF DOCUMENTS, EXHIBITS, OR ATTACHMENTS:

Title Date Page

Exhibits Pricing Schedule --- 25 Attachment 1 Performance-based Work Statement (PWS) 18 Apr 2011 16 Attachment 2 Quality Assurance Surveillance Plan (QASP) 18 Apr 2011 9 Attachment 3 Past Performance Reference List June 2011 1 Attachment 4 Past Performance Survey June 2011 8

Note: Attachments 2, 3, and 4 will not be a part of the resulting contract.

CLAUSES INCORPORATED BY REFERENCE

52.212-1 Instructions to Offerors--Commercial Items JUN 2008

Addendum to FAR 52.212-1, INSRUCTIONS TO OFFERORS – COMMERCIAL ITEMS (JUN 2008)

This provision is incorporated by reference, and paragraph (c) is modified to read as follows:

(c) Period for acceptance of offers. The offeror agrees to hold the prices in its offer for 90 calendar days from the date specified for receipt of offers.

FAR 52.212-2, EVALUATION – COMMERCIAL ITEMS (JAN 1999) Paragraph (a) is modified to read as follows:

(a) This is a competitive best value source selection in which proposals will be evaluated on an integrated assessment of price and past/present performance, with past/present performance approximately equal to price. The Government will award a contract resulting from this solicitation to the responsible offeror whose proposal conforms to the solicitation requirements and will provide the best value to the Government in terms of the past/present performance and price. The evaluation process shall proceed as follows:

(i) For award purposes, the total evaluated price for each offeror will be evaluated base on the total offered price for CLINs 0001 (Exhibit A) through 4001 (Exhibit E) in accordance with FAR 52.217-9. The total of all CLINs is the total evaluated price and will be used to rank offers. An offeror must therefore propose on all line items including Options. Offered prices to Additional Charges under each Exhibit: Pricing Schedule, Item A015 (and corresponding Items under Options) will not be included in the total price, but will be examined for reasonableness and a finding of unreasonableness shall constitute a basis for removing the offer from consideration for award. In order to meet the requirements of FAR Part 6 and Far Part 17, the price equivalent to the 6 months extension of services authorized by FAR 52.217-8 will be evaluated separately, and will not be factored as part of the total evaluated price for award. The Government will multiply the offeror’s proposed Unit Price by a quantity equivalent to 6 months (i.e. 1 Lot x 0.5 year = 0.5 Lot) for CLINs 0001 through 4001 including Options under FAR 52.217-9, in order to evaluate the extension of services authorized by FAR 52.217-8.

(ii) Using Past Performance Survey, the Government shall seek performance information on all offerors based on (1) the references provided by the offerors and (2) data independently obtained from governmental and commercial sources. The purpose of the past performance evaluation is to allow the Government to assess the offeror’s performance risk (i.e. the Government’s judgment of the probability of an offeror successfully performing the effort described in this solicitation), based on the offeror’s demonstrated present and past performance on relevant contract. Relevancy definitions are listed in Description of Services/General Information under the PWS, Section 1 (Solicitation Attachment 1). The performance confidence assessment process will result in an overall risk rating of Substantial, Satisfactory, Limited, No or Unknown confidence. Past performance regarding predecessor companies, key personnel who have relevant experience, or subcontractors that will perform major or critical aspects of the requirement may be evaluated. Offerors with no relevant past or present performance history shall receive the rating “unknown confidence,” meaning the rating is treated neither favorably nor unfavorably. When relevant performance record indicates performance problems, the Government will consider the number and severity of the problems and the appropriateness and effectiveness of any corrective actions taken (not just planned or promised). The Government may review more recent contracts or performance evaluations to ensure corrective actions have been implemented and to evaluate their effectiveness.

(iii) In evaluating past performance, the Government reserves the right to give greater consideration to information on those contracts deemed most relevant to the effort described in this solicitation.

(iv) If the lowest priced evaluated offer is judged to have a “Substantial Confidence” performance rating and is determined to be responsible, that offer represents the best value for the government and the evaluation process stops at this point. Award shall be made to that offeror without further consideration of any other offers.

(v) If the lowest priced offeror is not judged to have a “Substantial Confidence” performance assessment, the next lowest priced offeror will be evaluated and the process will continue (in order by price) until an offeror is judged to have a “Substantial Confidence” performance assessment or until all offerors are evaluated. The Source Selection Authority shall then make an integrated assessment best value award decision.

(vi) The Government reserves the right to award a contract to other than the lowest priced offer or other than the offeror with the highest rated past performance evaluation.

(vii) Offerors are cautioned to submit sufficient information and in the format specified in paragraph

(a)(viii)(A)(1) below. Offeror’s may be asked to clarify certain aspects of their proposal (for example, the relevance of past performance information) or respond to adverse past performance information to which the offeror has not previously had an opportunity to respond. Communication conducted to resolve minor or clerical errors will not constitute discussions and the Contracting Officer reserve the right to award a contract without the opportunity for proposal revision.

(viii) The Government intends to award a contract without discussions with respective offerors. The

Government, however, reserves the right to conduct discussions if deemed in its best interest.

A. Past Performance Information: Only references for same or similar type contracts desired.

Submit original plus one (1) copy. The response shall consist of (1) Past Performance Reference List and (2) Past Performance Survey.

(1) Past Performance Reference List: Past Performance Reference List (Solicitation Attachment

3) shall be used and submitted from offerors to 374 CONS/LGCZ, by either e-mail (sonomi.yoshihashi.jp@yokota.af.mil) or FAX (042-552-9846), not later than 1600 hours, 6 Jul 2011) to match the information of Past Performance Survey as required in below paragraph (2). Offeror shall submit the reference list of three (3) contracts performed (on-going or completed) as prime contractor, subcontractor, joint ventures and/or teaming partners of the most relevant contracts (similar in scope, size and complexity) for US Government agencies, Government of Japan or its political subdivisions, or commercial customers within the last 3 years of this solicitation release date. Furnish the following information for each reference on the list of contracts information:

1. Name of contracting activity (e.g. Government Agency/Company name)

2. Point of Contact (POC), Contracting Officer and/or Contract Administrator’s phone/FAX number, and e-mail address (if available)

3. Contract number and project title

4. Contract Type (e.g. Firm-Fixed Price, IDIQ, Requirements type)

5. Total contract value

6. Performance period (e.g. date/month/year through date/month/year)

7. Description of contract work performed

8. Contracting Officer’s name and phone number

9. Government Inspector/commercial project manager and phone number

10. List of major subcontractors if applicable

In addition, the offeror may provide information on problems encountered on the contracts identified in A.(1) above and corrective actions taken to resolve these problems. This may include a discussion of efforts accomplished by the offeror to resolve problems encountered on prior contracts as well as past efforts to identify and manage program risk.

(2) Past Performance Survey: The Government requires the Past Performance Information of the contracts identified in Past Performance Reference List from each contracting activity or commercial activities. The offeror shall send out the Past Performance Survey (See Solicitation Attachment 4) to respective Points of Contact (POCs) of contracting activity identified in Past Performance Reference List. The responsibility to send out the Past Performance Survey rests solely with the offeror – i.e., it shall not be delegated to any other entity. Once the Past Performance Survey is completed by your POCs, the information contained therein shall be considered sensitive and shall not be releasable. Past Performance Survey shall be sent directly back to 374 CONS/LGCZ from evaluating agencies/companies, not later than 1400 hours, 21 Jul 2011 by either e-mail (sonomi.yoshihashi.jp@yokota.af.mil) or FAX (042-552-9846 or 011-81-42-552-9846 from U.S.). Offerors are responsible for ensuring that their reference sources receive the Past Performance Survey in time to complete and return the Past Performance Survey to 374th Contracting Squadron. No Past Performance Survey will be accepted directly from the offeror being evaluated. The Government will evaluate the quality and extent of offeror’s experience deemed relevant to the requirements of this RFP. The Government will use information submitted by the offeror and other sources such as other Federal Government offices and commercial sources, to assess experience.

Relevant Contracts. Submit information on contracts that you consider relevant in demonstrating your ability to perform the proposed effort. Include rationale supporting your assertion of relevance. Offerors are required to explain what aspects of the contracts are deemed relevant to the proposed effort, and to what aspects of the proposed effort they relate. This may include a discussion of efforts accomplished by the offeror to resolve problems encountered on prior contracts as well as past efforts to identify and manage program risk. Relevant contracts (similar in scope, size and complexity) may include the work requirement(s) listed in Description of Services/General Information under the PWS, Section 1 (Solicitation Attachment 1).

Subcontractor Consent: Past performance information pertaining to a subcontractor cannot be disclosed to the prime offeror without the subcontractor’s consent. Provide with the proposal a letter from all subcontractors that will perform major or critical aspects of the requirement, consenting to the release of their past performance information to the prime contractor.

B. Past Performance Evaluation:

(1) Based on evaluation results, each offeror will be assigned one of the following ratings:

Rating Description

SUBSTANTIAL

CONFIDENCE

Based on the offeror’s performance record, the government has a high expectation that the offeror will successfully perform the required effort.

SATISFACTORY

CONFIDENCE

Based on the offeror’s performance record, the government has an expectation that the offeror will successfully perform the required effort.

LIMITED

CONFIDENCE

Based on the offeror’s performance record, the government has a low expectation that the offeror will successfully perform the required effort.

NO

CONFIDENCE

Based on the offeror’s performance record, the government has no expectation that the offeror will be able to successfully perform the required effort.

UNKNOWN

CONFIDENCE

No performance record is identifiable or the offeror’s performance record is so sparse that no confidence assessment rating can be reasonably assigned.

(2) Past performance evaluation will be performed based on the following criteria:

1. Recency: Each contract will be confirmed whether the contract has been completed during the past 3 years from this solicitation release date, or is currently in progress.

2. Relevancy: A relevancy determination of the offeror's present and past performance as prime contractor, subcontractor, joint ventures, and/or teaming partners will be made. Higher relevancy will be assessed for contracts that are most similar to the effort, or portion of the effort, for which that contractor is being proposed, and may contribute to an overall higher relevancy score for the offeror. The Government is not bound by the offeror's opinion of relevancy. The following relevancy definitions apply:

Very Relevant: Past/present performance effort involved essentially the same scope and size of effort and complexities this solicitation requires.

Relevant: Past/present performance effort involved much of the same or similar scope and size of effort and complexities this solicitation requires.

Somewhat Relevant: Past/present performance effort involved some of the same or similar scope and size of effort and complexities this solicitation requires.

Not Relevant: Past/present performance effort did not involve any of the same or similar scope and size of effort and complexities this solicitation requires.

3. Quality: Quality assessment is assigned based on the Quality Assessment Criteria evaluated under Paragraph 4 of Past Performance Survey (Solicitation Attachment 4)

(1) Quality of Work

(2) Timely Performance / Schedule

(3) Effectiveness of Management for Resolution of Issues/Problems/Customer Complaints

(4) Compliance with the Applicable Rules, Regs, Laws, including Safety Standards

(b) Options. The Government will evaluate offers for award purposes by adding the total price for all options to the total price for the basic requirement. The Government may determine that an offer is unacceptable if the option prices are significantly unbalanced. Evaluation of options shall not obligate the Government to exercise the option(s).

(c) A written notice of award or acceptance of an offer, mailed or otherwise furnished to the successful offeror within the time for acceptance specified in the offer, shall result in a binding contract without further action by either party. Before the offer’s specified expiration time, the Government may accept an offer (or part of an offer), whether or not there are negotiations after its receipt, unless a written notice of withdrawal is received before award.

(End of Provision)

FAR 52.212-3, OFFEROR REPRESENTATIONS AND CERTIFICATIONS – COMMERCIAL ITEMS

(MAY 2011) (WITH ALTERNATE I (APR 2011))

An offeror shall complete only paragraph (b) of this provision if the offeror has completed the annual representations and certifications electronically at http://orca.bpn.gov. If an offeror has not completed the annual representations and certifications electronically at the ORCA website, the offeror shall complete only paragraphs (e) through (o) of this provision.

(Paragraphs (c), (d), (f), (g), (i), and (k) are not applicable to this solicitation due to the non-applicability of acquisition at overseas.)

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

“Economically disadvantaged women-owned small business (EDWOSB) concern” means a small business concern that is at least 51 percent directly and unconditionally owned by, and the management and daily business operations of which are controlled by, one or more women who are citizens of the United States and who are economically disadvantaged in accordance with 13 CFR part 127. It automatically qualifies as a women-owned small business eligible under the WOSB Program.

“Forced or indentured child labor” means all work or service—

(1) Exacted from any person under the age of 18 under the menace of any penalty for its nonperformance and for which the worker does not offer himself voluntarily; or

(2) Performed by any person under the age of 18 pursuant to a contract the enforcement of which can be accomplished by process or penalties.

“Inverted domestic corporation” means a foreign incorporated entity which is treated as an inverted domestic corporation under 6 U.S.C. 395(b), i.e., a corporation that used to be incorporated in the United States, or used to be a partnership in the United States, but now is incorporated in a foreign country, or is a subsidiary whose parent…