H0117-R-1253_MCX_Gift_Boxes.pdf

IDIQ SERVICE AND S UPPLY CONTRACT

UNITED STATES MARINE CORPS

Marine Corps Community Services (MCCS) Nonappropriated Funds

SOLICITATION, OFFER AND AWARD

1. CONTRACT NUMBER 2. SOLICITATION NUMBER

H0117-R-1253

3. DATE ISSUED

12/28/2017

4. PURCHASE REQUEST NUMBER

kaszubaj-2017-06-15-11-06-56

5. ISSUED BY

BUSINESS AND SUPPORT SERVICES DIVISION (MRB)

3044 Catlin Avenue Quantico, VA 22134

6. ADMINISTRATION OFFICE ADDRESS (If other than block 5)

SOLICITATION

7. Following the instructions in Section L, send sealed offers for receipt no later than January 16, 2018 5:00 PM, local time per the location in Block 5. All offers are subject to all terms and conditions contained in this solicitation.

8. For information contact the Contract Specialist: Ayako Rempola, ayako.rempola@usmc-mccs.org, 703-784-6356.

TABLE OF CONTENTS

9. Sections marked with an “X” are incorporated.

(X) SEC DESCRIPTION PAGE # (X) SEC DESCRIPTION PAGE #

PART I–THE SCHEDULE PART II–CONTRACT CLAUSES

A SOLICITATION/CONTRACT FORM 1 I CONTRACT CLAUSES 20-34

B PRICE AND FEE SCHEDULE 2-5 PART III–LIST OF DOCUMENTS, EXHIBITS, AND OTHER ATTACH

C STATEMENT OF WORK 6-7 J LIST OF ATTACHMENTS 35

D PACKAGING AND MARKING 8 PART IV–REPRESENTATIONS AND CERTIFICATIONS

E INSPECTION AND ACCEPTANCE 9-10 K

REPRESENTATIONS, CERTIFICATIONS,

AND OTHER STATEMENTS OF OFFERORS

36-46

F DELIVERABLES OR PERFORMANCE

11-12

L

INSTRUCTIONS, CONDITIONS, AND

NOTICES TO OFFERORS

41-49

G CONTRACT ADMINISTRATION DATA 14-17

M EVALUATION FACTORS FOR AWARD 50-53

H SPECIAL CONTRACT REQUIREMENTS

18-19

OFFER

10. The offeror agrees, if awarded all or part of the items and/or services solicited, to furnish them according to the price(s)/fee(s), terms and conditions contained in the solicitation and offer. This offer will be valid until _________ calendar days (60 calendar days unless a different period is entered by offeror) after the established date for receipt of offers.

11. ACKNOWLEDGEMENT OF

AMENDMENTS (Offeror acknowledges receipt of amendments to the Solicitation for offerors and related documents numbered and dated).

AMENDMENT NUMBER DATE AMENDMENT NUMBER DATE

12. OFFEROR’S NAME AND ADDRESS (Street, City, State & Zip Code)

CHECK IF REMITTANCE ADDRESS IS DIFFERENT FROM ABOVE, AND ENTER THE

ADDRESS IN SECTION B OF THE SCHEDULE.

13. NAME AND TITLE OF PERSON AUTHORIZED TO

SIGN OFFER (Type or Print)

14. PHONE NUMBER & EMAIL ADDRESS 15. SIGNATURE/DATE

AWARD (To be completed by MCCS)

16. ACCEPTED AS TO ITEMS NUMBERED 17. AMOUNT

18. SUBMIT INVOICES TO

REFER TO INVOICE INSTRUCTIONS AS SET FORTH IN

EACH DELIVERY ORDER.

19. PAYMENT WILL BE MADE BY

20. NAME OF CONTRACTING OFFICER

Kimberly J. Dietzman

21. SIGNATURE OF CONTRACTING OFFICER / DATE

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B. SECTION B: SUPPLIES OR SERVICES AND PRICES/COSTS

B.1 DESCRIPTION (ACNB 0008 APR 2014)

A description of the services to be furnished, the specifications, the time and place of delivery, and any other terms and conditions applicable to the contract, are set forth below, or attached hereto.

B.1.1 Samples: One sample of each box listed in the Schedule and described in the Statement of Work shall be provided with proposal. If sample is not provided, the proposal will be considered not responsive and will not be considered for contract award.

B.2 FIRM-FIXED PRICE INDEFINITE-DELIVERY INDEFINITE-QUANTITY CONTRACT (ACNB

0011) (APR 2016)

This is a Firm-Fixed Price Indefinite-Delivery Indefinite-Quantity

Contract for Marine Corps Community Services (MCCS). The Contractor’s firm-fixed prices for providing products and/or services available under this contract are listed by Contract Line Item Number (CLIN) in the below

Schedule for the base period of performance and option periods of performance, if any. If an option period of performance is exercised by contract modification, the option period and pricing will commence at the end of the then current period of performance. A description of the products and/or services to be furnished, the specifications, the time and place of delivery, and any other terms and conditions applicable to the contract, are set forth below, or attached hereto. MCCS shall only be obligated to the extent that delivery orders are placed against this contract.

The Schedule:

CLIN Description Unit price Quantity Price break

Gift Box: small white; 11-1/2 inch x 8-1/2 inch by 5/8 inch

2 Gift Box: medium white; 15 inch x 9-1/2 inch by 2 inch

3 Gift Box: large white; 19 inch x 12 inch by 3 inch

Jewelry Box-small: 2 piece, cotton filled, white gloss;

2-1/4 inch x 1-1/2 inch x 7/8 inch

Jewelry Box-medium: 2 piece, cotton filled, white gloss;

3-1/2 inch x 3-1/2 inch x 1 inch

Jewelry Box-long: 2 piece, cotton filled, white gloss;

8 inch x 2 inch x 7/8 inch

Jewelry Box-square: 2 piece, cotton filled, white gloss;

1-1/2 inch x 1-1/4 inch x 1-1/2 inch

Base Year: Period of Performance From the date of award to 1 year

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CLIN Description Unit price Quantity Price break

Gift Box: small white; 11-1/2 inch x 8-1/2 inch by 5/8 inch

102 Gift Box: medium white; 15 inch x 9-1/2 inch by 2 inch

103 Gift Box: large white; 19 inch x 12 inch by 3 inch

Jewelry Box-small: 2 piece, cotton filled, white gloss;

2-1/4 inch x 1-1/2 inch x 7/8 inch

Jewelry Box-medium: 2 piece, cotton filled, white gloss;

3-1/2 inch x 3-1/2 inch x 1 inch

Jewelry Box-long: 2 piece, cotton filled, white gloss;

8 inch x 2 inch x 7/8 inch

Jewelry Box-square: 2 piece, cotton filled, white gloss;

1-1/2 inch x 1-1/4 inch x 1-1/2 inch

Option Year One: Period of Performance TBD 2018 - TBD 2019 (one year period)

CLIN Description Unit price Quantity Price break

Gift Box: small white; 11-1/2 inch x 8-1/2 inch by 5/8 inch

202 Gift Box: medium white; 15 inch x 9-1/2 inch by 2 inch

203 Gift Box: large white; 19 inch x 12 inch by 3 inch

Jewelry Box-small: 2 piece, cotton filled, white gloss;

2-1/4 inch x 1-1/2 inch x 7/8 inch

Jewelry Box-medium: 2 piece, cotton filled, white gloss;

3-1/2 inch x 3-1/2 inch x 1 inch

Jewelry Box-long: 2 piece, cotton filled, white gloss;

8 inch x 2 inch x 7/8 inch

Jewelry Box-square: 2 piece, cotton filled, white gloss;

1-1/2 inch x 1-1/4 inch x 1-1/2 inch

Option Year Two: Period of Performance TBD 2019 - TBD 2020 (one year period)

CLIN Description Unit price Quantity Price break

Gift Box: small white; 11-1/2 inch x 8-1/2 inch by 5/8 inch

302 Gift Box: medium white; 15 inch x 9-1/2 inch by 2 inch

303 Gift Box: large white; 19 inch x 12 inch by 3 inch

Jewelry Box-small: 2 piece, cotton filled, white gloss;

2-1/4 inch x 1-1/2 inch x 7/8 inch

Jewelry Box-medium: 2 piece, cotton filled, white gloss;

3-1/2 inch x 3-1/2 inch x 1 inch

Jewelry Box-long: 2 piece, cotton filled, white gloss;

8 inch x 2 inch x 7/8 inch

Jewelry Box-square: 2 piece, cotton filled, white gloss;

Option Year Three: Period of Performance TBD 2020 - TBD 2021 (one year period)

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B.3 PROMPT PAYMENT DISCOUNT (ACNB 0017)

Contractor shall enter prompt payment discount terms:

CLIN Description Unit price Quantity Price break

Gift Box: small white; 11-1/2 inch x 8-1/2 inch by 5/8 inch

402 Gift Box: medium white; 15 inch x 9-1/2 inch by 2 inch

403 Gift Box: large white; 19 inch x 12 inch by 3 inch

Jewelry Box-small: 2 piece, cotton filled, white gloss;

2-1/4 inch x 1-1/2 inch x 7/8 inch

Jewelry Box-medium: 2 piece, cotton filled, white gloss;

3-1/2 inch x 3-1/2 inch x 1 inch

Jewelry Box-long: 2 piece, cotton filled, white gloss;

8 inch x 2 inch x 7/8 inch

Jewelry Box-square: 2 piece, cotton filled, white gloss;

Option Year Four: Period of Performance TBD 2021 - TBD 2022 (one year period)

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B.4 CONTRACTOR’S INFORMATION (ACNA 0006)

Contractor’s name, address, phone and fax numbers, Employer’s

Identification Number, and principal Point of Contact (POC) information.

Contractor’s Name: _

Contractor’s Address: _

EIN: _

Principal POC (name and title):

Phone:

Fax:

Email: _

Technical POC (name and title):

Phone:

Fax:

E-mail:

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C. SECTION C: DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

C.1 SCOPE (ACNC 0001)

The Contractor shall provide or perform the following as required by this contract: Pricing for boxes (base year plus four one-year option periods) listed in The Schedule in Section B.

C.2 BACKGROUND – MR AND MCCS (ACNA 0002-A MAY 2016)

a. The Business and Support Services Division (MR), Headquarters, United States Marine Corps, Quantico, Virginia, under the staff cognizance of the Deputy Commandant for Manpower and Reserve Affairs, is responsible for providing policy, plans, resources, and support to Marine Corps

Community Services (MCCS) activities. MCCS provides commanders with an integrated organization for the development and delivery of Quality of

Life programs and services. MCCS operates family, fitness and recreation, exchange and business, services and other Quality of Life programs and services for Marines and their families. The administration, management and operation of local MCCS activities are the responsibility of each installation commander.

b. MCCS activities are operated on Marine Corps installations on the east and west coasts of the United States; Hawaii; Iwakuni, Japan; and

Okinawa, Japan.

c. MCCS activities are Nonappropriated Fund Instrumentalities of the

Federal government, and are therefore subject to directives issued by the

Department of Defense, the Secretary of the Navy, and the Commandant of the Marine Corps. The MCCS system generates over one billion dollars in sales per year from a wide variety of business operations. Earnings from its major revenue generators are used to help fund non-revenue generating

MCCS programs. Additional information is available at www.usmc-mccs.org.

C.3 STATEMENT OF WORK (ACNC 0012)

C.3.1 REQUIREMENTS

There are two types of boxes: Apparel Boxes and Jewelry Boxes. The boxes shall meet the following minimum criteria:

http://www.usmc-mccs.org/

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C.3.1.1 APPAREL BOXES CRITERIA:

APPAREL BOXES, 2-PIECE,

WHITE GLOSS

DIMENSIONS

Children’s clothing, blouses and lingerie Small 11 1/2 x 8 1/2 x 1 5/8"

Shirt & Sweater Medium 15 x 9 1⁄2 x 2"

Robes/Jackets Large 19 x 12 x 3"

White Gloss-2-Piece Apparel Gift Boxes

100% Recycled content

Offer the option to personalize

Orders are filled and shipped within 14 days of receipt

Ship flat in cartons

C.3.1.2. JEWELRY BOXES CRITERIA:

JEWELRY BOXES, 2-PIECE, COTTON FILLED,

WHITE GLOSS DIMENSIONS

Earrings, Carded

Jewelry Small 2½” x 1½” x 7/8"

Bracelets, Carded

Jewelry Medium 3½” x 3½” x 1"

Necklace Long 8" x 2" x ⅞"

Ring Box Square 1½” x 1¼” x 1½”

White Gloss-2-Piece Jewelry Gift Boxes

Cotton Filled

100% Recycled content

Orders are filled and shipped within 14 days of receipt

C.3.1.3 BACKORDERS.

The Contractor must notify POC listed on delivery order of any items requested that are backordered; within 5 days of receipt of an order.

C.3.1.4 ORDERS THAT MAY BE PAID BY GOVERNMENT PURCHASE (CREDIT) CARD.

In addition to the INVOICING AND PAYMENT (ACNI 0022 MAR 2009) clause within this RFP, orders that are under $5,000.00 may be paid with the

Government Purchase (Credit) Card.

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D. SECTION D: PACKAGING AND MARKING

D.1 PACKAGING AND MARKING (ACND 0012 APR 2012)

Contractor shall comply with the packaging and marking instructions set forth below. MR and MCCS activities reserve the right to charge back excess costs incurred by failure of the Contractor to comply with these instructions. These costs may include transportation, packing, marking, and administrative expenses. Any questions concerning these instructions should be directed to the Contracting Officer.

a. Shipping. All shipments made under this contract shall be prepaid by the Contractor and added to the invoice as a separate line item. Contractor shall ship via carrier designated on contract or individual delivery orders.

b. Packing. Contractor shall pack all shipments to ensure safe delivery in standard packaging which meets the requirements of the

National Motor Freight/Uniform Freight Classification and is necessary to prevent deterioration of contents and damages due to the hazards of shipping, handling, and storage.

c. Marking. Markings by Contractor shall be clear and easily readable. Non-pertinent markings shall be covered or removed. As a minimum requirement, Contractor shall mark each carton in a shipment with the MR or MCCS contract number and, if applicable, the delivery order number. Instructions for other markings, if required, will be indicated by the ordering activity, or the COR.

d. Documentation

(1) Bill of Lading. Contractor shall complete the bill of lading in accordance with the rules of the National Motor Freight/Uniform

Freight Classification.

(2) Packing List. Contractor shall prepare a packing list for each shipment, enclose it in the number one carton, and mark the outside of the carton "Packing List Enclosed." (A detailed copy of the invoice or a copy of the delivery order showing the quantities shipped will suffice as a packing list.) The Contractor shall include the contract number and, if applicable, delivery order number on the packing list.

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E. SECTION E: INSPECTION AND ACCEPTANCE

E.1 INSPECTION OF PRODUCTS AND SERVICES - FIXED PRICE (ACNE 0003)

a. Definitions. "Services", as used in this clause, includes services performed, workmanship, and material furnished or utilized during performance of contract services.

b. The Contractor shall provide and maintain an inspection system, acceptable to MCCS, covering the products and services under this contract. Complete records of all inspection work performed by the

Contractor shall be maintained and made available to MCCS during contract performance and for not less than three (3) years after completion of contract performance.

c. MCCS has the right to inspect and test all products and services called for by the contract, to the extent practicable at all times and places during the term of the contract. MCCS will perform inspections and tests in a manner that will not unduly delay the work.

d. If MCCS performs inspections or tests on the premises of the

Contractor or a subcontractor, the Contractor shall furnish, and shall require subcontractors to furnish, without additional charge, all reasonable facilities and assistance for the safe convenient performance of these duties.

e. If any of the services do not conform to contract requirements, MCCS may require the Contractor to perform the services again in conformity with contract requirements at the Contractor's expense. When the defects in the services cannot be corrected by reperformance, MCCS may

(1) require the Contractor to take necessary action to ensure that future performance conforms to contract requirements and (2) reduce the contract price to reflect the reduced values of the services performed.

f. If the Contractor fails to promptly perform the services again or to take the necessary action to ensure future performance in conformity with contract requirements, MCCS may: (1) by the contract or otherwise, perform the services and charge to the Contractor any cost incurred by

MCCS that is directly related to the performance of such service, or (2) terminate the contract for default.

g. MCCS has the right either to reject or to require correction of nonconforming products or services. Products or services are nonconforming when they are defective in material or workmanship or are otherwise not in conformity with contract requirements. MCCS may reject nonconforming products or services with or without disposition instructions.

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h. The Contractor shall remove products or services rejected or required to be corrected. However, the Contracting Officer may require or permit correction in place, promptly after notice, by and at the expense of the Contractor. The Contractor shall not tender for acceptance corrected or rejected products or services without disclosing the former rejection or requirement for correction, and, when required, shall disclose the corrective action taken.

i. If the Contractor fails to promptly remove, replace, or correct rejected products or services that are required to be removed or to be replaced or corrected, MCCS may either (1) by contract or otherwise, remove, replace, or correct the products or services and charge the cost to the Contractor or (2) terminate the contract for default.

E.2 ACCEPTANCE (ACNE 0005)

Acceptance of services and/or deliverables occurs when services and deliverables have been reviewed and approved, in writing, by the

Contracting Officer or his authorized representative. Acceptance shall be conclusive, except for latent defects, fraud, gross mistakes amounting to fraud, or as otherwise provided in the contract.

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F. SECTION F: DELIVERABLES AND PERFORMANCE

F.1 DELIVERABLES (ACNF 0002 MAR 2014)

Deliverables under this contract, beyond the supplies and/or services described in Section C, shall consist of the following and shall be submitted as required:

a. [List additional requirements, such as operation manuals, etc.

Reference paragraphs from Section C as appropriate.] b.

F.2 SUBMITTAL / DELIVERY ADDRESS (ACNF 0001 MAR 2014)

The Contractor shall submit deliverables prepaid to the following address:

Orders will be issued on separate Delivery Orders with specific quantities and shipping instructions.

F.3 DELIVERY ORDERS (ACNF 0017 APR 2014)

MCCS, MCX activities, or other NAFIs (i.e., Other Federal Entities) will issue their own delivery order referencing this contract. The Contractor agrees that orders from these activities do not obligate MR in any manner, and the Contractor shall look solely to these activities for payment, as well as for all other contract rights or obligations.

a. Delivery orders issued will include the following information:

quantity, delivery location, and local point of contact with phone numbers, fax numbers, and email addresses; invoicing address and payment procedures (in addition to invoice and payment instructions outlined in this contract).

b. Delivery orders may be issued from date of contract award through the effective contract period as identified in the contract. 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, MR, MCCS, MCX or other NAF activity'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.

c. All delivery orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order and this contract, the contract shall supersede the delivery order.

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d. A delivery order is considered "issued" on the date the MCCS or

MCX activity emails or faxes the order or mails the order via U.S Postal

Service or other delivery service.

F.4 PERFORMANCE (ACNF 0018 APR 2014)

The Contractor shall provide the deliverables and perform the services identified in this contract in a professional manner according to the highest industry standards. Failure of parties to agree on this performance will be a dispute handled under the disputes or claims clause.

F.5 MINIMUM QUALITY (ACNF 0004 MAR 2014)

Services and products provided under this contract will be equal to those provided by first quality commercial operations. Contractor shall ensure the finished products are in accordance with the designs, formulas, recipes, and specifications, which are customary and standard for the type of operation conducted.

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G. SECTION G: CONTRACT ADMINISTRATION DATA

G.1 EFFECTIVE DATE OF CONTRACT AND CONTRACT PERIOD OF PERFORMANCE (ACNG

0001)

a. This contract is effective the date of contract award, as signed by the MR or MCCS contracting officer on the Contract Award Form, for a period of one year with four one-year renewal options unless extended or terminated in accordance with the contract clauses.

b. This contract will be automatically terminated in the event of the discontinuance of the operation of MCCS without cost or liability to either party. In all other instances, the provisions covering termination as set forth in Section I shall apply.

G.2 OPTION TO EXTEND THE TERM OF THE CONTRACT (ACNG 0002)

a. MR or MCCS may extend the term of this contract by written unilateral modification issued 30 days prior to the end of the current contract performance period provided that MR or MCCS gave the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract performance period ends. The preliminary notice does not commit MR or MCCS to an extension.

b. If MR or MCCS exercises this option, the extended contract shall be considered to include this option provision.

c. Option to extend services. MR or MCCS 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 unilateral modification issued 60 days prior to the end of the contract performance period.

d. The total duration of this contract, including the exercise of any options under this clause, shall not exceed five (5) years and six (6) months.

G.3 APPOINTMENT OF CONTRACTING OFFICER'S REPRESENTATIVE (COR) (ACNG 0004

SEP 2014)

a. The Contracting Officer will appoint a COR, in writing, to perform various duties during the term of the contract.

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b. The COR may not change the terms or conditions of this contract, may not interpret it, nor execute or agree to any contract modifications thereto. Only the Contracting Officer can authorize modifications to the terms and conditions of this contract, including deviations from specification requirements. In the event that the Contractor does deviate without written approval of the Contracting Officer, such deviation shall be at the Contractor's own risk. Any costs related to the Contractor's unauthorized deviation shall be borne by the Contractor.

c. The Contractor will be provided a copy of the COR appointment letter after contract award.

G.4 INVOICING AND PAYMENT FOR DELIVERY ORDERS (ACNG 0016 APR 2014)

a. Contractor shall prepare and submit a proper invoice as stated in this contract and shall mail invoices directly to the address stated in the delivery order.

b. Payment will be made by the ordering activity after receipt and approval of a proper invoice, Net 30 days, unless special discounts or other payment terms are specified in this contract. The Contractor's invoice date shall not be prior to shipment of goods or performance of services required under the delivery order unless otherwise agreed in writing by the contracting officer.

G.5 PRICE REVISIONS (ACNG 0007)

The prices established in this contract shall remain firm for the period of the contract. However, if Contractor offers to industry or government at large any price decreases on the items of equipment, products, or service included in this contract which become effective during the term of the contract, the price decreases will be passed on to MCCS as to any portion of contract performance not completed at time of implementation of price decreases by Contractor to the extent the decreased prices would be lower than the prices in this contract and/or unless the parties hereto mutually agree to a price adjustment in which event the adjustment shall become effective only on the effective date of a written modification to the contract. Any request by the Contractor for adjustment of price(s) must be made in writing to the Contracting Officer, and must provide sufficient factual information and data to substantiate the proposed revision, including a clear and definite identification of existing cost factors which could not be identified at the time of entering into the contract. Any price adjustment under this provision is subject to negotiation, mutual agreement of the parties, and the accomplishment of a finalized written modification to the contract. Contractor has no expressed or implied right to a price adjustment by reason of this clause.

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G.6 USE OF CONTRACT BY OTHER FEDERAL ENTITIES (ACNG 0013 MAY 2016)

a. Federal Statute and Department of Defense (DoD) Procurement Policy encourage DoD Non-appropriated Fund Instrumentalities (NAFIs) to enter into contracts or other agreements with other Federal Government entities, where it is advantageous to do so. It is solely within the discretion of each entity to decide whether or not to participate.

b. This is a Nonappropriated Fund (NAF) Contract.

c. The prices, costs, rates, commissions/fees, terms and conditions and any other contract provision are non-negotiable absent modification, change or amendment by an authorized contracting officer of the NAFI that issued this Contract.

d. Any dispute and/or claim shall be submitted to the NAF contracting office that issued this Contract for any required adjudication. Any issue between an ordering entity (other than the NAFI that issued this Contract) and the Contractor, which cannot be resolved without formal action by the

Contracting Officer (e.g., delivery/task order, modification, final decision letter, termination action, etc.) will be referred to the

Contracting Officer of the NAFI that issued this Contract for action. Any issue that appears to require formal contract action, and/or that is a potential dispute or claim will be brought to the attention of the

Contracting Officer of the NAFI that issued this Contract.

e. The Contractor shall perform the Contract requirements in accordance with this Contract regardless of which entity places an order against this Contract. The terms and conditions of this Contract shall apply to all performance under this Contract, without regard to ordering entity, delivery or performance site, location or facility.

f. If the Contractor cannot fulfill a delivery/task order, regardless of reason, the Contractor shall immediately advise the ordering entity.

Generally, such notice shall be provided within one (1) business day of the date and time the Contractor is aware (or should have been aware) that the order could not be fulfilled.

g. The sites, locations, or facilities identified herein as being required in this Contract are not all inclusive of the number of sites, locations, or facilities that may be added in the future; however, this

Contract does not create a right of first refusal and does not require, guarantee, or imply the addition of any sites, locations, or facilities to this Contract. Additional sites, locations, or facilities identified in a delivery/task order that are not listed in the Contract, will be added to the Contract by Contract Modification by an authorized Contracting Officer of the NAFI that issued this Contract.

h. No additional quantities are guaranteed or implied as a result of this clause.

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i. Other Federal entities authorized to place delivery/task orders against this contract include:

(1) Army and Air Force Exchange Service (AAFES),

(2) U. S. Army Family and MWR Command (FMWRC),

(3) Air Force Nonappropriated Fund Purchasing Office (AFNAFPO),

(4) U. S. Marine Corps Business and Support Services Division (MR) and Marine Corps Community Services (MCCS),

(5) Navy Exchange Command (NEXCOM) and Navy Exchange System (NES),

(6) Commander, Navy Installations Command (CNIC), Fleet and Family

Readiness (F&FR)

(7) Coast Guard Exchange System (CGES); and

(8) Other Federal activities not specifically named in this

Contract.

j. More favorable prices, costs, rates, commissions, fees, terms and conditions than reflected in this Contract may be offered by the

Contractor to the various ordering entities and/or negotiated by the ordering entities based upon economic factors that support such mutually agreed to arrangements, provided that:

(1) any such agreement is made in writing; and

(2) a complete copy of any such agreement is given to the

Contracting Officer of the NAFI that issued the Contract, prior to performance.

k. The NAFI that issued this Contract is not responsible or liable for payment related to delivery/task orders issued by another entity. The entity that issues a delivery/task order is solely responsible for payment in accordance with applicable Federal laws. Each delivery/task order issued will include:

(1) Contract number against which order is placed;

(2) Location where delivery/performance will take place and required delivery / performance date(s);

(3) Complete contact information for both the ordering entity and any other point of contact that the Contractor may need to complete the order;

(4) Invoicing and payment instructions and/or procedures for remitting commission/license fee payments to the ordering entity.

l. On a quarterly basis (15 Jan, 15 Apr, 15 Jul, 15 Oct), unless a different reporting requirement is specified elsewhere in this Contract, the Contractor shall provide the Contracting Officer with a written report recapping all expenditures by item or service including a total for all entities that have placed orders during the preceding quarter.

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G.7 ORDERS PLACED BY AAFES (ACNG 0014 OCT 10)

a. This Contract has a clause authorizing the Army and Air Force

Exchange (AAFES) to make purchases of items and/or services at the agreed upon Contract pricing. AAFES uses the Oracle Advanced Procurement (OAP)

Application to issue orders using a ten digit number starting with "73" to distinguish them from other entities.

b. Before AAFES can place an order against this Contract, they will first create a "contract agreement number" in their OAP Application with a number in the following format: 730000####. Any orders placed by AAFES utilizing their OAP Application will reference the MR/MCCS Contract number for clarification purposes. Orders placed against the MR/MCCS Contract will still be issued in accordance with the MR/MCCS Contract's terms and conditions.

c. Your company is invited to register with AAFES to use their

Oracle iSupplier portal free of charge to view orders, review payment status of orders and other information. You may contact the AAFES Help

Desk at 1-800-493-6017 or email at CPSupport@aafes.com for more information.

G.8 ORDER OF PRECEDENCE (ACNG 0015-B SEP 2015)

In the event of a conflict among contract documents, the order of precedence shall be in descending order of importance: this contract document consisting of sections A-J, written modifications signed by the contracting officer, delivery orders issued against the contract, any material incorporated by reference.

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H. SECTION H: SPECIAL CONTRACT REQUIREMENTS

H.1 PUBLIC DISCLOSURE OF WORK UNDER THIS CONTRACT (ACNH 0017 DEC 2016)

a. Public disclosure of information derived from or knowledge gained as a result of work under this contract whether by press release, word of mouth, written correspondence, or any other means is prohibited without the advance written consent of the Contracting Officer. Any request for authority to release such information will be made in writing and submitted by the Contractor to the Contracting Officer. Each request will be documented with sufficient evidence to justify the requested release as being in the best interest of the public. Final determination with regard to the necessity of public disclosure of such information remains solely with the Contracting Officer.

b. As used in this clause, the prohibition against "public disclosure" is defined to include a prohibition against disclosure to any governmental agency or unit other than MCCS, Marine Corps Business and

Support Services Division (MR) or the Commandant of the Marine Corps

(CMC), as well as any individual or group of individuals outside of MCCS, MR or CMC.

c. Contractor agrees to insert the clauses in paragraphs a. and b., above, in any and all subcontracts hereunder relating to performance of work under this contract.

H.2 MCCS - CONTRACTOR RELATIONSHIP (ACNH 0029 MAY 2016)

a. MCCS and the Contractor understand and agree that the materials and services to be delivered under this contract by the Contractor to MCCS are non-personal services and the parties recognize and agree that no employer-employee relationship exists or will exist under the contract between MCCS and the Contractor’s personnel. It is, therefore, in the best interest of MCCS to afford the parties a full and complete understanding of their respective obligations.

b. Contractor personnel under this contract shall not be placed in a position where they are under the supervision, direction, or evaluation of an MCCS employee. Contractor personnel under this contract shall not be placed in a position of command, supervision, administration or control over MCCS personnel, or over personnel of other Contractors under other

MCCS contracts, or become a part of the MCCS organization.

c. Employee relationship. The services to be performed under this contract do not require the Contractor or his/her personnel to exercise personal judgment and discretion on behalf of the MCCS. Rather the

Contractor's personnel will act and exercise personal judgment and discretion on behalf of the Contractor. Rules, regulations, directives, and requirements that are issued by the MCCS under its responsibility for

H0117-R-1253 Page 19 of 53 good order, administration, and security are applicable to all personnel who enter the military installation or who travel on MCCS transportation.

This is not to be construed or interpreted to establish any degree of MCCS control that is inconsistent with a non-personal services contract.

d. Inapplicability of employee benefits. This contract does not create an employer-employee relationship. Accordingly, entitlements and benefits applicable to such relationships do not apply.

e. Notice. It is the Contractor's, as well as, the MCCS' responsibility to monitor contract activities and notify the Contracting

Officer if the Contractor believes that the intent of this clause has been or may be violated.

H.3 MODIFICATIONS (ACNH 0037 OCT 2014)

Any changes to this agreement must be made by written modification and executed by the MCCS Contracting Officer or Buyer.

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I. SECTION I: CONTRACT CLAUSES

I.1 DEFINITIONS (ACNI 0001 MAY 2016)

As used throughout this contract, the following terms shall have the meaning set out below:

a. "MR" identifies the Business and Support Services Division, Headquarters, United States Marine Corps. "MCCS" identifies United States

Marine Corps Community Services activities. Unless specified otherwise, the term “MCCS” or “NAFI” as used throughout the contract shall refer to both MR and MCCS.

b. "Contract" identifies this contract or any modification thereto.

c. "Contracting Officer" means a person authorized in writing to execute and administer the contract on behalf of MR and MCCS. It includes said contracting officer's successor or successors. (NOTE: Only the contracting officer may waive or change contract terms; impose additional contract requirements, issue cure, show cause, or termination notices; or render final decisions according to contract terms.) Other MCCS and government officials who are by virtue of their positions concerned with the administration and operation of this contract may take certain administrative actions in behalf of the contracting officer. These officials may conduct inspections, process and collect contract payments, make administrative decisions, and perform other duties of an administrative nature. All questions concerning the authority of other

MCCS or government officials should be referred to the contracting officer.

d. "Contractor" means the individual, partnership, corporation, or other entity which is a party to this contract and who is responsible for all actions, performance and work thereunder, to include that of any subcontractor.

I.2 LEGAL STATUS (ACNI 0002 SEP 2014)

Marine Corps Community Services (MCCS) activities are an integral part of the Department of Defense, and are a Non-Appropriated Fund Instrumentality

(NAFI) of the United States Government. MCCS contracts are United States contracts; however, they do not obligate appropriated funds of the United

States except for a judgment or compromise settlement in suits brought under provisions of the Contract Disputes Act (41 USC §601-613), in which event MCCS will reimburse the United States Government (31 USC §1304 [c]).

MCCS procurement is governed by Department of Defense Instruction (DODI)

4105.67 available at http://www.dtic.mil/whs/directives/ and Marine Corps Order 7010.20 available at http://www.marines.mil/news/publications.aspx. (NOTE: The

Federal Acquisition Regulation [FAR] published pursuant to the Office of

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Federal Procurement Policy Act of 1974, as amended, applies to procurements with appropriated funds. It does not apply to MCCS procurement except for those provisions of the FAR that have been administratively adopted by MCCS.)

I.3 EXAMINATION OF RECORDS (ACNI 0003 MAR 2009)

a. This clause is applicable if the amount of this contract exceeds

$10,000 and the contract was entered into by means of negotiation. The

Contractor agrees that the Contracting Officer or his duly authorized representative shall have the right to examine and audit the books and records of the Contractor directly pertaining to the contract during the period of the contract and until the expiration of three (3) years after final payment under the contract.

b. The Contractor agrees to include clause "a" in all subcontracts hereunder which exceed $10,000.

I.4 OFFICIALS NOT TO BENEFIT (ACNI 0004 MAR 2009)

No member of or delegate to Congress, or resident commissioner, shall be admitted to any share or part of this contract, or to any benefit that may arise therefrom; but this provision shall not be construed to extend to this contract if made with a corporation for its general benefit.

I.5 GRATUITIES (ACNI 0005 MAR 2009)

a. The MR or MCCS may terminate the right of the Contractor to proceed if, after notice and hearing, the agency head or designee determines that the Contractor, its agent, or another representative—

(1) Offered or gave a gratuity (i.e., entertainment or gift) to an officer, official, or employee of the MR or MCCS or Marine Corps; and

(2) Intended, by the gratuity, to obtain a contract or favorable treatment under a contract.

b. If this contract is terminated per this clause, the MR or MCCS is entitled to pursue the same remedies as in a breach of the contract.

I.6 ORAL REPRESENTATIONS (ACNI 0006 MAR 2009)

This written contract includes the entire agreement between the parties.

MR and MCCS will not be bound by any oral or written representation not included in the written contract or a change or amendments thereto. MR and MCCS will not be bound by any terms on Contractor forms or letter unless such terms are specifically agreed to and incorporated in the contract and signed by the Contracting Officer.

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I.7 CHANGES (ACNI 0007 APR 2012)

The Contracting Officer may at any time, by a written order, make changes within the general scope of the contract, in any one or more of the following: (a) specifications (including drawings and designs); (b) time or place of delivery; (c) method or manner of performance of the work; (d)

MR or MCCS furnished facilities, equipment, materials, services, or site;

or (e) accelerating the performance of work. If any such change causes an increase or decrease in the cost of performing this contract, the

Contracting Officer will make an equitable adjustment in the contract price and the contract will be modified in writing accordingly. Any claim by Contractor for adjustment under this clause must be asserted no later than 30 days from the date of receipt by the Contractor of the notification of change. Claims for constructive changes to the contract will not be considered.

I.8 REPRESENTATIONS (ACNI 0008 MAR 2009)

The Contractor shall not represent itself to be an agent or representative of MR, MCCS or any other agency or instrumentality of the United States.

I.9 ADVERTISEMENTS (ACNI 0009 MAR 2009)

The Contractor shall not represent in any manner, expressly or by implication, that items or services purchased or sold under this contract are approved or endorsed by any element of the U.S. Government. Any advertisement by the Contractor which refers to a military resale or MCCS activity will contain a statement that the advertisement was neither paid for nor sponsored, in whole or in part, by the particular activity.

I.10 SUBCONTRACTING (ACNI 0010 MAR 2009)

Contractor shall not subcontract any part of the work to be performed without the prior written consent of the Contracting Officer. Any subcontractor used in connection with this contract is the agent of the

Contractor and not the agent of MR and MCCS.

I.11 ASSIGNMENT (ACNI 0011 MAR 2009)

Contractor shall not assign its rights or delegate its obligations under this contract without the prior written consent of the Contracting

Officer.

I.12 REPRESENTATIVES (ACNI 0012 MAR 2009)

Contractor is fully responsible for the actions of all contractor employees, agents, and representatives. Books and records of contractor

H0117-R-1253 Page 23 of 53 representatives are subject to examination and audit under the Examination of Records clause of the contract.

I.13 TAXES (ACNI 0013 MAR 2009)

a. Contractor assumes complete and sole liability for all federal, state, and local taxes applicable to the property, income, and transactions of the Contractor. The prices charged MR and MCCS under this contract will be deemed to include all applicable taxes. The prices charged will not include any amount for taxes which are not applicable:

(1) by reason of MCCS legal status as an instrumentality of the

United States government; or

(2) by reason of MR and MCCS immunity from direct state or local taxation; or

(3) by reason of federal, state, or local tax exemptions for sales to the Federal Government; or

(4) otherwise, such as items purchased for export.

b. It will be the sole responsibility of Contractor to demonstrate, to the reasonable satisfaction of the Contracting Officer, the applicability and amount of any taxes which are included in the prices charged MR and MCCS. The Contracting Officer, upon request, will furnish additional documentation to support tax exemptions if required by an appropriate tax authority.

I.14 PERMITS AND LICENSES (ACNI 0014 MAR 2009)

Contractor shall, at his own expense, obtain all necessary permits, give all notices, pay all license fees and comply with all laws, rules, ordinances, and regulations relating to the preservation of the public health or applicable to the service or business carried on under this contract. The burden of determining applicability of licensing requirements, laws, ordinances, and regulations for Contractor and his employees rests with the Contractor.

I.15 NON-WAIVER OF DEFAULTS (ACNI 0015 MAR 2009)

Any failure by MR and MCCS at any time or from time to time to enforce or require strict performance of any terms or conditions of this contract will not constitute waiver thereof and will not affect or impair such terms and conditions in any way or MR and MCCS' right at any time to avail itself of such remedies as it may have for breach or breaches of such terms and conditions.

I.16 INDEMNIFY AND HOLD HARMLESS (ACNI 0016 MAR 2009)

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a. Contractor shall indemnify, hold harmless and defend MR and MCCS and all other agencies and instrumentalities of the United States, their agents, representatives, employees and customers from any and all suits, judgments and claims, including those established by or pursuant to court decisions, to international agreements, or duly promulgated regulations of the United States Government, and all charges and expenses incident thereto which arise out of or in connection with:

(1) The alleged or established violation or infringement of any patent, license, copyright or trademark rights asserted by any third party with regard to items or services provided by Contractor;

(2) Loss, death, damage or injury alleged or established to have arisen out of or in connection with products, services, or equipment provided by Contractor, unless such loss, death, damage, or injury was caused by or resulted solely from the acts or omissions of MR, MCCS, its agents, representatives, or employees.

(3) Any loss, death, damage, or injury alleged or established to have arisen out of or in connection with any other acts or omissions of the Contractor, the Contractor's subcontractors, representatives, agents, or employees.

b. MR and MCCS will give Contractor notice and an Opportunity to defend.

I.17 INSURANCE (ACNI 0017 MAR 2009)

The Contractor shall maintain, during any contract period, insurance coverage as stated in this contract, with insurance company(ies) acceptable to MR and MCCS. All liability insurance coverage will name the

United States, MR, and MCCS as additional and several insureds for claims, demands, suits, judgments, costs, charges, and expenses arising out of or in connection with any loss, damage, or injury resulting from the negligence or other fault of Contractor, or Contractor's agents, representatives, or employees.

I.18 WARRANTY (ACNI 0018 MAR 2009)

Contractor warrants that:

a. The items furnished shall be merchantable, and fit and sufficient for the use intended and are not "seconds" as the term is normally understood in the trade. This warranty shall survive acceptance by MR and

MCCS of the items and is in addition to other warranties of additional scope given by the Contractor to MR and MCCS.

b. The items or services furnished under this contract are covered by the most favorable warranties the Contractor gives to any customer for

H0117-R-1253 Page 25 of 53 such items or services and that the rights and remedies provided in the

Contractor's warranties are in addition to and do not limit any rights afforded to MR and MCCS by any other clause of this contract.

c. Where applicable, the items furnished under this contract have been manufactured in accordance with Underwriter's Laboratories, Inc. (UL) standards, or if manufactured overseas, the overseas equivalent of UL and the applicable item and/or component items carry the appropriate UL or overseas equivalent Seal of Approval.

d. Items, packing, and packaging provided will comply with all contract terms and with all laws, rules, and regulations applicable to delivery for domestic resale. Contractor shall comply with the Magnuson-

Moss Warranty Act on all sales to MR and MCCS.

I.19 ITEM SUBSTITUTION AND VARIATION IN QUANTITY (ACNI 0019 MAR 2009)

No substitution or variation in the quantity of any item called for by this contract will be accepted unless authorized by the Contracting

Officer.

I.20 NON-EXCLUSIVE CONTRACT (ACNI 0020 MAR 2009)

Unless specified elsewhere, this contract does not establish Contractor as the sole supplier of goods or services to be provided on this military installation.

I.21 INVOICING AND PAYMENT (ACNI 0022 MAR 2009)

a. Invoicing Instructions. In order to be considered proper invoices for purposes of the Prompt Payment Act, invoices must be submitted as follows:

(1) Contractor must prepare a separate numbered invoice for each order or part of an order. Do not consolidate multiple purchase orders on one invoice. Additionally, when partial shipments are authorized, use a separate invoice. Do not duplicate an invoice number used for prior billings.

(2) Invoices must be issued by the company whose name is on the contract/order (unless otherwise authorized by Contracting Officer) and must contain the following minimum information to enable timely payment:

(a) Name of Contractor.

(b) Invoice date. This cannot be a date earlier than the ship date required by the contract or purchase/delivery order. In the event that the invoice date is a date earlier than the required ship date, MR and MCCS retains the right either to return the improper invoice to the

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Contractor for correction or to change the invoice date to be the required ship date. In the event that an improper invoice is returned to a

Contractor because the date on the invoice is earlier than the required ship date or because the invoice is improper for any other reason, the invoice date, for purposes of prompt payment discounts, will be considered to be the date of receipt of the corrected, proper invoice.

(c) Contract or purchase/delivery order number.

(d) Item description and quantity shipped/delivered.

(e) Contract/order line item number (CLIN), item cost, and total.

(f) Shipping and discount terms, including prompt payment discounts, and special allowance(s) if included in the contract. Prompt payment discounts and special allowances must be shown on the invoice using percentage figures only. Do not deduct any of these from the item cost or from the invoice total.

(g) "Ship To" address as shown on order or contract.

(h) Freight charges (on FOB origin shipments).

(i) Name, title and phone number of Contractor's contact person.

(j) Complete "remit to" mailing address on the invoice to indicate where Contractor's payment is to be sent. This address must be the same address as on the contract unless in accordance with paragraph b.(8) below.

(3) Correcting invoices and credit memos must be marked as such and must cross-reference the corrected invoice.

b. Payment

(1) A proper invoice is an invoice which contains all of the information/documentation specified in paragraph a.(2) above, and is sent to the address specified in the contract or purchase/delivery order for the designated MR or MCCS paying office. Improper invoices may be returned without payment to the Contractor.

(2) The net payment date for MR and MCCS contracts is established at 30 days after receipt of a proper invoice. Discounts for prompt payment, if included in the contract, will be applied as follows:

(a) If the contract or purchase order specifies a prompt payment discount period of less…