19-R-0026_Online_Continued_Fitness_Education.pdf

SOLICITATION, OFFER AND AWARD 1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

RATING PAGE OF PAGE

1 36

2. CONTRACT NUMBER 3. SOLICITATION NUMBER 4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

5. DATE ISSUED 6. REQUISITION/PURCHASE

NUMBER

HDQMWR-19-R-0026

7. ISSUED BY CODE 8. ADDRESS OFFER TO (If other than item 7)

COMMANDER, NAVY INSTALLATIONS COMMAND

NAF ACQUISITIONS BRANCH N945

FACILITIES AND ACQUISITIONS BRANCH N944

716 SICARD STREET BLDG 111 STE 1000

CONTRACTING OFFICER, 202-433-9158

CHRISTOPHER.SAUNDERS@NAVY.MIL

NOTE: In sealed bid solicitations “offer” and “offeror” mean “bid” and “bidder”.

SOLICITATION

9. Sealed offers in original and 3 copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if hand carried, in the depository located in 716 SICARD STREET BLDG 111 STE 1000 until 1600 local time 05JUNE2019 (Hour) (Date) CAUTION - LATE Submissions, Modifications, and Withdrawals: See Section L, Provision No. L-6. All offers are subject to all terms and conditions contained in this solicitation.

10. FOR

INFORMATION

CALL:

A. NAME B. TELEPHONE (NO COLLECT CALLS) C. E-MAIL ADDRESS

CHRISTOPHER SAUNDERS

AREA CODE NUMBER EXT.

christopher.saunders@navy.mil 202 433-9158

11. TABLE OF CONTENTS

(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 13-21

X B SUPPLIES OR SERVICES AND PRICES/COSTS PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACH.

X C DESCRIPTION/SPECS./WORK STATEMENT 4-7 X J LIST OF ATTACHMENTS 21

X D PACKAGING AND MARKING 7 PART IV - REPRESENTATIONS AND INSTRUCTIONS

X E INSPECTION AND ACCEPTANCE 7 X

K REPRESENTATIONS, CERTIFICATIONS AND OTHER

STATEMENTS OF OFFERORS 22-25 X F DELIVERIES OR PERFORMANCE 8

X G CONTRACT ADMINISTRATION DATA 8-9 X L INSTRS., CONDS., AND NOTICES TO OFFERORS 26-31

X H SPECIAL CONTRACT REQUIREMENTS 10-12 X M EVALUATION FACTORS FOR AWARD 32-36

OFFER (Must be fully completed by offeror)

12. In compliance with the above, the undersigned agrees, if this offer is accepted within calendar days (60 calendar days unless a different period is inserted by the offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT 10 CALENDAR DAYS (%) 20 CALENDAR DAYS (%) 30 CALENDAR DAYS (%) CALENDAR DAYS (%) (See Section I, Clause No. 17) NET 30

14. ACKNOWLEDGMENT OF AMEND-

MENTS (The offeror acknowledges receipt of amendments to the SOLICITATION for offerors and related documents numbered and dated):

AMENDMENT NO. DATE AMENDMENT NO. DATE

15A. NAME AND

ADDRESS

OF OFFEROR

CODE FACILITY 16. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN OFFER

(Type or print)

15B. TELEPHONE NUMBER

15C. CHECK IF REMITTANCE ADDRESS

IS DIFFERENT FROM ABOVE - ENTER

SUCH ADDRESS IN SCHEDULE.

17. SIGNATURE 18. OFFER DATE

AREA CODE NUMBER EXT.

AWARD (To be completed by Government)

19. ACCEPTED AS TO ITEMS NUMBERED 20. AMOUNT 21. ACCOUNTING AND APPROPRIATION

NON APPROPRIATED FUNDS

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION: 23. SUBMIT INVOICES TO ADDRESS

SHOWN IN (4 copies unless otherwise specified)

ITEM

10 U.S.C. 2304(c) ( ) 41 U.S.C. 253(c) ( ) SEE BLOCK 7

24. ADMINISTERED BY (If other than Item 7) CODE 25. PAYMENT WILL BE MADE BY CODE

See Section G

26. NAME OF CONTRACTING OFFICER (Type or print) 27. UNITED STATES OF AMERICA 28. AWARD DATE

CHRISTOPHER SAUNDERS

(Signature of Contracting Officer)

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official written notice.

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition is unusable

STANDARD FORM 33 (REV. 9-97)

Prescribed by GSA - FAR (48 CFR) 53.214 (c)

HDQMWR-19-R-0026

PART I, SECTION B: SUPPLIES OR SERVICES AND PRICES/COSTS

B-1 GENERAL: This is a procurement of the Commander, Navy Installations Command (CNIC) Morale, Welfare, and Recreation (MWR) Nonappropriated Funds Instrumentality (NAFI), hereinafter referred to as NAFI.

B-2 TYPE OF CONTRACT: It is anticipated that this solicitation is to be awarded as a Firm-Fixed Price type contract with a Base Year of One (1) year with Four (4) One Year option periods.

B-3 SUPPLIES AND/OR SERVICES PRICE/COST SCHEDULE: Offeror is to fill in the proposed pricing table below. The Government anticipates the below list of CLINS that will be utilized for responding to the scope of the contract.

B-4 AWARD: Upon award of contract, Sections K, L, and M of the solicitation will be removed, and the Contractor’s technical proposal, including any revisions will be incorporated by reference subject to Clause 16, Order of Precedence.

Base Period: Date of Award through September 30, 2020

CLIN DESCRIPTION QTY U/I UNIT

PRICE

Total Estimate

0001 Annual Registration for Unlimited on-line continuing education account access & credits

800 EA

Option Period 1: 12 months

PRICE

Total Estimate

1001 Annual Registration for Unlimited on-line continuing education

Option Period 2: 12 Months

PRICE

Total Estimate

2001 Annual Registration for Unlimited on-line continuing education

Option Period 3: 12 Months

PRICE

Total Estimate

3001 Annual Registration for 800 EA

Unlimited on-line continuing education

Option Period 4: 12 Months

PRICE

Total Estimate

4001 Annual Registration for Unlimited on-line continuing education

Base Year & All Option Years Total Estimated Price $ ______________

(END OF SECTION B)

PART I, SECTION C: DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

PERFORMANCE WORK STATEMENT

C-1. INTRODUCTION. The Navy Sports and Fitness Program provides "Fitness for Life" for the entire Navy population, including active-duty Sailors, family members, retirees and DoD civilians. Individual and group instruction is available from certified fitness professionals in cardiovascular conditioning, strength training, flexibility and nutrition.

C-2. SCOPE. This requirement is to provide unlimited continuing education training and education credits through a commercially available on-line learning platform to approximately 800 certified Morale Welfare and Recreation (MWR) fitness positions for the Department of Navy.

C-3. BACKGROUND. – NOT USED

C-4. MAIN TASK OBJECTIVES.

The contractor shall provide the following:

• The contractor shall provide an internet based on-line learning platform that will allow up to 800 MWR Fitness Professional users to access Continuing Education training and credits 24 hours per day, 7 days per week.

• The on-line learning platform shall provide instant notification of training scores and access to CEU certificates for registered users as well a CNIC Headquarters (HQ) Navy Fitness Program.

• The platform shall include access to help desk support for technical issues related to course login, registration and course participation.

• The platform shall host a numerous amount and variation of qualitied courses in the subject areas that may include but are not limited to Personal Training, Nutrition, Behavior Change, Small Group Training, Assessment, Weight Management, High-intensity interval training (HIIT), mind-body, myofascial release, older adult and senior fitness, pre and post-natal programming, strength training, cardio programming, weight management, and sports conditioning.

• The on-line platform shall have the ability for the CNIC HQ Navy Fitness Program to create custom, service specific curriculum and certifications for service fitness professionals. Creation of content must include the ability to create test (both multiple choice and open response), course evaluation, as well as load pre-recorded videos.

• The on-line platform shall allow CNIC HQ Navy Fitness Program with the ability to verify employee fitness certification and on-line course progress/completion and certification status for their specific service.

• The on-line platform shall allow installation program manager(s) the ability to verify fitness certification, on-line course progress/completion and certification status for the registered users at their installation.

• The on-line platform shall allow the CNIC HQ Navy Fitness Program service headquarters to assign various employee roles; such as: Club Manager of location, NOFFS Instructors, or Front Desk Staff, and platform requirements for registered users.

• The online platform shall allow CNIC HQ Navy Fitness Program service headquarters with the ability to run and export course usage reports, registered users based on installation and curriculum and course metrics.

• The online platform will allow for service level customization of the platform to include service specific e-mails to registered users.

• The platforms registration process will only involve minimal user information. Only first name, last name and e-mail address will be collected for user registration.

• The hosted CEU courses shall be compatible with both government intranet (NMCI) and personal internet systems (e.g. Google, Internet Explorer, Bing).

• The on-line platform will give CNIC HQ Navy Fitness Program service headquarters the ability to register users based on service specific hierarchy (i.e. region, installation).

• The online platform will include a dashboard with that include the individual’s education score, certification/training expiration dates and courses currently enrolled

• A CNIC HQ Navy Fitness Program service headquarters dashboard will include total number of active users, course enrollments, course enrollment value, education leaderboard based on user and location and upcoming expiring certifications.

C-5. APPLICABLE DOCUMENTS AND REFERENCES. – NOT USED

C-6. TASK REQUIREMENTS.

The on-line learning platform shall offer a variety of Continuing Education Credits (CEC’s) or Continuing Education Units (CEU’s) from a nationally recognized accreditation body that will support MWR fitness professionals in maintaining their fitness certifications in order to stay abreast of the current trends and protocols in the fitness industry.

Fitness Certifications: NCCA (National Commission for Certifying Agencies) Accredited Certifying Agencies, including but not limited to:

• AAPTE - Academy of Applied Personal Training Education

• ACE - American Council on Exercise

• ACSM - American College of Sports Medicine

• ACTION Certification

• CI - The Cooper Institute for Aerobic Research

• CSCCa - Collegiate Strength and Conditioning Coaches association

• IFPA - International Fitness Professionals Association

• ISFTA - International Sports & Fitness Trainers Association

• NASM - National Academy of Sports Medicine

• NAYS - National Alliance for Youth Sports

• NCHEC - National Commission for Health Education Credentialing, Inc.

• NCSF - National Council on Strength and Fitness

• NESTA - National Exercise and Sports Trainers Association

• NETA - National Exercise Trainers Association

• NFPT - National Federation of Professional Trainers

• NSCA - National Strength and Conditioning Association

• PTA Global, Inc.

• TWCC - Training & Wellness Certification Commission

DEAC (Distance Education Accrediting Commission) Accredited Certifying Agencies, including but not limited to:

• ISSA - International Sports Sciences Association

• USCI - US Career Institute

C-7. DELIVERABLES AND ACCEPTANCE. The following shall be provided for government review and acceptance.

C-7.1. Completion certs, C-7.2. Weekly delivery of statistics patronage usage, C-7.3. Website Quality Contract Reports

C-8. QUALITY CONTROL AND CONFLICTS OF INTEREST. Quality control for website security and availability (e.g.: intrusion report, accounts compromised report, downtime report, shipping tracking, task completion report.)

C-9. PERFORMANCE CRITERIA Website shall be available for use 24 hours a day, 7 days a week.

C-10. GOVERNMENT/NAFI FURNISHED EQUIPMENT – NOT USED

C-11. EDUCATION AND EXPERIENCE – NOT USED

C-12. KEY PERSONNEL – NOT USED

C-13. SECURITY. The contractor shall comply with all applicable Department of Defense

(DoD) security regulations and procedures during the performance of this contract. The contractor shall not disclose and must safeguard sensitive information, computer systems and data, privacy act data, and Government and contracted personnel work products that are obtained or generated in the performance of this contract.

C-13.1. The contractor is responsible for safeguarding information of a sensitive nature.

Failure to safeguard any privileged information which may involve the contractor or the contractor's personnel or to which they may have access may subject the contractor and/or the contractor's employees to criminal liability under Title 18, section 793 and 7908 of the United States Code.

C-13.2. Clearances. All contractor employees supporting this project require a minimum of a National Agency Check and Inquiries (NACI) clearance.

C-14. CONFIDENTIALITY. This project and all materials provided to the Contractor by the Government and results, conclusions and recommendations obtained thereof shall be considered confidential in nature and treated with the same level of care that the Contractor treats its own confidential business information. The information shall not be disclosed, copied, modified, used (except in the completion of this project) or otherwise disseminated to any other person or entity at any time to include, but not limited to inclusion in any database external to the Government without the Government’s express consent.

C-15. INTELLECTUAL PROPERTY RIGHTS. No data provided to, or created by, the contractor shall be used for any purpose other than this contract and subsequent task orders. All information (data files and hard copy) become the property of the government and the contractor shall return them to the designated program manager and or COR, at the completion of the task.

C-16. PRIVACY ACT. Personnel shall adhere to the Privacy Act, Title 5 of the U.S. Code, Section 552a and applicable agency rules and regulations. Any information reported, summarized, or otherwise considered procurement sensitive that comes about through the work performed will not be distributed or discussed outside the framework of the Data Layer Optimization Project.

(End of Section C)

PART I, SECTION D: PACKAGING AND MARKING- NOT APPLICABLE

(End of Section D)

PART I, SECTION E: INSPECTION AND ACCEPTANCE

E.1 INSPECTION AND ACCEPTANCE: Contractor shall provide reports of confirmed number of end users registered to the COR on a monthly basis for verification and acceptance.

(End of Section E)

PART I, SECTION F: DELIVERIES OR PERFORMANCE

F.1 Period of Performance

Date of contract award with a base year of one (1) year, and four (4) one (1) year option periods.

F.2 Place of Performance - Online

(End of Section F)

PART I, SECTION G: CONTRACT ADMINISTRATION DATA

G.1 INVOICING

NAF Clause #12 “Invoices.” An invoice is a written request for payment under the contract for supplies/equipment delivered or for services rendered. In order to be proper, an invoice must include (and in order to support the payment of interest penalties) the following:

a. Invoice Date;

b. Name of contractor;

c. Contract number (include order number, if any), contract description of supplies or services, quantity, contract unit of measure, unit price, and extended total;

d. Shipment number and date of shipment;

e. Name and address to which payment is to be sent (name must be the same as that in the contract or on a proper notice of assignment);

f. Name (where practicable), title, telephone number and mailing address of person to be notified in the event of a defective invoice; and

g. Any other information or documentation required by other provisions of the contract

(such as evidence of shipment).

Invoices shall be prepared and submitted to the point of contact identified in the following section (G-2). Invoices shall be submitted by the Contractor on a monthly basis for the monthly service and will be paid in arrears. The NAFI will not make a payment for deliverables that have not been inspected and accepted by the Contracting Officer’s Representative.

G.2 SUBMIT INVOICES TO:

The COR will be identified by separate letter at contract award. Invoices are forwarded to the contracting office and the COR for acceptance and approval. Invoices will be paid upon approval and acceptance by the Government COR.

G.3 ACCOUNTING CLASSIFICATION

ACCOUNTING AND APPROPRIATION DATA: NONAPPROPRIATED FUNDS

Company Code: 6510 Cost Center: 5599 GL Account: 782089

No appropriated funds of the United States will be obligated, due or payable to a contractor as a result of this solicitation and, if awarded, any resulting contract.

(End of Section G)

PART I, SECTION H: SPECIAL CONTRACT REQUIREMENTS

H-1. PRIVACY ACT NOTIFICATION (Jan 2008) The Contractor will be required to design, develop, or operate a system of records on individuals, to accomplish an agency function subject to the Privacy Act of 1974, Public Law 93-579, December 31, 1974 (5 U.S.C.552a) and applicable agency regulations. Violation of the Act may involve the imposition of criminal penalties.

H-1.1. PRIVACY ACT (Apr 1984)

(a) The Contractor agrees to –

(1) Comply with the Privacy Act of 1974 (the Act) and the agency rules and regulations issued under the Act in the design, development, or operation of any system of records on individuals to accomplish an agency function when the contract specifically identifies --

(i) The systems of records; and

(ii) The design, development, or operation work that the contractor is to perform;

(2) Include the Privacy Act notification contained in this contract in every solicitation and resulting subcontract and in every subcontract awarded without a solicitation, when the work statement in the proposed subcontract requires the redesign, development, or operation of a system of records on individuals that is subject to the Act; and

(3) Include this clause, including this subparagraph (3), in all subcontracts awarded under this contract which requires the design, development, or operation of such a system of records.

(b) In the event of violations of the Act, a civil action may be brought against the agency involved when the violation concerns the design, development, or operation of a system of records on individuals to accomplish an agency function, and criminal penalties may be imposed upon the officers or employees of the agency when the violation concerns the operation of a system of records on individuals to accomplish an agency function. For purposes of the Act, when the contract is for the operation of a system of records on individuals to accomplish an agency function, the Contractor is considered to be an employee of the agency.

(c)

(1) “Operation of a system of records,” as used in this clause, means performance of any of the activities associated with maintaining the system of records, including the collection, use, and dissemination of records.

(2) “Record,” as used in this clause, means any item, collection, or grouping of information about an individual that is maintained by an agency, including, but not limited to, education, financial transactions, medical history, and criminal or employment history and that contains the person’s name, or the identifying number, symbol, or other identifying particular assigned to the individual, such as a fingerprint or voiceprint or a photograph.

(3) “System of records on individuals,” as used in this clause, means a group of any records under the control of any agency from which information is retrieved by the name of the individual or by some identifying number, symbol, or other identifying particular assigned to the individual.

H-3. APPOINTMENT OF CONTRACTING OFFICER’S REPRESENTATIVE

(a) The following NAFI employee is appointed as the Contracting Officer’s Representative

(COR):

DAVE MEEKS

David.meeks@navy.mil (202)433-0152

(b) The COR will act as the Contracting Officer’s representative for technical matters, providing technical direction and discussion as necessary with respect to the specification or performance work statement, and monitoring the progress and quality of contractor performance. The COR is not an Administrative Contracting Officer and does not have authority to take any action, either directly or indirectly, that would change the pricing, quantity, quality, place of performance, delivery schedule, or any other terms and conditions of the contract, or to direct the accomplishment of effort which goes beyond the scope of the performance work statement in the contract.

(c) It is emphasized that only a Contracting officer has the authority to modify the terms of the contract, therefore, in no event will any understanding, agreement, modification, change order, or other matter deviating from the terms of the basic contract between the contractor and any other person be effective or binding on the Government. When/if, in the opinion of the contractor, an effort outside the existing scope of the contract is requested, the contractor shall promptly notify the contracting officer in writing. No action shall be taken by the contractor under such direction unless the contracting officer has issued a contractual change or otherwise resolved the issue.

H-4. SECTION 508 COMPLIANCE. Section 508 is a part of the Rehabilitation Act of 1973 which requires that electronic and information technology (EIT) developed, procured, maintained, or used by the Federal government be accessible to people with disabilities. On mailto:David.meeks@navy.mil

August 7, 1998, the President signed into law the Workforce Investment Act of 1998, which includes the Rehabilitation Act Amendments of 1998. Section 508 was originally added to the Rehabilitation Act in 1986; the 1998 amendments significantly expand and strengthen the technology access requirements in Section 508.

Section 508 requires that when Federal agencies develop, procure, maintain, or use electronic and information technology, they shall ensure that the electronic and information technology allows Federal employees with disabilities to have access to and use of information and data that is comparable to the access to and use of information and data by Federal employees who are not individuals with disabilities, unless an undue burden would be imposed on the agency. Section 508 also requires that individuals with disabilities, who are members of the public seeking information or services from a Federal agency, have access to and use of information and data that is comparable to that provided to the public who are not individuals with disabilities, unless an undue burden would be imposed on the agency.

Offerors are required to self-certify that their products or services are in compliance with Section 508 technical standards. Therefore, the offeror is required to submit with its offer a designated area on its website that outlines the Voluntary Product Accessibility Template (VPAT) or equivalent qualification, which ultimately becomes the Government Product Accessibility Template (GPAT). The purpose of the VPAT is to assist Federal contracting officials and other buyers in making preliminary assessments regarding the availability of commercial EIT products and services with features that support accessibility.

The Offeror must comply with all required Federal or agency standards as specified in the scope of Work for each Task Order. Section 508, the Federal Information Technology Accessibility Initiative (36 CFR 1194), is incorporated into and made a part of this solicitation. Compliance with the applicable Section 508 standards is a material requirement of this solicitation.

All EIT deliverables resulting from task orders placed against this solicitation, inclusive of electronic documents, must meet all minimum accessibility requirements as well as Section 508 technical standards at a minimum. The offeror must reference the Section 508 technical standards below as a resource for meeting compliance of deliverables:

1194.21 Software applications and operating systems

1194.22 Web-based Intranet and Internet Information and Applications

1194.23 Telecommunications Products

1194.24 Video and multimedia products

1194.25 Self contained, closed products

1194.26 Desktop and portable computers

1194.31 Functional Performance Criteria

1194.41 Information, Documentation and Support

World Wide Web Consortium (W3C) www.w3c.org

H-5. PROTECTION OF PERSONAL IDENTIFIABLE INFORMATION (PII).

The On-Line program offered must adhere to Department of Defense (DoD) mandates and best practices for securing and safeguarding Personally Identifiable Information (PII). PII policies are outlined in OMB-M-06-16 and are available from:

www.whitehouse.gov/omb/memoranda/fy2006/m06-16.pdf; OMB-M-06-19 is available from:

www.whitehouse.gov/omb/memoranda/fy2006/m06-19.pdf; and DOD instruction 8500.2. , which is available from: www.dtic.mil/whs/directives/corres/pdf850002p.pfd.

These mandates and best practices are included in the SECNAV Instruction 5211.5E or CNIC Instruction 5211.1 and are available from: http://doni.daps.dla.mil/Directives/ .../5211.5e, or review in the Department of the Navy Personally Identifiable Information (PII) training module at www.dcnc10.navy.mil/productsaspx.

The Online system is to include servers that must comply with DoDI 8500.2 which is available from: http://www.dtic.mil/whs/directives/corres/pdf/850002p.pdf .

With these responsibilities contractors should ensure that their employees:

Safeguard DON information to which their employees have access at all times. Obtain DON management's written approval prior to taking any DON sensitive information away from the office. The DON manager's approval must identify the business necessity for removing such information from the DON facility.

(End of Section H)

PART II –SECTION I CONTRACT CLAUSES

NONAPPROPRIATED FUND CONTRACT CLAUSES

TABLE OF CONTENTS

CLAUSES MADE INAPPLICABLE BY THE TYPE OF ORDER OR CONTRACT ARE

SELF-DELETING.

1. DEFINITIONS

2. ADVERTISEMENTS

3. ASSIGNMENT

4. COMMERCIAL WARRANTY

5. DISCOUNTS FOR PROMPT PAYMENT

6. DISPUTES

7. EXAMINATION OF RECORDS

8. GRATUITIES

9. HOLD AND SAVE HARMLESS

10. INSPECTION

11. INSURANCE

12. INVOICES

13. LAW GOVERNING CONTRACTS

14. LEGAL STATUS

15. MODIFICATIONS

16. ORDER OF PRECEDENCE

17. PAYMENTS

18. PROOF OF SHIPMENT

19. TAXES

20. TERMINATION FOR CONVENIENCE

21. TERMINATION FOR DEFAULT

22. VARIATION IN QUANTITY

23. PROTESTS

(Incorporated by Reference)

24. COVENANT AGAINST CONTINGENT FEES

25. WALSH-HEALEY PUBLIC CONTRACTS ACT

26. EQUAL OPPORTUNITY

27. AFFIRMATIVE ACTION – VETERANS

28. AFFIRMATIVE ACTION – HANDICAPPED WORKERS

29. EMPLOYMENT REPORTS – VETERAN

30. RESTRICTIONSON CERTAIN FOREIGN PURCHASES

31. EXTRAS

32. CHANGES - FIXED PRICE

33. CONTRACTOR INSPECTOR REQUIREMENTS

34. RESPONSIBILITY FOR SUPPLIES

35. CLEARANCE AND DOCUMENT – SHIPMENTS

36. CONVICT LABOR

37. CONTRACT WORK HOURS & SAFETY STANDARDS ACT

38. SERVICE CONTRACT ACT OF 1965 (AS AMENDED)

39. INSPECTION OF SERVICES – FIXED PRICE

PART II, SECTION I – NON APPROPRIATED FUND CLAUSES continue

1. Definitions. As used throughout this contract, the following terms and abbreviations have the meaning set forth below:

a. The term “Contract” means this agreement or order and any modifications hereto.

b. The abbreviation “NAFI” means Nonappropriated Fund Instrumentality of the United

States Government.

c. The term “Contracting Officer” means the person executing or responsible for administering this contract on behalf of the NAFI which is a party hereto, or his successor or successors.

d. The term “Contractor” means the party responsible for providing supplies/equipment and/or services at a certain price or rate to the NAFI under this contract.

e. The term “Contracting Officer’s Representative” (COR) means a person appointed by the contracting officer to monitor performance and act as a liaison between the contractor and the contracting officer.

2. Advertisements. The contractor agrees that none of its, nor its agent’s, advertisements to include publications, merchandise, promotions, coupons, sweepstakes, contests, sales brochures, etc., shall state, infer, or imply that the contractor’s products or services are approved, promoted, or endorsed by the NAFI. Any advertisement, including cents off coupons, which refers to a NAFI, will contain a statement that the advertisement is neither paid for nor sponsored, in whole or in part, by that particular activity.

3. Assignment. A contractor may not assign their rights or delegate their obligations under this contract without prior written consent of the contracting officer.

4. Commercial Warranty. The contractor agrees that the supplies/equipment or services furnished under this contract shall be covered by the most favorable commercial warranties the contractor gives to any customer for such supplies/equipment or services and that the rights and remedies provided herein are in addition to and do not limit any rights afforded to the NAFI by any other clause of this contract. The printed terms and conditions of such warranty will be provided to the NAFI with the delivery of any supplies/equipment or services covered.

5. Discounts for Prompt Payment. In connection with any prompt payment discount offered, time will be computed from the date of the contractor’s invoice. Payment is deemed to have been made as of the date on the payment check or date on which electronic funds transfer is made.

6. Disputes. Except as otherwise provided in this contract, any dispute or claim concerning this contract, which is not disposed of by agreement, shall be decided by the contracting officer, who shall state their decision in writing, and mail or otherwise furnish a copy of it to the contractor.

Within 90 days from date of receipt of such copy, the contractor may appeal by mailing or otherwise furnishing to the contracting officer a written appeal addressed to the Immediate Superior In Command (ISIC) of the Command one level above the contracting officer's Command. The decision of this authority shall be final and conclusive. If no such appeal is filed, the decision of the contracting officer shall be final and conclusive. The contractor shall be afforded an opportunity to be heard and to offer evidence in support of any appeal under this clause. Pending final decision on such a dispute, the contractor shall proceed diligently with the performance of the contract and according to the decision of the contracting officer, unless directed to do otherwise by the contracting officer.

7. Examination of Records

a. The 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 their 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 up to 3 years after contract expiration date and final payment.

b. The contractor agrees to include the clause in paragraph 7a above in all subcontracts there-under which exceeds $10,000.

8. Gratuities

a. The NAFI may, by written notice to the contractor, terminate the right of the contractor to proceed under this contract if it is found, after notice and hearing by the Contracting Officer that gratuities (in the form of entertainment, gifts, or otherwise) were offered or given by the contractor, or any agent or representative of the contractor, to any officer or employee of the government or the NAFI with a view toward securing favorable treatment with respect to the awarding or amending, or the making of any determinations with respect to the performing of such contract. The Contracting Officer must coordinate with and receive approval from N94 on all matters arising under this section.

b. In the event this contract is terminated as provided in paragraph 8a above, the NAFI shall be entitled (1) to pursue the same remedies against the contractor as it would pursue in the event of a breach of contract by the contractor, and (2) as a penalty in addition to any other damages to which it may be entitled by law, to exemplary damages in an amount (as determined by the Contracting Officer, which shall not be less than three nor more than ten times the cost incurred by the contractor in providing any such gratuities to any such officer or employee.

c. The rights and remedies of the NAFI provided in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law or under this contract.

9. Hold and Save Harmless. The contractor shall indemnify, save harmless, and defend the NAFI, its outlets, and customers from any liability, claimed or established, for violation or infringement of any patent, copyright, or trademark right asserted by any third party with respect to goods hereby ordered or any part thereof. Contractor further agrees to hold the NAFI harmless from all claims or judgments for damages resulting from the use of products listed in this contract, except for such claims or damages caused by or resulting from negligence of NAFI customers, employees, agents, or representatives. Also, the contractor shall at all times hold and save harmless the NAFI, its agents, representatives, and employees from any and all suits and expenses which arise out of acts or omissions of the contractor, its agents, representatives, or employees.

10. Inspection. Unless otherwise provided herein, inspection shall be made after receipt of the supplies/equipment by the ordering activity or after completion of services by the contractor.

Inspection and acceptance shall not be conclusive, with respect to latent defects or fraud, or with respect to the NAFI’s rights under the proof of shipment provisions contained herein. In case any supplies/equipment or services are defective in material or workmanship, or are otherwise not in conformity with the requirements of this contract, the NAFI shall have the right to reject such supplies or services, or to require replacement or correction. Rejected supplies/equipment shall be removed by and at the expense of the contractor promptly after notice. If required by the NAFI, the contractor, after notice of defect or non-conformance, shall, in a timely manner, correct or replace the defective or non-conforming supplies/equipment or services, or any part thereof. When such correction or replacement requires transportation of the supplies/equipment or part thereof, all shipping costs to and from the contractor’s plant or place of business shall be borne by the contractor.

11. Insurance

a. The contractor shall, at their expense, procure and maintain, during the entire performance period of this contract, insurance of at least the kinds and minimum amount set forth herein.

b. At all times during performance, the contractor shall maintain with the contracting officer a current certificate of insurance showing at least the insurance required herein, and providing 30 days written notice to the contracting officer by the insurance company prior to cancellation or material change in policy coverage.

c. The contractor shall also require all first-tier subcontractors, who will perform work on a government installation, to procure and maintain the insurance required herein during the entire period of their performance. The contractor shall furnish (or assure that it has been furnished) to the contracting officer a current certificate of insurance meeting the requirements of paragraph 11b above, for each such first-tier subcontractor, at least 5 days prior to entry of each such subcontractor’s personnel on the installation.

d. In implementation of the insurance clause above, the contractor shall procure and maintain:

(1) Worker’s compensation as prescribed by the laws of the State in which the work will be performed and employer’s liability insurance.

(2) General liability insurance wherein the NAFI and the United States are included as named insured, stating that such insurance is primary (secondary to or contributory with no other insurance). Policy limits of $1,000,000 per person - $1,000,000 per occurrence for injury or death, and $1,000,000 property damage per occurrence are required.

(3) The contractor is responsible for damage or loss to his/her owned or leased equipment.

Claims will be honored only if it can be shown that the NAFI was negligent and caused damage or loss to the contractor’s equipment.

12. Invoices. An invoice is a written request for payment under the contract for supplies/equipment delivered or for services rendered. In order to be proper, an invoice must include (and in order to support the payment of interest penalties) the following:

a. Invoice Date;

b. Name of Contractor;

c. Contract number (include order number, if any), contract description of supplies or services, quantity, contract unit of measure, unit price, and extended total;

d. Shipment number and date of shipment;

e. Name and address to which payment is to be sent (name must be the same as that in the contract or on a proper notice of assignment);

f. Name (where practicable), title, telephone number and mailing address of person to be notified in the event of a defective invoice; and

g. Any other information or documentation required by other provisions of the contract (such as evidence of shipment).

Invoices shall be prepared and submitted in duplicate (one copy shall be marked “Original”) unless otherwise specified.

13. Law Governing Contracts. In any dispute arising out of this contract, the decision of which requires consideration of law questions, the rights and obligations of the parties shall be interpreted and determined according to the substantive and procedural laws of the United States of America.

14. Legal Status. The NAFI is an integral part of the Department of Defense and is an instrumentality of the United States Government. NAFI contracts are United States Government contracts; however, they do not obligate appropriated funds of the United States. NO

APPROPRIATED FUNDS OF THE UNITED STATES SHALL BECOME DUE OR BE PAID

A CONTRACTOR BY REASON OF THIS CONTRACT.

15. Modifications. No agreement or understanding to modify this contract will be binding upon the NAFI unless it is made in writing and signed by a contracting officer from the office that issued the contract or its successor.

16. Order of Precedence. In the event of an inconsistency between provisions of this solicitation/contract, the inconsistency shall be resolved by giving precedence in the following order: (1) description of the supplies/equipment or services and prices/costs; (2) description/specifications/work statement; (3) special contract requirements; (4) contract clauses;

(5) other provisions of the solicitation/award; and (6) any portion of the contractor’s bid or proposal that has been incorporated by reference and made a part of the contract.

17. Payments. Payment of prices stated in this contract will be made according to the Prompt Payment Act, as amended. Unless otherwise specified, payment will be made on partial deliveries accepted by the NAFI when the amount due on such deliveries so warrants. Payment is deemed to have been made as of the date on the payment check or date on which electronic funds transfer is made.

18. Proof of Shipment. (Applicable to shipments outside the United States through the Defense Transportation System (DTS) and parcel post shipments to overseas destinations.) Except as otherwise provided in this contract, payment will be made for items not yet received upon receipt of an invoice accompanied by proof of delivery to a postal system or common carrier if delivery is FOB point of origin. For deliveries FOB destination named port of debarkation, the invoice must be accompanied by a signed receipt by a government representative at the named port.

19. Taxes. The prices herein reflect full reduction for taxes that are non-applicable. In addition to the exemption from federal excise taxes by virtue of exportation, all tangible personal property sold to NAFIs for resale are exempt from sales and use taxes. All sales other than for resale depend on state law or federal constitutional immunity for exemption from state sales and use taxes.

20. Termination for Convenience. The contracting officer, by written notice, may terminate this contract, in whole or in part when it is in the best interest of the NAFI. If this contract is for supplies/equipment and is so terminated, the contractor shall be compensated according to FAR subparts 49.1 and 49.2 in effect on the date of this contract award. To the extent that this contract is for services and is so terminated, the NAFI shall be liable only for payment according to the payment provisions of this contract for services rendered prior to the effective date of termination, providing there are no contractor claims covering non-recurring costs for capital investment. If there are any such contractor claims, they shall be settled according to FAR subparts 49.1 and 49.2.

21. Termination for Default. The contracting officer, by written notice, may terminate this contract in whole or in part for failure of the contractor to perform any of the provisions hereof.

In such event, the contractor shall be liable for damages including the excess cost of re-procuring similar supplies/equipment or services; provided that, if (1) it is determined for any reason that the contractor was not in default or (2) the contractor’s failure to perform is without the contractor’s or subcontractor’s control, fault, or negligence, the termination must be deemed to be a termination for convenience. As used in this provision, the term “subcontractor” means subcontractor at any tier.

22. Variation in Quantity. No variation in quantity of any item listed in the order/contract will be accepted unless authorized by the contracting officer.

23. Protests. Offeror’s are encouraged to resolve any complaints or issues they may have with the contracting officer in an informal manner. However, where an offeror is not satisfied with an award decision of the contracting officer, that offeror may file a written protest with the contracting officer and the contracting officer will issue a final decision on the protest. Any interested party who is dissatisfied by the contracting officer’s final decision on the protest may file a written appeal with CNIC. The procedures for filing protests may be found in chapter 2, paragraph 223. A copy of paragraph 223 will be provided to any offeror by the contracting officer upon request.

CLAUSES INCORPORATED BY REFERENCE

The provisions of the following clauses set forth in the Federal Acquisition Regulation (FAR) are hereby incorporated into this order or contract by reference with the same force and effect as if they were given in full text. As used in the following clause, the term “Government” is deleted and the abbreviation “NAFI” is substituted in lieu thereof. The date of each clause shall be the current date set forth in the FAR at the time of issuance of an order or contract award. Clauses made inapplicable by the reference or by the type or order or contract (e.g., order or contracts for services instead of supplies/equipment) are self-deleting. Upon request, the contracting officer will provide the full text.

CLAUSE NO. REFERENCE CLAUSE TITLE

24. 52.203-5 Covenant Against Contingent fees (Contracts over $100,000)

25. 52.222-20 Walsh-Healey Public Contracts Act (Supply Contracts in excess of $10,000)(not with foreign Contractors)

26. 52.222.26 Equal Opportunity (Supply and Service Contracts over $10,000)

27. 52.222.35 Affirmative Action for Special Disabled Veterans and Vietnam Era Veterans (Supplies and Services over $10,000)

28. 52.222-36 Affirmative Action for Handicapped Workers (Supplies and Service Contracts over $25,000)

29. 52.222-37 Employment Reports on Special Disabled Veterans and Vietnam Era Veterans (Supplies and Services Contracts over $10,000)

30. 52.225-13 Restrictions on Certain Foreign Purchases

31. 52-232-11 Extras

32. 52.243-1 Changes–Fixed Price

33. 52.246-1 Contractor Inspector Requirements

34. 52.246-16 Responsibility for Supplies

35. 52.247-52 Clearance and Documentation Requirements-

Shipment to DOD Air or Water Terminal Transshipment Points

36. 52.222-3 Convict Labor (Contracts over $2,500)

37. 52.222-4 Contract Work Hours and Safety Standards Act-

Overtime Compensation–General (Contracts over $100,000)

38. 52.222-41 Service Contract Act of 1965, as amended (Contracts over $2,500)

39. 52.243-1 (ALT1) Changes – Fixed Price

40. 52.246-4 Inspection of Services – Fixed Price

SUPPLEMENTAL CLAUSES

3. Option to Extend the Term of the Contract

a. The contracting officer shall advise the contractor in writing at least 60 calendar days before the contract period expires of the NAFI’s desire to extend the period of the contract for 12 months. If the NAFI exercises this option, the extended contract shall be considered to include this option provision.

b. The total duration of this contract, including any extension pursuant to the option exercised under this clause, shall not exceed 5 years from the date of the original contract.

4. Option to Extend Services.

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

(End of Section I)

PART III, SECTION J: LIST OF DOCUMENTS, EXHIBITS, AND OTHER

ATTACHMENTS

J.1 Attachment 1- Past Performance Questionnaire

(End of Section J)

PART IV, SECTION K: REPRESENTATIONS, CERTIFICATIONS, AND OTHER

STATEMENT OF OFFEROR’S OF RESPONDENTS

Contractors that are registered with the Government’s System for Award Management (SAM) may provide their DUNS number in lieu of section K.

WALSH-HEALEY PUBLIC CONTRACTS ACT REPRESENTATIONS (Applicable to supply contracts exceeding $15,000.00)

The offeror represents as a part of this offer that the offeror {_____} is or {_____} is not a regular dealer in, or {_____} is or {____} is not a manufacturer of, the supplies offered.

CONTINGENT FEE

(a) Offeror _____has _____ has not employed any company or persons (other than a full-time bona fide employee working solely for the offeror) to solicit or secure this contract, and (b) _____has _____has not paid or agreed to pay any company or person (other than a full-time bona fide employee working solely for the offeror) any fee, commission, percentage, or brokerage fee contingent upon or resulting from the award of this contract; and agrees to furnish information relating to (a) and (b), as requested by the contracting officer. (Interpretation of the representation, including the term “bona fide employee,” see subpart 3.4 of the Federal Acquisition Regulation.)

TYPE OF BUSINESS ORGANIZATION

Offeror operates as _____an individual _____a partnership _____a nonprofit organization _____a corporation, incorporated under the laws of the State of________________________________.

EQUAL OPPORTUNITY (EO)

(a) Offeror _____has _____has not participated in a previous contract or subcontract subject either to the EO clause herein or the clause originally contained in section 310 of Executive Order No. 10925, or the clause contained in section 201 of Executive Order No. 11114; offeror _____has _____has not filed all required compliance reports; and that representation indicating submission of required compliance reports, signed by proposed subcontractors, will be obtained prior to subcontract awards.

(b) Offeror represents that (1) it _____has developed and has on file _____has not developed and does not have on file, at each establishment affirmative action programs as required by the rules and regulations of the Secretary of Labor (41 CFR 60-1 and 60-2) or (2) _____it has not previously had contracts subject to the written affirmative action programs requirement of the rules and regulations of the Secretary of Labor.

CERTIFICATION OF INDEPENDENT PRICE DETERMINATION (Applicable to contracts over $100,000.00)

(a) By submission of this offer, the offeror certifies, and in the case of a joint offer, each party thereto certifies as to its own organization, that in connection with this procurement:

(1) The prices in this offer have been arrived at independently, without consultation, communication, or agreement, for the purpose of restricting competition, as to any matter relating to such prices with any other offeror or with any competitor;

(2) Unless otherwise required by law, the prices which have been quoted in this offer have not been knowingly disclosed by the offeror and will not knowingly be disclosed by the offeror prior to opening in the case of an advertised procurement or prior to award in the case of a negotiated procurement, directly or indirectly to any other offeror or to any competitor; and

(3) No attempt has been made or will be made by the offeror to induce any other person or firm to submit or not to submit an offer for the purpose of restricting competition.

(b) Each signature on this offer certifies that the signatory:

(1) Is the person in the offeror’s organization responsible within that organization for the decision as to the prices being offered herein and that the signatory has not participated, and will not participate, in any action contrary to (a)(1) through (a)(3) above; or

(2) (i) Is not the person in the offeror’s organization responsible within that organization for the decision as to the prices being offered herein but has been authorized in writing to act as agent for the persons responsible for such decision in certifying that such persons have not participated and will not participate, in any action contrary to (a)(1) through (a)(3) above, and as their agent does hereby so certify; and (ii) has not participated, and will not participate, in any action contrary to (a)(1) through (a)(3)…