H0315-R-0002_Gas_Pump_Tamper-Evident_lables_Sections_6-8-15.pdf

MARINE CORPS COMMUNITY SERVICES

SOLICITATION, OFFER, AND AWARD (Nonappropriated Funds)

This is a negotiated Request for Procurement (RFP).

Award will be made on this form or by other official written notice.

1. Solicitation No.

H0315-R-0002

2. Date Issued.

08 June 2015

3. Contract No. 4. Type of Product/Service

Gas Pump Tamper-Evident Labels

5. ISSUED BY/ADDRESS OFFER TO

Headquarters, U.S. Marine Corps NAF Business and Support Services Division (MR) Procurement Branch (MRB) 3044 Caitlin Avenue Quantico, VA 22134-5099

6. ADMINISTRATION OFFICE ADDRESS (if other than Block 5)

Jamie Fullinwider Phone: (703) 784-3804 Email: fullinwiderjl@usmc-mccs.org

SOLICITATION

7. Following the instructions in Section L, send sealed offers for receipt no later than _SEE Provision L.15_______________________. All offers are subject to the following:

a. The attached Solicitation instructions and Conditions. Receipt of Questions by: 22 June 2015

b. The Contract Clauses, which are attached or incorporated herein by reference. Receipt of Proposal by: 13 July 2015 by (per provision L.15)

c. The attached Schedule.

d. Such other provisions, representations, certifications, and specifications as are attached or incorporated herein by reference. (Attachments are listed in the Schedule.)

FOR INFORMATION CALL _Jamie Fullinwider________________, CONTRACT SPECIALIST, AT _(703) 784-3804__________________ (No collect calls):

8. The Sections marked with an "X" are incorporated.

(x) SEC DESCRIPTION PAGE(S) (X) SEC DESCRIPTION PAGE(S)

PART I - THE SCHEDULE PART II - CONTRACT CLAUSES

X A SOLICITATION/CONTRACT FORM 1 X I CONTRACT CLAUSES 15-31

x B PRICE AND FEE SCHEDULE 2- 4 PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACH.

x C STATEMENT OF WORK 5-6 x J LIST OF ATTACHMENTS 32 x D PACKAGING AND MARKING 7 PART IV - REPRESENTATIONS AND INSTRUCTIONS x E INSPECTION AND ACCEPTANCE 8 x K REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

33-35 x F DELIVERABLES OR PERFORMANCE 9 x G CONTRACT ADMINISTRATION DATA 10-11 x L INSTR., CONDS., AND NOTICES TO

OFFERORS

36-41 x H SPECIAL CONTRACT REQUIREMENTS 12-14 x M EVALUATION FACTORS FOR AWARD 42-43

OFFER

9. 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 proposal. This proposal will be valid until __60____ calendar days (60 calendar days unless a different period is entered by offeror) after the date for receipt of proposals established above.

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

Amendment No. Date Amendment No. Date

11. OFFEROR'S NAME & ADDRESS (Street, City, State, & ZIP Code) (Include Telephone and FAX Numbers)

If remittance address is different than above, check the space __________ and enter such address in Section B of the Schedule.

12. PRINTED OR TYPED NAME AND TITLE OF PERSON AUTHORIZED TO

SIGN OFFER

13. SIGNATURE

14. DATE

AWARD (To be completed by Contracting Activity)

15. ACCEPTED AS TO ITEMS NUMBERED

16. AMOUNT

17. ADMINISTERED BY (If other than Block 5).

18. SUBMIT INVOICES (4 copies unless otherwise specified) TO ADDRESS

SHOWN IN BLOCK

20. PAYMENT WILL BE MADE BY

19. ACCOUNTING DATA

21. NAME AND SIGNATURE OF CONTRACTING OFFICER 22. AWARD DATE

MR FORM 319 (APR 00)

RFP No. H0315-R-0002

SECTION B - PRICE SCHEDULE (Nonappropriated Funds)

B-1 A description of the products and services to be furnished, the specifications, the time and place of delivery, and any other terms and conditions applicable to this contract, are set forth below, or attached hereto.

B-2 This is a Firm-Fixed Price Requirements Contract. The

Contractor shall enter below firm-fixed prices as detailed herein and as further defined by any subsequent delivery orders that may be placed against this Requirements Contract. Shipping shall be determined at time of delivery order.

B-3 Products and services pricing as listed on pages 2-3 by

Contract Line Item Numbers (CLINs).

B-3.1. Requirement. Individual commands shall issue delivery orders and or Purchase Card orders as required for the CLINs listed below.

CLIN ITEM SIZE Qty Unit Price

001 Gas Pump Tamper-Evident Labels

001A RED 3-3/8”W x 1”L (non-residue type) 250 Roll $

001B RED 3-3/8”W x 1”L (non-residue type) 500 Roll $

001C RED 3-3/8”W x 1”L (non-residue type) 1,000 Roll $

001D Red

3-3/8”W x 1”L (non-residue type)

*Please identify quantity in case. 1 Case $

B-3.2. OPTIONAL RE-ORDERS. The Contractor shall provide gas pump tamper-evident labels as described in this contract if and when ordered by delivery orders placed in accordance with Section H-2.

Delivery orders shall include the delivery location, provide funding for the requirement, and include the appropriate payment office. All tamper-evident labels shall meet the specifications in

Section C.

B-4 DELIVERY ORDERS. Delivery orders will be issued for Sections

B-3.1 and B-3.2. items, as required.

B-5 OPTION YEARS. This Requirements Contract is for one year but may be renewed for four (4), one-year renewal options for a total contract term not to exceed five (5) contract years, at the option of the Contracting Officer as set forth in Paragraph G-2.

B-5.1. First Option Year of Service. Commences on the expiration date of the base year for one calendar year, if exercised.

102 Gas Pump Tamper-Evident Labels

102A RED 3-3/8”W x 1”L (non-residue type) 250 Roll $

102B RED 3-3/8”W x 1”L (non-residue type) 500 Roll $

102C RED 3-3/8”W x 1”L (non-residue type) 1,000 Roll $

102D Red

3-3/8”W x 1”L (non-residue type)

B-5.2 Second Option Year of Service. Commences on the expiration date of Option Year One for one calendar year, if exercised.

203 Gas Pump Tamper-Evident Labels

203A RED 3-3/8”W x 1”L (non-residue type) 250 Roll $

203B RED 3-3/8”W x 1”L (non-residue type) 500 Roll $

203C RED 3-3/8”W x 1”L (non-residue type) 1,000 Roll $

203D Red

3-3/8”W x 1”L (non-residue type)

B-5.3 Third Option Year of Service. Commences on the expiration date of Option Year two for Year One for one calendar year, if exercised.

304 Gas Pump Tamper-Evident Labels

304A RED 3-3/8”W x 1”L (non-residue type) 250 Roll $

304B RED 3-3/8”W x 1”L (non-residue type) 500 Roll $

304C RED 3-3/8”W x 1”L (non-residue type) 1,000 Roll $

304D Red

3-3/8”W x 1”L (non-residue type)

B-5.4 Fourth Option Year of Service. Commences on the expiration date of Option Year two for Year One for one calendar year, if exercised.

405 Gas Pump Tamper-Evident Labels

405A RED 3-3/8”W x 1”L (non-residue type) 250 Roll $

405B RED 3-3/8”W x 1”L (non-residue type) 500 Roll $

405C RED 3-3/8”W x 1”L (non-residue type) 1,000 Roll $

405D Red

3-3/8”W x 1”L (non-residue type case.) 1 Case $

B-6. PRICE REVIEW. Any Contractor requested price adjustments shall be submitted to the Contracting Officer for review and consideration. Any agreed upon pricing adjustment will be documented by a written, bilateral modification to the contract.

CONTRACTOR INFORMATION:

SECTION C - DESCRIPTION/SPECIFICATION/WORK STATEMENT

C-1 OBJECTIVE. Marine Corps Community Services (MCCS)

Headquarters, United States Marine Corps, NAF Business and Support

Services Division (MR), Quantico, VA hereinafter collectively referred to as MCCS has the requirement to purchase gas pump tamper-evident labels for its fuel dispensers for its forty-five fueling sites aboard fourteen Marine Corps Community Services (MCCS) installations. The proposed contract type is a Requirements

Contract between MR and the Offeror, hereinafter referred to as the

“Contractor”.

C-2 BACKGROUND. MR, under the staff cognizance of the Deputy

Commandant for Manpower and Reserve Affairs, is responsible for providing policy, plans, resources, and support to 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, personal 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.

C-2.1 MCCS activities are operated on all Marine Corps installations located on the east and west coasts of the United

States, Hawaii, and Japan.

C-2.2 MR and 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 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. The Contractor shall provide gas pump tamper-evident labels under this contract as follows:

C-3.1. Labels. Labels provided under this contract shall meet or exceed the following specifications:

a. Red Gas Pump Tamper-Evident Label. Description- 3-3/8”W x

1”L (non-residue type)

Barcoded and numbered from stock

VOID message appears if removed or lifted http://www.usmc-mccs.org/ http://www.usmc-mccs.org/

Language on label to indicate that labels are being used to prevent tampering

Identification number on each label

C-3.3 Storage. The Contractor shall guarantee all labels for one

(1) year from fading or discoloration. Labels shall be run on an as needed basis, to maintain quantity. The Contractor shall store labels in a climate controlled storage facility to maintain quality.

C-3.4 Base Year Order(s). The Contractor shall start work on the initial order received through a delivery order at the listed prices in Section B-3.1. Any questions on shipment shall be directed to the COR. Contractor invoice(s) for the initial order shall be provided to the COR for acceptance and payment processing.

C-3.5 Re-Orders. Re-orders can be accomplished under this contract at the roll price/carton price listed in Section B and per the instructions in Section B by activities placing delivery orders against the contract. Delivery Orders will include the delivery location; order funding, shipping instructions, and invoice/payment office address (see Section G-5 for further details).

C-4 SUPPLEMENTS. During contract performance, the Contractor is encouraged to offer and MR may consider, any new ideas and/or products which shall be submitted to the COR in the form of a proposal. Incorporation of any future supplements/additions will be at the option of MR, and if accepted, will be effected by modification to the contract.

SECTION D - PACKAGING AND MARKING

D-1 GENERAL. 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.

D-2 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.

D-3. 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.

D-4 MARKING.

a. Markings by Contractor shall be clear and easily readable.

Non-pertinent markings shall be covered or removed.

b. As a minimum requirement, each carton in a shipment must be marked by the Contractor with the MR contract number and, if applicable, the MCCS activity delivery order number. Instructions for other markings, if required, will be indicated by the ordering

MCCS activity.

D-5 DOCUMENTATION.

a. Bill of Lading. Contractor shall complete the bill of lading in accordance with the rules of the National Motor

Freight/Uniform Freight Classification.

b. 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.

SECTION E - INSPECTION AND ACCEPTANCE

E-1. INSPECTION.

E-1.1 Inspection of all goods/services provided hereunder shall be made at the delivery location. The Contracting Officer’s

Representative (COR) shall provide the Contractor written acceptance/rejection for the initial order. Issued delivery orders will indicate the specific person responsible for written acceptance/rejection at each delivery location. The Contractor shall NOT accept guidance from anyone other than the COR or the

Contracting Officer and make no changes to any of the Terms and

Conditions of this contract without receiving a written contract modification signed by the Contracting Officer.

E-1.2 In case products or services are defective or not acceptable in material or workmanship, or otherwise do not conform to the requirements of this contract, MR will have the right to reject such products or services, and to require replacement or correction. The Contractor, after notice of defect or non-conforming products or services or any part thereof, shall be responsible for any shipping charges and handling costs to and from the contractor’s facility for such rejections, corrections, and replacements as well as any administrative costs that may be incurred.

E-2 ACCEPTANCE. Acceptance of services and/or deliverables occurs when services and deliverables have been reviewed and approved, in writing, by the Contracting Officer, his/her authorized representative; or by the receiving activity as indicated in any issued delivery order. Acceptance shall be conclusive, except for latent defects, fraud, gross mistakes amounting to fraud, or as otherwise provided in the contract.

SECTION F - DELIVERABLES AND PERFORMANCE

F-1 DELIVERABLES. The Contractor shall coordinate required documentation under the contract to MR at the following address or as otherwise coordinated with the COR:

Headquarters U.S. Marine Corps

NAF Business Services and Support Services Division (MR)

Attn: MRI

3044 Catlin Avenue

Quantico, VA 22134-5099

F-1.1 Delivery Orders. The Contractor shall provide the products listed in Sections B and C of this contract and will ship to the designated locations per notice by the MR.

a. All deliverables shipped under this contract will be identified in individual delivery orders. Deliverables shipped under this contract for individual delivery orders shall be pre-paid & F.O.B. destination for CONUS activities or point of debarkation for OCONUS activities.

b. MR agrees to pay for items ordered, delivered, and accepted by MR. See paragraph G-5 for other NAF activity delivery order instructions.

F-2 PERFORMANCE. The Contractor will perform the tasks identified in Section C of this contract in a professional manner. Contractor warrants that upon and for a period of one year, unless otherwise specified herein, following completion of the services provided by it hereunder ("Warranty Period"), such services will have been performed in a good and workmanlike manner in accordance with applicable professional standards. Contractor's obligation under this warranty is to use its best efforts to correct, at its expense, any failure of its services to conform to the foregoing warranty if it is notified of such failure in writing within the

Warranty Period. If requested by MR or MCCS to investigate a suspected problem, Contractor will advise MR or MCCS whether in

Contractor's opinion the problem is covered by the Warranty. If

Contractor determines it is not covered by warranty and MR or MCCS agrees and still desires corrective action, a fixed price task order will be negotiated for the correction. Failure of parties to agree will be a dispute handled under the disputes clause.

SECTION G - CONTRACT ADMINISTRATION DATA

G-1 EFFECTIVE DATE OF CONTRACT AND CONTRACT PERIOD

G-1.1 The effective date of any contract awarded as a result of this solicitation will be the date entered in block 22 on the

Solicitation, Offer, and Award Form. The contract period is for one (1) year from the date of contract award with four (4) one-year renewal options unless extended or terminated in accordance with the contract General Provisions. The Contractor shall commence contract performance immediately after contract award.

G-1.2 The contract shall 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-1.3 The contract may be partially terminated if one or more MCCS activities are deactivated without cost or liability to either party. In that event, the rest of the contract will remain in full force and effect.

G-2 OPTION TO EXTEND THE TERM OF THE CONTRACT.

G-2.1 The MR may extend the term of this contract by written notice to the Contractor.

G-2.2 If MR exercises this option, the extended contract shall be considered to include this option provision.

G-2.3 The total duration of this contract, including the exercise of any options under this clause, shall not exceed five(5) years and three (3) months.

G-3 APPOINTMENT OF COR. The Contracting Officer will appoint a

COR to perform the following tasks as identified in the COR appointment letter during the term of this contract.

G-3.1 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.

G-3.2 The Contractor will be provided a copy of the COR appointment letter.

G-4 INVOICING AND PAYMENT. Contractor shall submit a proper invoice as stated in Section I, paragraph 21 of this contract:

G-4.1. For the initial order to the address at F-1 and payment will be authorized after COR acceptance as defined in Section E, “Inspection and Acceptance.”

G-4.2. As indicated in individual delivery orders placed against this contract.

G-5 ORDERING INSTRUCTIONS FOR OTHER NAF ORDERING ACTIVITIES.

Other NAF activities will be authorized to use the terms and conditions of this Firm-Fixed Price Requirements contract. Other

NAF Ordering Activities may be organizations such as, the Army Air

Force Exchange Service (AAFES), United States Army Community &

Family Support Center (USACFSC), Air Force Nonappropriated Fund

Purchasing Office (AFNAFPO), the Navy Exchange Command (NEXCOM), the United States Navy Morale Welfare and Recreation Division (Navy

MWR), the Coast Guard Exchange Services (CGES) and or other NAF activities not specifically named in this contract. Additional quantity discounts need to be negotiated based on other NAF activity’s ordering quantities exceeding those quantities identified in Section B or exceeding any aggregated volume discounts accepted under the contract. Any NAF ordering activity placing an order shall be responsible for payment on such order.

The MR will not be responsible or liable for payment on other NAF activity orders. All NAF activities shall provide the following minimum information on delivery orders placed against this contract:

a. Contract Number.

b. Delivery Order Number.

c. Name, shipping address and instructions, billing address, and point of contact (with telephone or FAX number), and the required delivery date.

d. Commands may order directly via phone with a government purchase card or via a delivery order.

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H-1 ORDERING

H-1.1 Any products and services to be furnished under this contract shall be ordered by issuance of delivery orders by the individuals or activities designated in Section B, Price Schedule.

Such orders may be issued from the effective date of the contract and continue for one (1) year thereafter unless increased by any exercised option year.

H-1.2 All delivery orders and or purchase card 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 control.

H-1.3 If mailed, a delivery order is considered "issued" when the

MR deposits the order in the mail.

H-2 ISSUANCE OF DELIVERY ORDERS.

H-2.1. The Contracting Officer prepares and issues a delivery order against Section B of the contract, itemizing the products and services required.

H-2.2 The Contracting Office at other NAF Ordering activities (see

G-5) will prepare and issue delivery orders against Section B of the contract, itemizing products and/or services required.

H-3 CONTRACT TYPE – REQUIREMENTS

H-3.1 This is a Requirements Contract for the supplies or services specified, and effective for the period stated, in Section B. The quantities of supplies or services specified in Section B are estimates only and are not purchased by this contract.

H-3.2 Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The

Contractor shall furnish to MCCS, when and if ordered, the supplies or services specified in Section B.

H-3.3 There is no limit on the number of orders that may be issued against this contract. MR and other NAF activities (see G-5) may issue orders requiring delivery to multiple destinations or performance at multiple locations.

H-3.4 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 MCCS' rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period.

H-4 MR-CONTRACTOR RELATIONSHIP

H-4.1 The MR and the Contractor understand and agree that the products and services to be delivered under this contract by the

Contractor to the MR are non-personal services and the parties recognize and agree that no employer-employee or master-servant relationships exist or shall exist under the contract between the

MR and the Contractor and-or between the MR and the Contractor's employees. It is, therefore, in the best interest of the MR to afford the parties a full and complete understanding of their respective obligations.

H-4.2 Contractor personnel under this contract shall not be placed in a position where they are appointed or employed by a Federal officer, or are under the supervision, direction, or evaluation of a Federal officer, military or civilian.

H-5 INSURANCE REQUIREMENTS. The Contractor shall maintain, during any contract period, insurance coverage listed below, with insurance company(ies) acceptable to MCCS. Acceptable is defined as a carrier that is A rated by A.M. Best, Inc., or equivalent.

The Contractor shall provide, upon contract award, a certification from a duly authorized corporate officer stating that the

Contractor's Errors and Omissions policy is in full force and effect; not less than 30 days prior written notice will be given to

MR Contracting Officer in the event of reduction, cancellation, or non-renewal of such insurance coverage. All liability insurance coverage shall name the United States Marine Corps, MCCS, and MR as additional 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. The Contractor shall have any policy endorsed to waive rights of subrogation against the MCCS, MR, and the United States

Marine Corps.

H-5.1 Worker's Compensation and Employer's Liability Insurance if

Contractor has one or more employees aside from any state requirement as to the minimum number of employees. The

Contractor's insurance hereunder shall comply with the minimum limits of $1,000,000 each accident, $1,000,000 disease - policy limit, $1,000,000 disease - each employee.

H-5.2 Business Automobile Bodily Injury and Property Damage

Liability covering all owned, non-owned and hired automobiles with a Combined Single minimum limit of $1,000,000.

H-5.3 Commercial General Liability to include personal injury and contractual liability extension in minimum limits of $2,000,000

General Aggregate, $2,000,000 Products/Completed Operations

Aggregate, $1,000,000 Per Occurrence and $1,000,000 Personal

Injury/Advertising Injury.

H-5.4 Local Insurance Requirements. The Contractor agrees to furnish necessary insurance and unemployment compensation as provided by the local labor laws.

SECTION I - GENERAL PROVISIONS – MERCHANDISE, EQUIPMENT AND

SUPPLIES

I-1 DEFINITIONS I-36 PERSONAL IDENTIFICAITION

I-2 LEGAL STATUS OF CONTRACTOR PERSONNEL

I-3 EXAMINATION OF RECORDS I-37 RESTRICTION OF PURCHASES

I-4 OFFICIALS NOT TO BENEFIT OF FOREIGN GOODS

I-5 GRATUITIES

I-6 ORAL REPRESENTATIONS

I-7 CHANGES

I-8 REPRESENTATIONS

I-9 ADVERTISEMENTS

I-10 SUBCONTRACTING

I-11 ASSIGNMENT

I-12 REPRESENTATIVES

I-13 TAXES

I-14 PERMITS AND LICENSES

I-15 NON-WAIVER OF DEFAULTS

I-16 INDEMNIFY AND HOLD HARMLESS

I-17 INSURANCE

I-18 WARRANTY

I-19 ITEM SUBSTITUTION AND VARIATION

IN QUANTITY

I-20 NON-EXCLUSIVE CONTRACT

I-21 INSPECTION AND ACCEPTANCE

I-22 INVOICING AND PAYMENT

I-23 WITHHOLDING

I-24 DISPUTES (MCX)

I-25 CONTRACTOR LIABILITY

I-26 TERMINATION

I-27 REQUESTS FOR MONETARY OR OTHER

RELIEF

I-28 NOTIFICATION OF DEBARMENT OR

SUSPENSION STATUS

I-29 EQUAL EMPLOYMENT OPPORTUNITY

I-30 EQUAL OPPORTUNITY FOR SPECIAL

DISABLED VETERANS, VETERANS OF

THE VIETNAM ERA, AND OTHER

ELIGIBLE VETERANS

I-31 AFFIRMATIVE ACTION AND

NONDISCRIMINATION FOR WORKERS

WITH DISABILITIES

I-32 CONVICT LABOR

I-33 DRUG-FREE WORK PLACE

I-34 ACCIDENT PREVENTION, FIRE

PREVENTION, AND SANITATION

I-35 ENVIRONMENTAL PROTECTION

I-1 DEFINITIONS. As used throughout this contract, the following terms shall have the meaning set out below:

a. “MR” identifies the Personal and Family Readiness

Division, Headquarters, United States Marine Corps. "MCCS" identifies United States Marine Corps Community Services activities.

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 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 (MAR 09). 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) 4105.71 available at http://www.dtic.mil/whs/directives/corres/pdf/410571p.pdf and

Marine Corps Order P7010.20 available at http://www.marines.mil/news/publications/Documents/MCO%20P7010.20.p

df. (NOTE: The Federal Acquisition Regulation [FAR] published pursuant to the Office of Federal Procurement Policy Act of 1974, http://www.dtic.mil/whs/directives/corres/pdf/410571p.pdf http://www.marines.mil/news/publications/Documents/MCO%20P7010.20.pdf http://www.marines.mil/news/publications/Documents/MCO%20P7010.20.pdf 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

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. 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. The MR and 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—

a. 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

b. Itended, by the gratuity, to obtain a contract or favorable treatment under a contract.

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. 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.

I-7 CHANGES. 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. drawings, designs, or specifications when the supplies to be furnished are to be specially manufactured for MR or MCCS in accordance with such drawings, designs, or specifications;

b. time of delivery;

c. place of delivery; or

d. method of shipment or packing.

If any such change causes an increase or decrease in the cost of performing this contract, the Contracting Officer shall make an equitable adjustment in the contract price and the contract shall 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. 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. 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. 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. 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. Contractor is fully responsible for the actions of all contractor employees, agents, and representatives.

Books and records of contractor representatives are subject to examination and audit under the Examination of Records clause of the contract.

I-13 TAXES. 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:

a. by reason of MCCS legal status as an instrumentality of the United States government; or

b. by reason of MR and MCCS immunity from direct state or local taxation; or

c. by reason of federal, state, or local tax exemptions for sales to the Federal Government; or

d. otherwise, such as items purchased for export.

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. 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. 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

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, 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. 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. 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 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. 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. 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 INSPECTION AND ACCEPTANCE. Inspection and acceptance shall be made by the government per Section E of this contract.

a. The Contractor shall maintain an in-process and end-item quantity control program to ensure shipments to MR and MCCS activities do not include defective/nonconforming items.

b. Inspection and acceptance shall not be conclusive with respect to latent defects or fraud, or with respect to MR and MCCS rights under the warranty provisions contained herein.

c. In case any supplies or services are defective in material or workmanship, or are otherwise not in conformity with the requirements of this contract, MR and MCCS shall have the right to reject such supplies or services, or to require replacement or correction. Rejected supplies shall be removed by and at the expense of the Contractor promptly after notice. If required by MR or MCCS, the Contractor, after notice of defect or non-conformance, shall with all possible speed, correct or replace the defective or non-conforming supplies or services, or any part thereof. When such rejection, correction or replacement requires transportation of the supplies or part thereof, all shipping and administrative costs to and from the Contractor's plant shall also be borne by the

Contractor.

d. In the event the Contractor is unable to replace/reperform products/services and the Contractor refunds the purchase price, the Contractor shall be liable to MR and MCCS for the additional costs of reprocurement (if any).

e. The provisions of this clause do not affect the rights or obligations of either party, as they may be provided for in other portions of this contract or otherwise under applicable law.

I-22 INVOICING AND PAYMENT

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 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 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

(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 than 30 days, the discount will be taken if payment can be made within the stated period otherwise the net payment will be due 30 days after receipt of a proper invoice.

(b) If the contract or purchase order specifies a prompt payment discount period of 30 days or more, the discount will be taken if payment can be made within the stated period otherwise the net payment will be due 30 days after the prompt payment discount period ends.

(c) If the contract fails to specify any prompt payment discount, then net payment will be due 30 days after receipt of a proper invoice.

(3) In the event that a prompt payment discount, or other special discounts or allowances specified on Contractor's invoice are better than that specified in the contract or purchase order, MR or MCCS may take the more favorable discounts and/or allowances.

(4) For the purpose of determining whether payment is timely made by MR or MCCS, a "day" is counted for each calendar day. When payments fall due on Saturday, Sunday or legal Federal holidays, payments made the following business day will not incur late payment interest penalties.

(5) A discount for prompt payment can be taken by MR or

MCCS if the discounted payment is made within the discount period specified. The prompt payment discount period begins to run on the date of the invoice. Computation of the period for prompt payment discounts begins with the date of invoice; computation for net payment begins with receipt of a proper invoice.

(6) Payment is made:

(a) the date a check for payment is dated.

(b) the date an electronic fund transfer is received, regardless of the date the financial institution posts the transfer.

(c) the date a withholding authorized by the contract is initiated by MR or MCCS.

(7) Payment will be made by mailing a check to the address shown on the contract, unless the Contractor provided a different "remit to" address to the Contracting Officer at the time the terms were negotiated or the contract was issued.

(a) If a Contractor wishes to change the address

(e.g., street, P.O. box, city/state) to which payment should be sent or wishes its payments to also reflect a factor's name and be sent to the factor's address, the request must be in writing, signed by a responsible official of the Contractor, and submitted to the Contracting Officer. All such requests must clearly establish which division or subsidiary of a corporation such changes apply to and the address which is superseded by the changes. These changes will become effective on the date determined by MCCS, normally 30 days after approval. Changes will be done on an accommodation basis only, with the understanding that no legal obligation is imposed on MR or MCCS for failure to make payment to the new payee/address.

(b) Any request by the Contractor to change the name shown on the contract or to delegate its obligation under the contract must be sent to the Contracting Officer.

(8) Any questions or inquiries concerning invoice payments should be directed to the MR or MCCS paying office designated on the contract or purchase/delivery order.

(9) Any interest penalties due to Contractors will be computed in accordance with the Prompt Payment Act, 31 U.S.C. 3901-

3906, as amended.

I-23 WITHHOLDING. MR and MCCS may withhold payment for:

a. Amounts due or creditable to MR or MCCS under this contract, e.g., returns, damages.

b. Amounts otherwise due or creditable to MR or MCCS. Any dispute will be processed under the Disputes clause of this contract unless it became due pursuant to another contract which included a Disputes clause.

I-24 DISPUTES (EXCHANGE)

a. This contract is subject to the Contract Disputes Act of

1978 (41 U.S.C. 601-613). Except as provided in the Act, all disputes arising under or relating to this contract will be resolved under this clause.

b. "Claim" as used in this clause means a written demand or written assertion by one of the contracting parties seeking the payment of money in a sum certain or other relief arising under or relating to this contract. A voucher, invoice, or other routine request for payment that is not in dispute when submitted is not a claim under this clause.

c. Contractor must submit any request for monetary or other relief relating to this contract in writing to the Contracting

Officer. The request must specify the amount of money or the other relief requested and include all supporting data. In addition, with the request or any amendment thereto, Contractor must submit a signed certificate reading as follows:

"I certify that this request and any ensuing claim are made in good faith, that the supporting data are accurate and complete to the best of my knowledge and belief, and that any amount requested accurately reflects the amount for which Contractor believes MR or MCCS is liable.

(Signature of Individual Authorized to Bind

Contractor)"

(NOTE: SUBMISSION OF FALSE CLAIMS IS A VIOLATION OF

FEDERAL

LAW AND MAY RESULT IN CIVIL AND OR CRIMINAL

PENALTIES).

d. Contractor's request for payment of money or other relief is not a "claim" until:

(1) A written request has been received by the

Contracting Officer complying fully with subparagraph “c” above,

(2) A dispute arises between the parties after a reasonable time for review and disposition, and

(3) Contractor requests the Contracting Officer to issue a final decision.

e. Contractor's request for a contract modification or for relief that is discretionary with the Contracting Officer will not be considered a "claim."

f. All disputed claims relating to this contract will be decided by the Contracting Officer, who will issue a written Final

Decision and mail or otherwise furnish a copy thereof to

Contractor. The Contracting Officer's decision will be final and conclusive unless:

(1) Within 90 days from the date of Contractor's receipt of the Contracting Officer's Final Decision, Contractor mails or otherwise furnishes the Contracting Officer a written appeal (two copies) addressed to the Armed Services Board of Contract Appeals

(ASBCA); or

(2) Within 12 months from the date of Contractor's receipt of the Contracting Officer's Final Decision, Contractor brings an action in the United States Court of Federal Claims.

g. The decision of the ASBCA is final and conclusive except:

(1) Contractor may appeal such a decision to the United

States Court of Appeals for the Federal Circuit within 120 days of receipt of a copy of the decision of the ASBCA.

(2) MR or MCCS may transmit the decision of the ASBCA to the United States Court of Appeals for the Federal Circuit for judicial review within 120 days from the date of MR or MCCS' receipt of a copy of the decision of the ASBCA.

(3) ASBCA decisions made under the Board's small…