Amendment 0002.doc

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

The following items are applicable to this modification:

VARIOUS REVISIONS

1. The purpose for this amendment is to revise the following:

a. 52.212-1 Addendum – Instructions to Offerors – Commercial Items: General Instructions for Submission of Proposal, VOLUME II, Paragraph B – General Information: Added “primary” before “objective” in fourth line, first paragraph.

b. 52.212-2 Addendum – Evaluation - Commercial Items: Price paragraph – Added language to clarify the mechanics of the evaluated price process. Source Selection Decision paragraph – Change in last sentence.

c. 52.212-4 Addendum – Contract Terms and Conditions – Commercial Items: Item Transfer “Note” is changed.

d. Award Term Plan – Appendix B: Excellent evaluation criteria; Acceptable evaluation criteria; Unacceptable evaluation criteria – All changed to reflect performance indicators for food safety.

2. As a result of the above changes, the offer due date, block 8, of the Standard Form 1449, is extended to June 9, 2011, 4:00 p.m. EST. See block 11, Standard Form 30.

3. All other information remains as stated in the solicitation.

52.212-1 ADDENDUM

FAR 52.212-1 ADDENDUM –INSTRUCTIONS TO OFFERORS—COMMERCIAL ITEMS

Acceptance of Offers. The period of acceptance of offers shown in paragraph (c) of FAR 52.212-1 is changed to 90 calendar days.

Site Visit. Offerors are encouraged to visit each commissary covered by this solicitation. However, offerors shall not engage in conversation with the deli/bakery employees, nor take any pictures of the deli/bakery operations. Upon arrival at each store, offerors shall ensure that they sign the Visitor’s Log and obtain a Visitor’s badge when entering the store. Requests for site visits should be coordinated through the DeCA Resale Contracting Division, Resale Services Support Branch (PSCS), Cynthia Walker, Contract Specialist, at 804-734-8000, extension 48890, or e-mail cynthia.walker@deca.mil. Information on individual locations can be found at website: www.commissaries.com.

Deli/Bakery Floor Plans for the 16 locations are available upon request.

NOTICE: Offerors are free to ask questions of store management during the site visit but are advised that such information exchange is informal, may not conform to the terms and conditions of this solicitation, and does not bind the Government in any way.

Questions Concerning the Solicitation. No later than Tuesday, April 12, 2011, offerors are invited to submit initial questions in writing to Defense Commissary Agency, Resale Contracting Division, ATTN: PSCS/Cynthia Walker, 1300 E Avenue, Fort Lee, Virginia 23801-1800, or e-mail at cynthia.walker@deca.mil. If the Government decides, as a result of questions asked, that there are issues that need to be addressed to all potential offerors, an amendment to the solicitation will be issued reflecting those questions and the answers.

A. GENERAL INSTRUCTIONS FOR SUBMISSION OF PROPOSAL:

1. Written Proposal. To be considered for award of a contract, an offeror must submit a proposal that conforms to the instructions provided in this solicitation. The proposal must address the requirements of this solicitation in a complete and self-supporting manner. The Government will consider any failure to comply with these instructions to be indicative of the quality of the offeror’s performance and, as such, the offeror will be considered to lack the capability to perform satisfactorily.

Proposal package will be composed of two volumes assembled in the following manner:

Volume I - Section l - Complete Block 17a (to include DUNS* number), and Blocks 30 a, b, and c of the Standard Form 1449 (must be done by someone who has the authority to bind the company contractually) and insert in this section. In doing so, the offeror accedes to the contract terms and conditions as written in the solicitation with attachments.

*The DUNS must match the information in the Central Contractor Registration (CCR) and Electronic Funds Transfer (EFT) databases. Instructions for obtaining a DUNS number can be found at www.ccr.gov, under Related Links, “D & B Web Form for DUNS Number Request.” Registration in the CCR and EFT, and a DUNS are mandatory for award eligibility.

· Update or register with the Central Contracting Registry (CCR) & Electronic Funds Transfer (EFT) database on-line; www.ccr.gov

· Update or register with the Electronic Data Access (EDA) on-line; http://eda.ogden.disa.mil

· Update or register with the Offeror Representations and Certifications (ORCA) on-line: http://orca.bpn.gov Insert any/all properly executed amendments issued against this solicitation, and your completed fill-in information required by FAR 52.209-5, pertaining to certification regarding responsibility matters, FAR 52.212-3 pertaining to representations and certifications, and DFARS 252.212-7000 pertaining to transportation of supplies by sea.

Section 2 - Price. Offeror is to submit its proposed price as a percent of patron savings, i.e., the amount, expressed as a percentage, the offeror proposes to save the commissary patron on the price of each core item listed in the Section SF 1449 Continuation Sheet(s). Pricing shall be provided for each CLIN base period, option periods, and award term periods as set forth in the sub CLINs. The offeror must provide pricing on one or more CLINs to be considered for award, however, pricing does not have to be the same on all CLINs or subCLINS. Pricing offered on a CLIN shall be applicable to all locations covered by a CLIN.

Related Information. As this solicitation will result in a fixed-price contract award conducted under FAR Part 12, Commercial Items, and adequate competition is expected, no cost or pricing data is required. However, the Contracting Officer reserves the right to require such data if unable to determine the proposed price to be reasonable or realistic, or to resolve apparent inconsistent or unbalanced pricing.

Section 3 - Provide past performance information as required below. (See Paragraph C, Proposal Contents, below.)

VOLUME II –

Provide written technical proposal: Offeror shall contain the written technical proposal, not to exceed 100 pages, exclusive of exhibits. Narratives addressing the solicitation Technical Capability sub-factors shall be tabbed for ease of identification. (See FAR 52.212-2, Addendum – Evaluation - Commercial Items for Technical Capability Sub-Factors.) Use standard 8.5 x 11 inch paper in portrait orientation. It is imperative that your written technical proposal explicitly address all of the evaluation factors and sub-factors set forth under Technical Capability (Volume II) below. The narrative must be written in a clear, concise fashion, describing precisely HOW the offeror proposes to satisfy the requirements. The inclusion of filler material from previous proposals or commercial applications should be avoided unless it has a direct application to the objective of this solicitation.

Required Number of Copies of Each Volume: Provide an original of each Volume. In addition, provide four (4) copies of Volume II (Technical Proposal).

SUBMISSION OF PROPOSAL: Deliver complete proposal package to the address in Block 9, Standard Form 1449. The Solicitation Number, date and time of closing, and the office designated to receive offers (DeCA/PSCS) must be clearly printed on the face of the outside lower left corner of your package. The package must be received no later than the date and time shown in Block 8 of the SF 1449. No facsimile or electronic transmissions will be accepted.

B. GENERAL INFORMATION:

1. Contract Award. OFFERORS ARE HEREBY ADVISED THE GOVERNMENT INTENDS TO EVALUATE OFFERS AND AWARD WITHOUT DISCUSSIONS; THEREFORE, OFFERS SHOULD PROPOSE THEIR BEST OFFER INITIALLY; however, the Government reserves the right to conduct discussions. In accordance with FAR 15.306(d)(2), the primary objective of discussions is “to maximize the Government’s ability to obtain best value, based on the requirement and the evaluation factors set forth in the solicitation.” Should discussions be deemed necessary due to proposal weakness, deficiency, or other issues which must be addressed before award, they will be conducted either orally and/or in writing, with only those offerors determined to be within the competitive range. The Government may reject any or all offers if such action is in the public interest, accepts other than the best priced offer, and waives informalities and minor irregularities in offers received.

2. Teaming Arrangement. When an offeror proposes to use a subcontractor or submits an offer based on a teaming arrangement with another contractor, the offeror must supply all of the requested information, not only as it pertains to the offeror, but also as it pertains to the subcontractor or partner. The offer must also provide specific evidence as to the stability of the subcontractor/teaming relationship; e.g., the previous teaming arrangements (does not have to be the same contractor or subcontractor), the duration and degree of success of those arrangements, etc.

C. PROPOSAL CONTENTS:

1. Price (Volume I, Section 2) -

The offeror shall provide completed SF 1449 Continuation Sheet(s) from the Schedule in this solicitation. A price (percentage of savings) shall be provided for the CLIN base period, option periods, and award term periods as set forth in the sub CLINs. The offeror must provide pricing on one or more CLINs to be considered for award, however, pricing does not have to be the same on all CLINs or sub CLINs. Pricing offered on a CLIN shall be applicable to all locations covered by a CLIN.

Given the applicability of the Service Contract Act (SCA) of 1965, as Amended (FAR 52.222-41), to this solicitation and the resulting contract, and since there may be periodic increases to the applicable minimum wage rates and/or health and welfare benefits associated with the workers employed under this contract, we are seeking specific information from your firm describing how any such increases will impact your proposed percentage of savings after giving consideration of the most recent annual inflation rate as published on the U.S. Department of Labor Statistics, Consumer Price Index (CPI) table for Food and Beverages. This table can be accessed at www.bls.gov/data/. Simply responding that an increase in wages/benefits will adversely affect the proposed percentages will be considered an insufficient response. The response to this issue should be in sufficient detail to allow for a clear, calculable, understanding of the potential impact. You may elect to provide detailed proposal calculations (e.g., labor costs, supplies/equipment costs, etc.) and/or pricing data that was not otherwise provided with your proposal, and include a sample calculation of the impact of a proposed future change. By whatever means elected, your explanation should be detailed enough so as to not require additional follow-up questions from the Contracting Officer on this matter.

Additionally, pricing of CLINs 0001AA, 0001AB, 0001AC, 0001AD, 0001AE, 0001AF, 0001AG (Tidewater area of Va.) and CLINs 0002AA, 0002AB, 0002AC, 0002AD, 0002AE, 0002AF, 0002AG (South/Central Texas) shall include all labor, materials, overhead, and profit costs for the work effort required to operate and manage the deli/bakery at the locations set forth in the schedule.

2. Past Performance (Volume 1, Section 3) -

NOTE: Offeror’s currently performing for the Defense Commissary Agency are not required to provide past performance references outside of the Agency; however, such offerors may submit additional information conforming to the requirements below, which will be included in the past performance evaluation.

Offerors shall submit the following information as part of their proposal for their company, and all proposed major subcontractors, partners, members of a teaming arrangement, members of a joint venture, etc. NOTE: This information should be submitted as soon as practicable to facilitate reduction of the evaluation time period, but NO LATER THAN 4:00 P.M. TUESDAY, April 19, 2011. FAXES ARE ALLOWED AT (804) 734-8009, pause, pause, 78890 (ATTN: Cynthia Walker, OR VIA E-MAIL TO: cynthia.walker@deca.mil.)

Information shall be provided on three to five contracts and/or subcontracts completed during the last three years, or currently in progress, that are similar in nature to the requirements of this solicitation and that demonstrate the offeror’s ability to perform the proposed effort. This information may be related to the supply of products, as well as the performance of services. These references must be willing to provide information on their business experiences with your company relating to the following: (1) quality history/overall customer satisfaction, and (2) business relations, to include the business aspects of performance. Contracts listed shall include other Government agencies, agencies of any state or local government, and any commercial customers or suppliers. Newly formed entities, without prior experience as set forth above, should list contracts and subcontracts, as required above, wherein the past performance of key personnel may be obtained for assessment. Include the following information for each contract and subcontract:

Name and Address of Contracting Activity

Contract Number

Contract Type

Place of Performance

Total Contract Value

Information on any significant awards or accomplishments exceeding the expectations of the contract(s) (if applicable)

Reason for any termination or failure to exercise an option period or earn an award term (if applicable)

Contracted Work (services/supplies included in the performance work statement)

Contracting Officer’s Name, Telephone Number, and e-mail Address

Program Manager’s Name, Telephone Number, and e-mail Address

List of Major Subcontractors, if applicable

The Offer may provide any narrative or supporting material limited to two, one-sided pages, per contract/subcontract reference as deemed necessary for the Government to fully understand the offeror’s past performance. The past performance information should be relevant to contracts on which the offeror, or any proposed subcontractor has performed, or is performing, as a prime contractor or subcontractor. Offerors may selectively provide information on contracts that provide the best evidence of technical and managerial experience relative to this requirement.

The offeror may provide information regarding any problems encountered on the contracts and subcontracts identified above and corrective action taken to resolve those problems. Offerors should not provide general information regarding their performance of the identified contracts. General performance information will be obtained from the references.

Offerors shall send all private sector references specified as a past performance reference a letter to the following effect authorizing the reference to provide past performance information to the Government:

Dear “Client:”

We are currently responding to the Defense Commissary Agency (DeCA) Request for Proposal HDEC02-10-R-0014 for the operation of deli/bakeries in the Tidewater area of VA. and/or South/Central Texas.

Past performance has been identified in the solicitation as a factor that DeCA intends to evaluate in the process of selecting a successful offeror. As such, they are requiring that clients of entities responding to their solicitation be identified and that their participation in the evaluation process be requested. In the event you are contacted for information on work “insert applicable firm” has performed, you are hereby authorized to respond to those inquiries, fully disclosing your assessment in the areas requested by DeCA.

We have identified Mr. /Mrs. /Ms. _____________ of your organization as the point of contact based on their knowledge concerning our work. Your cooperation is appreciated. Any questions may be directed to:

3. Technical Capability (Volume 2) –

Customer Satisfaction.

(1). The offeror shall identify a methodology they will employ for measuring customer satisfaction, adjusting/refining levels of service and product mix to achieve the satisfaction objectives, and promoting awareness of the benefits of the managed services. The offer shall identify metrics to be employed in monitoring and measuring customer satisfaction based on the performance work statement. The offeror shall identify techniques and any additional tools necessary to support the managed services to promote customer satisfaction.

(2) The offeror shall identify any procedures and/or additional tools required to support the in-store deli/bakery services in promoting customer satisfaction.

Increase sales.

(1) The offeror shall describe its principles, practices, and procedures for increasing sales, to include marketing and merchandising strategies. The offeror shall highlight any major factors influencing its ability to increase sales, and the extent of Government participation required to be successful.

(2) The offer shall describe how it will identify and adjust to demographic and cultural changes within the customer base to increase sales. Using this information as a foundation, the offer shall provide a proposed percentage of overall deli and bakery (combined) operation sales increases per individual store for each performance period listed below. These percentages of sales increases will be calculated using the previous year’s deli and bakery (combined) operation sales as a base. These percentages represent the minimum amounts you can increase sales for the locations represented. (NOTE: The historical sales data for each store location is provided in Attachment 3 of this solicitation.) Your proposed percentage of sales increases will be incorporated into the resultant contract and will be applicable to the performance periods as indicated. Your ability to meet or exceed these projected percentages will become a part of the consideration in making Award Term decisions.

Percentage of Increased Sales*

Oceana NAS

Little Creek

Norfolk NB

Langley AFB

Ft. Eustis

Ft. Lee

Portsmouth

CLIN 0002:

Lackland AFB

Randolph AFB

Ft. Sam Houston

Laughlin AFB

Corpus Christi

Goodfellow AFB

Dyess AFB

Ft. Hood I

Ft. Hood II

Ft. Worth

*Deli, bakery, and hot foods (where applicable) combined.

NOTE: Portsmouth commissary is currently a self-serve deli/bakery operation. A new store is scheduled to be built in 2012 or 2013, to include a full service deli/bakery operation. The offeror shall provide proposed percentages of sales increases for this commissary based on the current operation. Prior to the grand opening of the new store, revised percentages of sales increases for Portsmouth commissary will be negotiated with the successful offeror.

Continue customer savings. The offeror shall describe how it will identify and control product cost factors, implementing industry best practices, and all other aspects of its long-term approach to providing continued customer savings.

Quality assurance program.

(1)The offeror shall outline its quality assurance process for measuring and monitoring such areas as inspection techniques, and process control methods, tailored to each area of this requirement. The offeror shall identify its procedures for preventing, identifying, controlling, and correcting performance deficiencies, based on the requirements of the performance work statement. A generic HACCP for hot foods and sushi shall be included that demonstrates your understanding of the importance of critical control points and food safety.

(2) The offeror shall describe those formal and informal procedures and methods in its quality assurance system that deal with performance and management issues, to include Government/Contractor communications processes to promote exchange of relevant information.

(3) Offeror shall address it’s practices for providing nutritional and allergen information on products to commissary patrons.

Transition approach.

(1) The offeror shall explain its plan for assuming control of the managed services. The plan shall include milestones and procedures to ensure that all aspects of managed services will be transitioned as required.

(2) The offeror shall describe its approach to a partnership with DeCA and the incumbent contractor (as applicable) to ensure that a seamless and orderly transition to managed services occurs.

(3) The offeror shall also provide similar information regarding transition to any follow-on contract that may occur in the future.

4. Subcontracting Plan -

An offeror who is a large business per the NAICS Code 722310 for this solicitation, shall provide a small business subcontracting plan with their offer. The plan will be evaluated for compliance with FAR 19.704 and DFARS 219.704. Failure to submit an acceptable plan shall make the offeror ineligible for award of a contract.

52.212-2 ADDENDUM

FAR 52.212-2 ADDENDUM – EVALUATION – COMMERCIAL ITEMS

A. BASIS OF AWARD: The successful contractor to receive the contract award will be determined using the best value, trade-off method. The Government will award one or more contracts resulting from this solicitation to the responsible offeror/offerors whose offer represents the best value after evaluation in accordance with the factors and sub-factors in the solicitation. The following factors and sub-factors will be used to evaluate offers:

I. Technical Capability

a. Customer Satisfaction

b. Increase Sales

c. Continue Customer Savings

d. Quality Assurance Program

e. Transition Approach

II. Past Performance

a. Quality/ Food Safety History

b. Overall Customer Satisfaction

b. Business Relations

III. Price

As a best value trade-off acquisition, the Government reserves the right to award to other than the offeror with the most favorable price or the offeror with the highest ranked technical or past performance rating.

B. RELATIVE ORDER OF IMPORTANCE OF THE EVALUATION FACTORS: Of the evaluation factors shown above, the evaluation factor “Technical Capability” is significantly more important than “Past Performance.” The evaluation sub factors within Technical Capability, “Customer Satisfaction,” “Increase Sales,” “Continue Customer Savings,” and “Quality Assurance Program” are equally important, and significantly more important than “Transition Approach.”

Within Past Performance, the sub factors of “Quality/Food Safety History”, “Overall Customer Satisfaction”, and “Business Relations” are equally important. For evaluation purposes, Technical Capability and Past Performance, when combined, are considered to be significantly more important than Price (percentage of patron savings).

C. PAST PERFORMANCE: Past performance may be evaluated based on the offeror’s relationship and performance history with their customers and suppliers. In evaluating past performance, the Government will use the references provided by the offeror and other sources of information, including, but not limited to: federal, state and local Government agencies, better business bureaus, published media, and electronic databases. At the descretion of the Government, relevant in-house past performance information will be considered, which is maintained in the contracting office, to include in-house information such as, but not limited to the Contractor Performance Assessment Reporting System (CPARS), past performance surveys, emails and correspondence on file regarding an offeror's performance on current DeCA contracts. The evaluation of past performance will be an assessment based on a consideration of relevant facts and circumstances. It will not be based on absolute standards of acceptable performance, but an offeror's overall past performance history. The Government will seek to determine whether the offeror has consistently complied with the terms and conditions of contracts and the standard of quality required for products and services provided under their contracts. This determination is subjective and a matter of judgment.

NOTE: Companies lacking relevant past performance history will be evaluated on past performance information regarding predecessor companies, key personnel who have relevant experience, or subcontractors that will perform major or critical aspects of the requirement when such information is relevant to the instant acquisition.

D. PRICE: An evaluated price will be calculated for the base period, all option periods, and all award term periods for each CLIN. The evaluated price per CLIN will be used as the estimated award amount in the resultant award.

The Government will evaluate price for award purposes by adding together the evaluated price for the base period, each option period, and each award term period available under the resulting contract. As it is a common industry assumption that, based on the Pareto principle (80/20 rule), 80% of the sales are derived from 20% of the items offered for sale (these are identified as core items), the evaluated price will be determined as follows:

Historical deli sales for each store as cited in the solicitation x 80% (80/20 rule) /(1 – the offeror's proposed percentage of savings for the given period for that store) = evaluated price for the given period for the applicable store.

The evaluated price for each store for each given period (each base period, each option period, and each award term period available) will be added to determine the total evaluated price for each store.

The total evaluated price for each store will then be added together to determine the total evaluated price for the applicable CLIN in the resulting contract. Evaluation of the option periods will not obligate the Government to exercise the option(s).

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

F. SOURCE SELECTION DECISION: Under this solicitation, the Best Value Tradeoff Method will be utilized to determine contract award. If the contracting officer considers a higher rated capability to be worth a higher evaluated price, then the more capable, higher evaluated priced offer will be the better value, and will be selected for award. If not, then the lower rated, lower evaluated priced offer will be the better value, and will be selected for award. This source selection decision will be made for each CLIN, using the same evaluation criteria and the offeror’s proposed pricing for that CLIN.

(End of Provision)

52.212-4 ADDENDUM

FAR 52.212-4 ADDENDUM – CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS

A. TYPE OF CONTRACT: Fixed-Price

B. PERIOD OF PERFORMANCE: To begin 30 days after contract award (or a date specified by the Contracting Officer), and extend for a period of a twenty-four month base period, with an additional two one-year option periods. Four one-year award terms are also available, contingent upon contractor performance at the excellent level, as set forth in the Award Term Clause, below.

C. TEAMING/PARTNERING: If a proposal is submitted and subsequently awarded to a company based on a teaming or partnering concept, the team shall not be changed without written approval from the Contracting Officer.

D. DELIVERY TICKET INVOICE (DTI) PROCEDURES: Receiving and payment processes on this contract will be accomplished through DTI procedures. Under these procedures, the daily reconciliation document will serve as a receipt and an invoice for bill paying purposes. The daily reconciliation documents will be accumulated by the Government, and consolidated or rolled up weekly into a single DTI amount. The Rollup Period may follow a Monday through Sunday or Days of a Month Schedule (Days 1 to 7, 8 to 15, 16 to 23, and 24 to end of month), but the contractor and the commissary must agree to the rollup method used. This consolidated amount will be the amount used for the designated payment period.

The Contractor shall furnish the following information:

Remittance Address:

Point of Contact:

Telephone Number:

E. ORDERING: For purposes of this contract, delivery orders or task orders, as referred to in FAR 52.216-18, Ordering (contained herein), is defined as the daily reconciliation document which serves as a receipt and an invoice for bill paying purposes. Paragraph (c) of the reference clause is not applicable to this contract.

F. ITEM TRANSFER: The Government will authorize the Contractor, upon request, the transfer of specific commissary owned food items for incorporation into Contractor prepared sushi products, sandwiches, and other food products in support of this contract, as deemed appropriate by the Contracting Officer. These food items may also be used to enhance deli and bakery display cases in the commissary. The Contractor has the option to use this privilege. All items transferred from the commissary to the Contractor shall be incorporated into a product that is offered for sale within the commissary (e.g., tomatoes, lettuce or onions into a finished sandwich; avocado and carrots into a sushi item), be transformed into another product (e.g., fresh raw or frozen chicken into roasted full cooked ready-to-eat chicken), added to a product offered for sale (e.g., pickles, olives) added as a side to a sandwich, or be used to decorate deli and bakery cases.

All items transferred to the Contractor from the commissary under the procedure set forth below shall be used exclusively in support of this contract. Violation of the transfer procedures, or use of the product for other than incorporation into a finished food product for resale, or to enhance deli and bakery display cases shall be grounds for termination of the transfer privilege.

Should items normally requested by the Contractor become unavailable, or the Contractor’s request for new products be denied, the Contractor shall continue performance and hold the Government harmless.

Items designated as pre-approved for transfer are:

Avocados, carrots, cucumbers, lemons, cabbage, lettuce (all kinds), onions, greens (mustard, kale), tomatoes (all kinds), peppers (various colors), grapes and other fresh produce items to be used as garnish in the display cases or on prepared food products.

Items in limited quantity (usually less than one pound) can be used for case decoration.

Additional items may be approved by the Contracting Officer, at the written request of the Contractor, on a case-by-case basis. Justification for the transfer of such items shall be included in the written request.

The Contractor shall request designated items from the appropriate DeCA Commissary department on a DeCA Form 70-20, Subsistence Request for Issue, Turn-In or Transfer, to be provided by the commissary. The Contractor shall submit the Form 70-20 to the appropriate DeCA department (Produce, Meat, or Grocery (primarily Produce)). The Contractor prepared Form 70-20 shall show the description of the product, weight/count of the item, the price per pound/unit and the extended price of the item.

Each issue against a Form 70-20 transfer request must be acknowledged on the form by a designated commissary employee for the appropriate commissary department, and the Contractor employee who received the item(s). The Contractor department Manager or designee shall validate all issues of merchandise against a Form 70-20 transfer by initialing and annotating the receipt date of the merchandise requested on the form. The issuing department will be responsible for the control of, and overall monitoring of, the Forms 70-20 received from the contractor. The issuing department will also maintain the original forms. The determination as to whether one Form 70-20 will be used per month, or multiple Forms 70-20, is to be made by each individual commissary.

The commissary issuing department(s) will roll up the Forms 70-20 submitted by the contractor during the month at the end of the applicable month (and possibly before an inventory at the direction of commissary management), and prepare a VCM reflecting the total amount of product cost transferred during that month. The Contractor department manager or designee shall review VCMs for accuracy and sign the VCM on behalf of the Contractor. A copy of each VCM and the supporting Forms 70-20 will be provided to the Contractor upon completion.

(NOTE: when the VCM deducts from invoice, it will collect from the next receipt transaction in SAVES. This collection may not be from the Commissary where the VCM was written. The Contractor can check MY INVOICE to verify the payment amount, VCM amount, and which store the VCM was given against.)

G. RANDOM INSPECTIONS FOR COMPLIANCE WITH PATRON SAVINGS: IAW the Quality Assurance Surveillance Plan (QASP), the Government will perform random price surveys at the request of the Contracting Officer and/or Store Director to verify that the Contractor is meeting the patron savings on core items specified IAW the contract. Additionally, the Government may randomly validate Contractor initiated surveys on core items. If the percentage of savings is in non-conformance, the Government will immediately inform the Contractor of these findings and request the Contractor adjust the pricing to come into conformance.

Core item price comparisons will utilize the same brand name, when available within the area of survey, as set forth in the applicable CLIN. In the absense of the same brand name, price comparisons will be accomplished using brand name products of the same quality. Premium elite brands (Boar’s Head and Dietz & Watson) shall not be used for purposes of determining savings on core items.

H. AWARD TERM (CLAUSE) (pass/fail)

(a) Award Term. The award term is an acquisition technique for recurring requirements that rewards the Contractor for its overall excellent performance with a long-term relationship. It affords the Contractor opportunities to earn additional performance periods in one-year increments of 12 months for up to an additional four years. Potential benefits of maintaining a long-term contractual relationship with a quality Contractor are continuous improvement in the processes affecting the goals of the contract and stability within the contractor’s workforce.

The Contractor earns an award term based on a pass/fail rating method in which the Government evaluates the Contractor’s overall performance at the end of the award term evaluation period as provided in Technical Exhibit B, Award Term Plan. The Government will perform an interim assessment after six months of performance on each 12-month performance period to provide feedback to the Contractor. A final assessment will be performed after the 12 month performance period has been completed. The Government will determine at the end of the final assessment period whether the Contractor’s overall performance for the previous 12 months merits an award term, based on its effectiveness in achieving the contract goals of customer service, continued savings, increased sales and product satisfaction. Effectiveness in achieving the contract goals will be rated as excellent, acceptable, or unacceptable, without assigning points.

(b) Monitoring of Performance. The performance monitors, whose findings are reported to the Award Term Board (ATB), continually monitor the contractor’s performance. The ATB recommends an award term to the Term Determining Official (TDO), who makes the final decision on whether the contractor has earned an award term.

(c) Award-Term Plan. The evaluation criteria and the associated award-term extensions or reductions are specified in the award-term plan.

(d) Self-Evaluation. At the option of the Contractor, the Contractor may (1) submit to the Contracting Officer, within 7 to 10 calendar days (considering holidays), after receipt of the notice of award term evaluation review for each evaluation period, a brief written self-evaluation of its performance for that period or (2) request an opportunity to address the ATB in person, via telephone, or video teleconference, with a self-evaluation of the company’s performance. (Written self-evaluation must be submitted to the Contracting Officer in advance.) If the Contractor requests an opportunity to address the ATB in person, the person addressing the ATB must be employed in a management position within the Contractor’s organization. The determination to honor a request to address the ATB in person is at the discretion of the Contracting Officer. The Contractor’s self-evaluation, in the format presented, will be used in the ATB evaluation of the contractor’s performance during this period. Costs associated with the Contractor’s efforts in this regard will not be reimbursed under this contract.

(e) Award-Term Extension. The contract shall be unilaterally modified to reflect any award term extension. The total contract performance period, including extensions under this clause, shall not exceed eight years.

If the Contractor has not earned an award term by the end of the second year of performance under this contract, the Government may declare the award-term incentive void.

Once the Contractor has earned an award term, they must earn an award term in each succeeding year. If the Contractor fails to earn an award term in a succeeding year, the Government may declare the award-term incentive void and cancel any award terms that the contractor has earned, but have not commenced.

If, in any year, the Contracting Officer determines that the Contractor’s performance fails to meet award term standards, then the term determining official may declare the award-term incentive void and cancel any award terms that the Contractor has earned, but have not commenced.

Any changes to the award term determination criteria which shall apply during each award term period will be provided to the Contractor in writing by the Contracting Officer at least 30 days prior to the start of each award term period. Notification at a later date, or alteration of criteria, including added criteria, after an award term period has begun, must be agreed to by both parties.

The Contractor may cancel any award term before it begins by giving the Contracting Officer written notice at least one year in advance. The Contractor may not cancel any award term with less than one year advance notice, or terminate any award term that has already begun. Should the Contractor elect to cancel any award term, the operation of the award-term incentive will end immediately and all remaining award terms that the Contractor has earned are canceled.

The cancellation of any award terms or the voiding of the award-term incentive for any of the reasons set forth in this clause shall not be considered a termination for convenience or a termination for default and shall not entitle the contractor to any equitable adjustment or any other compensation.

All award-term extensions are conditioned upon (1) a continuing Agency need for the contract services, and (2) the continuing responsibility of the Contractor, as defined by FAR 9.104-1.

Notwithstanding the provisions of this clause, the Government retains the right to terminate this contract for convenience or cause in accordance with FAR 52.212-4 Contract Terms and Conditions – Commercial Items.

I. REQUESTS FOR EQUITABLE ADJUSTMENTS DUE TO CHANGES IN DEPARTMENT OF LABOR WAGE DETERMINATIONS

In accordance with FAR 52.222-42, Fair Labor Standards Act and Service Contract Act-Price Adjustment, adjustments to pricing (patron savings) are permissible, resulting from the Service Contract Act (SCA) mandatory increases in wages and Health and Welfare benefits on applicable Department of Labor (DoL) wage determinations. Such requests for equitable adjustments are to be submitted to the Contracting Officer in writing and shall include documentation supporting an increase above the annual inflation rate for the period upon which the adjustment is being calculated.

J. CONTRACTOR PERFORMANCE ASSESSMENT REPORTING SYSTEMS (CPARS)

In accordance with the President’s e-Government Integrated Acquisition Environment initiative and FAR 42.15 an annual Contractor Performance Assessment Report (CPAR) is required to record a contractor’s performance. The CPAR process that the Defense Commissary Agency (DeCA) will utilize is totally paperless and accessed through the NAVY CPARS system. The system may be accessed via http://www.cpars.csd.disa.mil. DeCA Form 10-17 will no longer be used for capturing contractor performance. For contractors to access CPARS, they must first obtain a PKI Certificate. This is an added security measure to ensure unauthorized individuals cannot access a contractor’s past performance information. You may purchase a DOD PKI certificate from one of the following 3 approved External Certificate Authority (ECA) vendors: Operational Research Consultants, Inc. (ORC) at http://www.eca.orc.com; VeriSign, Inc at http://www.verisign.com/verisign-business-solutions/public-sector-solutions/ieca-eca-certificates/index.html; or IdenTrust, Inc. at http:///www.indentrust.com/certificates/eca/index.html.

(End of Clause)

AWARD TERM PLAN

TECHNICAL EXHIBIT B

DEFENSE COMMISARY AGENCY

AWARD TERM PLAN

FOR

IN-STORE DELI/BAKERY OPERATIONS

This plan describes the method for assessing the contractor’s performance against the matrix described in the performance assessment plan, Appendix A, and determining whether such performance merits an additional award term extension. The Award Term Plan serves as the basis for all award term decisions.

1.0 INTRODUCTION

Award term is an acquisition technique for a recurring requirement that rewards a contractor for excellent performance with a long-term relationship by extending the term of the contract without requiring the contractor to compete anew. Award terms are periods of a predetermined length (e.g., one year), which are specified in the contract. The length of an award term does not vary with the quality of the Contractor’s performance.

An award-term extension is not an option, but an actual contract extension, conditioned only upon a continuing government need for the services, and the contracting officer determines the contractor to be responsible in accordance with far 9.104-1. The terms of the incentive are stipulated in the award-term clause contained in the contract.

2.0 INCENTIVE OBJECTIVES

The primary focus of the contract is on the end results of excellent customer service; continued savings when compared to commercial prices; increased sales in the department; and a combination of product variety, quality, special orders, promotional items, and a product mix to maximize patron satisfaction at the locations specified in the schedule. The contract allows the contractor to deliver the required services by applying its own best practices and innovative approaches to accomplish the desired end results throughout the life of the contract. The award term incentive further motivates the contractor to perform to the best of its capability.

3.0 AWARD-TERM PROCESSES

(a) Organizational Structure. The organizational structure established for administering the award term provision of the contract is provided at Appendix C. The responsibilities assigned to each position are set forth therein. The award term evaluation procedures follow.

(b) Evaluation Criteria, Ratings and Definitions. Adjectival assessments will be assigned to each incentive performance evaluation criterion as shown in Appendix B. A rating will be assigned for each major evaluation criterion for each evaluation period.

4.0 RATING GUIDELINES

(a) Rating Methodology. The contractor earns the award term based on a pass/fail rating method in which the government will evaluate the contractor’s overall performance at the end of the award term evaluation period as excellent, acceptable, or unacceptable, without assigning points. This evaluation will be an overall assessment based on a consideration of the Contractor’s performance concerning the four Contractor Expectation elements listed in the Performance Assessment Plan, Appendix A. This evaluation will not be based on absolute standards of acceptable performance, but, rather, the Contractor’s overall performance of the award term evaluation period. The evaluation of a Contractor’s merit for earning an award term is subjective and a matter of judgment.

(b) General Characteristics of Levels of Performance. The incentive performance evaluation criteria, ratings, and standards contained in Appendix B are intended as a guide to describe performance characteristics, which represent a level of performance with a correlating adjectival rating. It is not intended that any of the listed performance descriptions will exactly describe the contractor’s performance, nor is it intended that a contractor’s performance in all areas necessarily fall in any one level. Rather, the general characteristics of levels will be used as a tool to select the level of performance which best characterizes the Contractor’s overall performance for the evaluation period.

(c) Interim Award Term Evaluations. An interim assessment will be accomplished after completion of the first six months of performance on each evaluation period. Award-term performance monitoring is a part of contract inspection, except that it focuses on those attributes of the contractor’s performance that bear on the incentive objectives. The purpose of performance monitoring is to obtain accurate information about the contractor’s achievement of the incentive objectives. This process supports (1) the TDO’s evaluation of overall performance (2) the provision of feedback to the contractor (3) and past performance evaluations for other procurements.

ATB members will provide completed evaluation reports to the ATB Chairperson within 15 calendar days after receipt of the award term package for evaluation. The ATB Chairperson will determine the interim evaluation rating and will provide this information in writing to the Contracting Officer. The Contracting Officer will advise the Contractor of his interim rating by letter, to include strengths and weaknesses.

(d) Final Award Term Evaluations. Input for final evaluations will follow the same procedures and time frames as the interim award term evaluations. The ATB Chairperson will evaluate ATB member input as well as Contractor input, if provided (see paragraph (e) below), and will provide a recommendation to the TDO regarding the award term decision. The TDO’s decision will be provided to the ATB Chairman in writing, who will in turn pass the information to the Contracting Officer. If the decision is favorable, the Contracting Officer will execute a unilateral modification to extend the contract. The copy of the modification will be sent to the Contractor, accompanied by a letter from the Contracting Officer notifying of the award term decision. The letter will include a summary of the strengths and weaknesses of the Contractor’s performance observed during the period. If the decision is unfavorable, the Contracting Officer will advise the Contractor in writing, providing detailed supporting rationale.

If the Contractor has not earned an award term by the end of the second year of performance under the contract, the Government may declare the award-term incentive void. The ATB will provide a recommendation to the TDO regarding rescission of successive award terms. If the TDO decides to rescind future award terms, the Contractor will be notified in writing by the Contracting Officer.

(e) Contractor Self-Evaluation. At the option of the Contractor, the Contractor may (1) submit to the Contracting Officer, within 7 to 10 calendar days, (considering holidays) after receipt of the notice of award term evaluation review for each evaluation period, a brief written self-evaluation of its performance for that period or (2) request an opportunity to address the ATB in person, via telephone, or video teleconference, with a self-evaluation of the company’s performance. (Written self-evaluation must be submitted to the Contracting Officer in advance.) If the Contracting Officer grants the Contractor’s request to meet with the ATB in person, or otherwise, the person addressing the ATB must be employed in a management position within the Contractor’s organization. The determination to honor a request to address the ATB in person is at the discretion of the Contracting Officer. The Contractor’s self-evaluation, in the format presented, will be used in the ATB evaluation of the Contractor’s performance during this period. Costs associated with the Contractor’s efforts in this regard will not be reimbursed under the contract.

(f) Completion of Evaluation. The estimated time for the completion of the Government’s evaluation is approximately 60 days after the conclusion of the evaluation period.

5.0 AWARD TERM PLAN CHANGE PROCEDURE

Changes to the Award Term Plan evaluation criteria will be made by revising Appendix B. Contractor requested changes to the Award Term Plan shall be forwarded to the Contracting Officer not later than 90 calendar days prior to the start of the evaluation period. The Contracting Officer will forward the requested changes to the ATB chair and board members for coordination. Upon review, the ATB will forward a recommendation to accept or reject the changes to the TDO.

All changes to the Award Term Plan will be negotiated with the contractor. Where the Government desires a change to the Award Term Plan and a mutual agreement cannot be reached by the end of the evaluation period, the Government and Contractor agree that Alternate Disputes Resolution procedures will be used.

PERFORMANCE ASSESSMENT PLAN

APPENDIX A

1.…