HSBP1013Q0034_RFQ_A01.pdf

12. DISCOUNT TERMS

8. OFFER DUE DATE/

LOCAL TIME

9. ISSUED BY CODE 10. THIS ACQUISITION IS

6. SOLICITATION

ISSUE DATE

3. AWARD/EFF. DATE 5. SOLICITATION NUMBER2. CONTRACT NO. 4. ORDER NUMBER

a. NAME b. TELEPHONE NUMBER (No collect calls)7. FOR SOLICITATION

INFORMATION CALL:

SET ASIDE : % FOR:

SMALL BUSINESS

NAICS:

SIZE STANDARD:

HUBZONE SMALL

BUSINESS

11. DELIVERY FOR FOB

DESTINATION UNLESS

BLOCK IS MARKED

SEE SCHEDULE

13b. RATING

14. METHOD OF SOLICITATION

IFB RFPRFQ

15. DELIVER TO CODE 16. ADMINISTERED BY CODEDELIVERY DATE

18a. PAYMENT WILL BE MADE BY CODE17a. CONTRACTOR/ CODE

OFFEROR

FACILITY

CODE

TELEPHONE NO.

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

BLOCK BELOW IS CHECKED.

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS

IN OFFER.

8(A)

00/00/0000 HSBP1013Q0034, A0001

Kirk Hunt 520-407-2811 05/09/2013 3 PM, EST

DHS - Customs & Border Protection Border Patrol Contracting Division 4760 N. Oracle Rd.

Suite 100 Tucson AZ 85705-1677

311821

0750 EMPLOYEES

See Attached Delivery Schedule 09/30/2013

DHS - Customs & Border Protection Border Patrol Contracting Division 4760 N. Oracle Rd.

Suite 100 Tucson AZ 85705-1677

DHS - Customs & Border Protection National Finance Center

PO Box 68908 Indianapolis IN 46268

PAGE OF PAGES1. REQUISITION NUMBERSOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

OFFEROR TO COMPLETE BLOCKS 12,17,23,24, & 30 0020072811 1 36

ORDER UNDER DPAS (15 CFR 700)

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

100UNRESTRICTED OR

13a. THIS CONTRACT IS A RATED

04/24/2013

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

24.

AMOUNT

22.

UNIT

23.

UNIT PRICE

SEE ADDENDUM

WOMEN-OWNED SMALL BUSINESS (WOSB) ELIGIBLE

UNDER THE WOMEN-OWNED SMALL BUSINESS PROGRAM

ECONOMICALLY DISADVANTAGED

WOMEN-OWNED SMALL BUSINESS

(EDWOSB)

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

31c. DATE SIGNED

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt Use Only)

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

ADDENDA

ADDENDA

ARE ARE NOT ATTACHED.

ARE ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND

RETURN

AGREES TO FURNISH AND DELIVER ALL ITEMS SET FORTH OR

OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS

SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED HEREIN.

29. AWARD OF CONTRACT: REF.

YOUR OFFER ON SOLICITATION (BLOCK 5), INCLUDING

ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH HEREIN, IS ACCEPTED AS TO

ITEMS:

OFFER DATED

30A. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE

SIGNED

31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT)

STANDARD FORM 1449 (REV. 5/2011)

Prescribed by GSA - FAR (48 CFR) 53.212

SEE INDIVIDUAL DELIVERY ORDERS ISSUED UNDER BPA $0.00

Pattie L. Caulk

COPIES TO ISSUING OFFICE. CONTRACTOR

10 Detainee Meals BPA Sectorwide 1.000 AU

2 36

CONTRACT NO.: REQUISITION NUMBER AWARD/EFF. DATE

PAGE OF PAGES

ADDITIONAL INFORMATION:

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER

32a. QUANTITY IN COLUMN 21 HAS BEEN

ACCEPTED AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED RECEIVED INSPECTED

32b. SIGNATURE OF AUTHORIZED GOVT. REPRESENTATIVE 32c. DATE 32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

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

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

33. SHIP NUMBER 34. VOUCHER NUMBER 35. AMOUNT VERIFIED

CORRECT FOR

FINALPARTIAL

36. PAYMENT 37. CHECK NUMBER

COMPLETE PARTIAL FINAL

39. S/R VOUCHER NUMBER38. S/R ACCOUNT NUMBER 40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT 42a. RECEIVED BY (Print)

41c. DATE 42b. RECEIVED AT (Location)

STANDARD FORM 1449 (REV. 5/2011) BACK

42d. TOTAL CONTAINERS42c. DATE REC'D (YY/MM/DD)

0020072811 00/00/0000

This procurement is for detainee meal items in accordance with the request for quotation (RFQ) and the statement of work (SOW). Supplier quotations will be provided in two separate documents sent to Kirk Hunt at kirk.hunt@dhs.gov. Quotation documents must be compatible with Microsoft Word or Excel or viewable in Adobe Acrobat. Documents must not exceed 5 megabytes in total file size.

The two parts, as separate documents, are:

1) Price and delivery, and

2) Technical Quotation

a) Product (packaged meal) descriptions.

b) Supplier’s Experience and Past Performance

i) Three (3) recent, successful contracts similar in work scope to this requirement, and

ii) Complete contact data for each example provided.

The Government intends to evaluate quotations and award without discussions with offerors, but reserves the right to conduct discussions if the Contracting Officer determines them to be necessary. The offeror’s initial proposal should contain the offeror’s best price and delivery, plus include a complete and concise technical quotation.

HSBP1013Q0034

TABLE OF CONTENTS

Table Of Contents

SECTION I SCHEDULES

I.1 BPA_text

I.2 SCHEDULE OF SUPPLIES/SERVICES

I.3 DELIVERY SCHEDULE

SECTION II CONTRACT CLAUSES

II.1 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

II.2 52.204-4 PRINTED OR COPIED DOUBLE-SIDED ON POSTCONSUMER FIBER CONTENT

PAPER (MAY 2011)

II.3 52.204-13 CENTRAL CONTRACTOR REGISTRATION MAINTENANCE (DEC 2012)

II.4 52.212-4 CONTRACT TERMS AND CONDITIONS--COMMERCIAL ITEMS (FEB 2012)

II.5 52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES

OR EXECUTIVE ORDERS--COMMERCIAL ITEMS (JAN 2013)

II.6 52.217-5 EVALUATION OF OPTIONS (JUL 1990)

II.7 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

II.8 52.219-6 NOTICE OF TOTAL SMALL BUSINESS SET-ASIDE (NOV 2011)

II.9 52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (APR 2012)20

II.10 2.232-1 PAYMENTS (APR 1984)

II.11 3052.209-70 PROHIBITION ON CONTRACTS WITH CORPORATE EXPATRIATES (JUN

2006) 21

II.12 3052.242-72 CONTRACTING OFFICER'S TECHNICAL REPRESENTATIVE (DEC 2003)

II.13 52.232-99 PROVIDING ACCELERATED PAYMENT TO SMALL BUSINESS

SUBCONTRACTORS (DEVIATION)

II.14 CONTRACT TYPE (OCT 2008)

II.15 CONTRACTING OFFICER'S AUTHORITY (MAR 2003)

II.16 PAYMENT AND INVOICE INSTRUCTIONS (FEB 2012)

II.17 SOW_text

SECTION III SOLICITATION PROVISIONS

III.1 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB 1998)

III.2 52.204-7 CENTRAL CONTRACTOR REGISTRATION (DEC 2012)

III.3 52.212-1 INSTRUCTIONS TO OFFERORS--COMMERCIAL ITEMS (FEB 2012)

III.4 52.250-2 SAFETY ACT COVERAGE NOT APPLICABLE (FEB 2009)

III.5 52.209-7 INFORMATION REGARDING RESPONSIBILITY MATTERS (FEB 2012)

III.6 52.212-2 EVALUATION--COMMERCIAL ITEMS (JAN 1999)

III.7 52.225-18 PLACE OF MANUFACTURE (SEP 2006)

III.8 52.225-25 PROHIBITION ON CONTRACTING WITH ENTITIES ENGAGING IN CERTAIN

ACTIVITIES OR TRANSACTIONS RELATING TO IRAN--REPRESENTATION AND CERTIFICATIONS

(DEC 2012)

SECTION I SCHEDULES

I.1 BPA_text

US CUSTOMS AND BORDER PROTECTION

OFFICE OF BORDER PATROL HEADQUARTERS

TUCSON SECTOR

BLANKET PURCHASE AGREEMENT – Detainee Package Meals

This is a solicitation for commercial items prepared in accordance with the format in Subparts 12.6 and 13.303, and as supplemented with additional information included in this notice. This solicitation is issued as a Request for Quotation. This is a 100% Supply Small Business Set-Aside Competition with a North American Industrial Classification Systems (NAICS) of 311821. The associated NAICS of 311821 has a Small Business Size Standard of 750 employees and shall remain open for responsible sources to respond. Contractors are required to identify their company’s business size.

The US Customs and Border Protection intends to establish a single award Blanket Purchase Agreement (BPA) to fulfill this requirement; however, the Government reserves the right to not award any BPA and does not guarantee any order placements. The resultant BPA award will have a duration of five (5) years with four (4) annual reviews. The aggregate total Not-To-Exceed ceiling amount is $3,239,219.40. The contractor will deliver product to each location indicated at a fixed price per unit. All products will be contractually available to all Stations, even where estimated use is "zero." The Government anticipates award of a BPA within 90 days of receipt of quotes. The Government anticipates issuing Delivery Order(s) within 30 days of award of the BPA. Product deliveries and invoice payments will be made in accordance with the Delivery Orders. The Government is obligated only to the extent of the authorized purchases made under the BPA.

DESCRIPTION OF AGREEMENT

Supplier shall furnish packaged juice, crackers, corn chips, fruit snacks, cookies and burritos (hereafter, packaged meals) during the specified BPA period to the Department of Homeland Security, US Customs and Border Protection, Office of Border Patrol Headquarters, Tucson Sector (Tucson Sector OBP), at the locations as provided in Section IV below. Requirements shall be furnished if and when requested by the Contracting Officer or COR acting within their scope of delegated procurement authority.

SECTION I: Requirement Information

Primary Requisitioning Office for this BPA:

US Customs and Border Protection Tucson Sector Office of Border Patrol Headquarters 2430 South Swan Blvd Tucson, AZ 85711

SECTION II: Purpose

Tucson Sector OBP and its organizational components require detainee package meals.

In the spirit of the Federal Acquisition Streamlining Act, the US Customs and Border Protection intends to enter into a single award agreement to reduce the administrative costs of acquiring package meals

BPA’s eliminate contracting and open market costs such as: the search for sources; the development of technical documents and solicitations; and the evaluation of bids and offers. Contractor Teaming Arrangements are permitted in accordance with Federal Acquisition Regulation (FAR) Subpart 13.303.

This BPA will further decrease costs, reduce paperwork and save time by eliminating the need for repetitive, individual purchases from the Supplier. The end result is to create a purchasing mechanism for the Government that works better and costs less.

SECTION III: Background

The Tucson Sector OBP can have detainees at various locations in the Tucson Sector. Through this BPA, Tucson Sector OBP seeks to provide packaged meals to support the health and well being of detainees in custody at Tucson Sector locations.

SECTION IV: Requirements

The current requirement and pricing for packaged meals are summarized here and will be provided in accordance with the statement of work incorporated in this agreement.

All products will be contractually available to all Stations, even where estimated use is "zero." Pricing must be quoted for all products at all Stations.

Unit of measure is “serving”. The number of serving containers per case (or box) may vary in accordance with commercial practice. A serving is defined as follows:

Product Serving Type Burritos Each Cookies Pack

Corn Chips Bag Crackers Package

Fruit Snacks Pouch Granola Bars Bar

Juice Box

Deliveries of $1,500.01 or more are FOB Destination (Station).

Deliveries of $1,500.00 or less are FOB Origin (Supplier’s Facility). CBP personnel will arrange for pick up from supplier’s facility and delivery to the appropriate Station.

All products will be contractually available to all Stations, even where estimated use is "zero."

Pricing must be quoted for all products at all Stations.

TCC-TCA

Est. Qty.

per Year

Unit of Issue

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Crackers 622,080 Package $0.00 $0.00 $0.00 $0.00 $0.00 Juice 691,200 Box $0.00 $0.00 $0.00 $0.00 $0.00 Burritos 12,960 Each $0.00 $0.00 $0.00 $0.00 $0.00 Corn Chips 9,720 Bag $0.00 $0.00 $0.00 $0.00 $0.00 Fruit Snacks 30,000 Pouch $0.00 $0.00 $0.00 $0.00 $0.00 Granola Bars 33,600 Bar $0.00 $0.00 $0.00 $0.00 $0.00 Cookie Packs 16,800 Pack $0.00 $0.00 $0.00 $0.00 $0.00

Yearly Total for TCC-TCA $0.00 $0.00 $0.00 $0.00 $0.00

Base Year Year One Year Two Year Three Year Four

Ajo Station Est. Qty.

per Year

Unit of Issue

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Crackers 103,680 Package $0.00 $0.00 $0.00 $0.00 $0.00 Juice 86,400 Box $0.00 $0.00 $0.00 $0.00 $0.00 Burritos 25,920 Each $0.00 $0.00 $0.00 $0.00 $0.00 Corn Chips Zero Bag $0.00 $0.00 $0.00 $0.00 $0.00 Fruit Snacks Zero Pouch $0.00 $0.00 $0.00 $0.00 $0.00 Granola Bars Zero Bar $0.00 $0.00 $0.00 $0.00 $0.00 Cookie Packs Zero Pack $0.00 $0.00 $0.00 $0.00 $0.00

Yearly Total for Ajo $0.00 $0.00 $0.00 $0.00 $0.00

Base Year Year One Year Two Year Three Year Four

Casa Grande Station

Est. Qty.

per Year

Unit of Issue

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Crackers 103,680 Package $0.00 $0.00 $0.00 $0.00 $0.00 Juice 86,400 Box $0.00 $0.00 $0.00 $0.00 $0.00 Burritos 25,920 Each $0.00 $0.00 $0.00 $0.00 $0.00 Corn Chips Zero Bag $0.00 $0.00 $0.00 $0.00 $0.00 Fruit Snacks Zero Pouch $0.00 $0.00 $0.00 $0.00 $0.00 Granola Bars Zero Bar $0.00 $0.00 $0.00 $0.00 $0.00 Cookie Packs Zero Pack $0.00 $0.00 $0.00 $0.00 $0.00

Yearly Total for Casa Grande $0.00 $0.00 $0.00 $0.00 $0.00

Base Year Year One Year Two Year Three Year Four

Douglas Station

Est. Qty.

per Year

Unit of Issue

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Crackers 51,840 Package $0.00 $0.00 $0.00 $0.00 $0.00 Juice 86,400 Box $0.00 $0.00 $0.00 $0.00 $0.00 Burritos 32,400 Each $0.00 $0.00 $0.00 $0.00 $0.00 Corn Chips Zero Bag $0.00 $0.00 $0.00 $0.00 $0.00 Fruit Snacks Zero Pouch $0.00 $0.00 $0.00 $0.00 $0.00 Granola Bars Zero Bar $0.00 $0.00 $0.00 $0.00 $0.00 Cookie Packs Zero Pack $0.00 $0.00 $0.00 $0.00 $0.00

Yearly Total for Douglas $0.00 $0.00 $0.00 $0.00 $0.00

Base Year Year One Year Two Year Three Year Four

Naco Station Est. Qty.

per Year

Unit of Issue

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Crackers 139,320 Package $0.00 $0.00 $0.00 $0.00 $0.00 Juice 72,000 Box $0.00 $0.00 $0.00 $0.00 $0.00 Burritos 19,440 Each $0.00 $0.00 $0.00 $0.00 $0.00 Corn Chips Zero Bag $0.00 $0.00 $0.00 $0.00 $0.00 Fruit Snacks Zero Pouch $0.00 $0.00 $0.00 $0.00 $0.00 Granola Bars Zero Bar $0.00 $0.00 $0.00 $0.00 $0.00 Cookie Packs Zero Pack $0.00 $0.00 $0.00 $0.00 $0.00

Yearly Total for Naco $0.00 $0.00 $0.00 $0.00 $0.00

Base Year Year One Year Two Year Three Year Four

Nogales Station

Est. Qty.

per Year

Unit of Issue

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Crackers 176,256 Package $0.00 $0.00 $0.00 $0.00 $0.00 Juice 129,600 Box $0.00 $0.00 $0.00 $0.00 $0.00 Burritos 12,960 Each $0.00 $0.00 $0.00 $0.00 $0.00 Corn Chips Zero Bag $0.00 $0.00 $0.00 $0.00 $0.00 Fruit Snacks Zero Pouch $0.00 $0.00 $0.00 $0.00 $0.00 Granola Bars Zero Bar $0.00 $0.00 $0.00 $0.00 $0.00 Cookie Packs Zero Pack $0.00 $0.00 $0.00 $0.00 $0.00

Yearly Total for Nogales $0.00 $0.00 $0.00 $0.00 $0.00

Sonoita Station

Est. Qty.

per Year

Unit of Issue

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Crackers 7,776 Package $0.00 $0.00 $0.00 $0.00 $0.00 Juice 1,920 Box $0.00 $0.00 $0.00 $0.00 $0.00 Burritos 5,184 Each $0.00 $0.00 $0.00 $0.00 $0.00 Corn Chips Zero Bag $0.00 $0.00 $0.00 $0.00 $0.00 Fruit Snacks Zero Pouch $0.00 $0.00 $0.00 $0.00 $0.00 Granola Bars Zero Bar $0.00 $0.00 $0.00 $0.00 $0.00 Cookie Packs Zero Pack $0.00 $0.00 $0.00 $0.00 $0.00

Yearly Total for Sonoita $0.00 $0.00 $0.00 $0.00 $0.00

Base Year Year One Year Two Year Three Year Four

Willcox Station

Est. Qty.

per Year

Unit of Issue

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Unit Price Total

Crackers 129,600 Package $0.00 $0.00 $0.00 $0.00 $0.00 Juice 19,200 Box $0.00 $0.00 $0.00 $0.00 $0.00 Burritos Zero Each $0.00 $0.00 $0.00 $0.00 $0.00 Corn Chips Zero Bag $0.00 $0.00 $0.00 $0.00 $0.00 Fruit Snacks Zero Pouch $0.00 $0.00 $0.00 $0.00 $0.00 Granola Bars Zero Bar $0.00 $0.00 $0.00 $0.00 $0.00 Cookie Packs Zero Pack $0.00 $0.00 $0.00 $0.00 $0.00

Yearly Total for Willcox $0.00 $0.00 $0.00 $0.00 $0.00

Additional Categories:

At any time and throughout the life of the BPA, at the request of either the Contractor or the Government, the Contractor may propose additional products, quantities and rates, within the scope of the BPA, in addition to those shown here. These additional products, quantities, and rates will be negotiated on a case-by-case basis. The additional products, quantities and rates proposed, upon determination by the Government that they meet or exceed the needed requirements, can be incorporated by modification into the contract. Any additions to the price list will not result in an increase to the aggregate BPA ceiling or scope.

Deliverables:

Individual delivery requests will provide the quantities and delivery location(s). The supplier will deliver the requested items no later than 2 business days after issuance of the delivery request. The Contractor shall provide a delivery confirmation email to the Tucson Sector OBP Contracting Officer Representative (COR) within 24 hours of delivery.

The Contractor shall provide a current delivery status report, as requested by the COR. The supplier should provide the status report within 12 hours of receipt of a request via email or other electronic/web-based means approved by the CO. A delivery status may consist of where the shipment currently is in the supply chain and expected time of arrival at destination(s).

Reporting:

The Contractor shall provide a Monthly Sales Activity Report for all Tucson OBP organizational components within 15 calendar days after the end of the month. Each Monthly Sales Activity Report shall provide the following information: (1) monthly summary of orders under the BPA from the previous month by organizational component, (2) cumulative summary of orders under the BPA to date by organizational component, (3) any issues that need attention. This report need not be different than the monthly invoice and invoice backup.

Monthly Sales Activity Reports shall be provided in electronic format and emailed to the BPA Contracting Officer (CO), the Contract Specialist (CS), and the BPA COR, identified in the contract document.

Contractual Procedures After establishment of the BPA, deliveries will be initiated against funded delivery orders (DO) or Government procurement cards.

The ordering officials identified in paragraph 5.2 of the SOW are authorized to initiate deliveries (see Delivery Call Procedures) against an issued DO that includes that location. Delivery receipts will be documented and invoice payments made against the DO.

The ordering officials identified in paragraph 5.2 of the SOW are authorized to initiate deliveries (see Delivery Call Procedures) using a Government procurement card. Delivery receipts will be documented and invoice payments made against the procurement card.

Delivery Call Procedures:

Deliveries for supplies shall be initiated via an electronic written request, which shall include (1) the quantity and type of food/item required, (2) delivery location(s) Points of Contact(s) and (3) any unique instructions. Deliveries will not occur on Saturdays, Sundays or Holidays unless coordinated and approved in writing by the COR or designated ordering officials. Verbal approval may be granted but shall be documented and followed up with written notification. Deliveries are only authorized via Government purchase card, or delivery order (DO) that includes the specific location.

Special Delivery Instructions:

The Contractor shall ensure that food items have a 10-month shelf-life at time of delivery.

Unless otherwise specified, all items to be delivered under this contract shall be preserved, packaged, and packed in accordance with normal commercial practices to meet the packing requirements of the carrier and ensure safe delivery at destination. Preservation, packaging and packing shall provide adequate protection against physical damage during shipment for all deliverable items.

All initial packing, marking and storage incidental to shipping of food to be provided under this contract shall be at the Contractor’s expense.

Deliveries of $1,500.01 or more are FOB Destination (Station). Deliveries of $1,500.00 or less will be FOB Origin (Supplier’s Facility). The number of serving containers per box or case may vary in accordance with commercial practice.

Funding:

This BPA does not obligate any funds nor authorize any deliveries. The Government is obligated only to the extent of funds obligated via authorized purchase card or on authorized delivery orders issued under this BPA by the BPA Contracting Officer or purchasers.

The volume of purchases through this BPA will have no minimum guarantee. The Government is under no obligation to the BPA holder to purchase any specified quantity of products. The fixed price per unit includes delivery to the specified locations.

Accounting and Appropriation Data:

Accounting and appropriation data will be provided on the delivery order.

BPA Ceiling and Order Limitation:

The BPA will have a total ceiling amount of $3,239,219.40. Individual delivery orders (DO) issued against this BPA will not exceed $150,000.00.

Price Reductions:

The Contractor may offer on this BPA at any time, temporary, one-time, or intermittent price reductions of any CLIN end product stated in the BPA Pricing Table.

Location of Deliveries:

Delivery shall be limited to the locations in paragraph 5.2 of the SOW or as set forth in individual delivery orders:

Anticipated Requirements:

The Tucson Sector OBP estimates a total annual maximum of $647,843.88.

Contractor shall coordinate delivery times and quantities with the requesting component of Tucson Sector OBP. Contractor shall provide additional emergency deliveries upon request of the COR, CS or CO.

Special Requirements:

Unless otherwise specified, all items to be delivered under this BPA shall be preserved, packaged, and packed in accordance with normal commercial practices to meet the packing requirements of the carrier and ensure safe delivery at destination. Preservation, packaging and packing shall provide adequate protection against physical damage during shipment for all deliverable items. Legal title to the goods (ownership) transfers from the contractor to the government at the time of acceptance of quality, quantity, and the condition of tendered supplies. Acceptance is the act of an authorized Government agent which formally determines that the supplies submitted by the contractor satisfactorily discharge the Contractor’s duty of performance under the delivery order.

All initial packing, marking and storage incidental to shipping of equipment to be provided under this contract shall be at the Contractor’s expense.

The Contractor shall attend a contract Post-Award Conference (PAC) with the BPA CO, COR and members of the Tucson Sector OBP organizational components and program office, at the Border Enforcement Contracting Division offices in Tucson, AZ. The contract PAC will cover the terms and conditions of the BPA, the partnering and working relationship, contract administration, and other administrative concerns. The contract PAC will be determined not later than two (2) weeks after date of contract award.

FAR 52.225-1, Buy American Act—Supplies, only applies to requirements that exceed the micro-purchase threshold as defined at FAR 2.101.

SECTION V: Government Furnished Resources and Information

No portion of this requirement is predicated upon the use of Government-owned or leased equipment.

SECTION VI: Contract Administrative Data

BPA Tucson Sector OBP POC:

See paragraph 11 of the SOW for the names and contact data of designated points of contact.

BPA Contracting Officer Representative (COR):

Lorraine “Lori” Lopez Office of Border Patrol, Acquisition Management -Tucson Phone: 520-748-3237 Email: lorraine.lopez@cbp.dhs.gov

BPA Contract Specialist (CS):

Kirk Hunt Pacific Operations Enforcement Branch, Border Enforcement Contracting Division Title: Contract Specialist Phone: 520-407-2811 Email: kirk.hunt@dhs.gov

BPA Contracting Officer (CO):

Chief, Pacific Operations Enforcement Branch, Border Enforcement Contracting Division Title: Contracting Officer

I.2 SCHEDULE OF SUPPLIES/SERVICES

ITEM # DESCRIPTION QTY UNIT UNIT PRICE EXT. PRICE

10 Detainee Meals BPA Sectorwide 1.000 AU See BPA pages 5 through 7

I.3 DELIVERY SCHEDULE

DELIVER TO: ITEM # QTY DELIVERY DATE

To be determined on individual delivery orders issued in accordance with this BPA.

Station delivery addresses are given in section 5.2 of the SOW.

SECTION II CONTRACT CLAUSES

II.1 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

www.acquisition.gov

I. FEDERAL ACQUISITION REGULATION (48 CHAPTER 1) CLAUSES

NUMBER TITLE

II.2 52.204-4 PRINTED OR COPIED DOUBLE-SIDED ON POSTCONSUMER FIBER CONTENT

PAPER (MAY 2011)

II.3 52.204-13 CENTRAL CONTRACTOR REGISTRATION MAINTENANCE (DEC 2012)

II.4 52.212-4 CONTRACT TERMS AND CONDITIONS--COMMERCIAL ITEMS (FEB 2012)

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

EXECUTIVE ORDERS--COMMERCIAL ITEMS (JAN 2013)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 U.S.C. 7104(g)).

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

(2) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Pub. L. 108-77, 108-78)

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate]

[X] (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (SEP 2006), with Alternate I

(OCT 1995) (41 U.S.C. 253g and 10 U.S.C. 2402).

[] (2) 52.203-13, Contractor Code of Business Ethics and Conduct (APR 2010) (Pub. L. 110-252, Title

VI, Chapter 1 (41 U.S.C. 251 note)).

[] (3) 52.203-15, Whistleblower Protections Under the American Recovery and Reinvestment Act of

2009 (JUN 2010) (Section 1553 of Pub. L. 111-5). Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

[X] (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (AUG 2012)

(Pub. L. 109-282) (31 U.S.C. 6101 note).

[] (5) 52.204-11, American Recovery and Reinvestment Act—Reporting Requirements (JUL 2010)

(Pub. L. 111-5).

[X] (6) 52.209-6, Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (DEC 2010) (31 U.S.C. 6101 note).

[X] (7) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (FEB

2012) (41 U.S.C. 2313)

[X] (8) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (MAY 2012) (section

738 of Division C of Pub. L. 112-74, section 740 of Division C of Pub. L. 111-117, section 743 of Division D of Pub. L. 111-8, and section 745 of Division D of Pub. L. 110-161).

[] (9) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award (NOV 2011) (15 U.S.C. 657a).

[] (10) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (JAN

2011) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

[] (11) [Reserved]

[X] (12) (i) 52.219-6, Notice of Total Small Business Set-Aside (NOV 2011) (15 U.S.C. 644).

[] (ii) Alternate I (NOV 2011).

[] (iii) Alternate II (NOV 2011).

[] (13) (i) 52.219-7, Notice of Partial Small Business Set-Aside (JUN 2003) (15 U.S.C. 644).

[] (ii) Alternate I (OCT 1995) of 52.219-7.

[] (iii) Alternate II (MAR 2004) of 52.219-7.

[] (14) 52.219-8, Utilization of Small Business Concerns (JAN 2011) (15 U.S.C. 637(d)(2) and (3)).

[] (15) (i) 52.219-9, Small Business Subcontracting Plan (JAN 2011) (15 U.S.C. 637(d)(4).

[] (ii) Alternate I (OCT 2001) of 52.219-9.

[] (iii) Alternate II (OCT 2001) of 52.219-9.

[] (iv) Alternate III (JUL 2010) of 52.219-9.

[] (16) 52.219-13, Notice of Set-Aside of Orders (NOV 2011) (15 U.S.C. 644(r)).

[X] (17) 52.219-14, Limitations on Subcontracting (NOV 2011) (15 U.S.C. 637(a)(14)).

[] (18) 52.219-16, Liquidated Damages--Subcontracting Plan (JAN 1999) (15 U.S.C. 637(d)(4)(F)(i)).

[] (19)(i) 52.219-23, Notice of Price Evaluation Adjustment for Small Disadvantaged Business

Concerns (OCT 2008) (10 U.S.C. 2323) (if the offeror elects to waive the adjustment, it shall so indicate in its offer).

[] (ii) Alternate I (JUN 2003) of 52.219-23.

[] (20) 52.219-25, Small Disadvantaged Business Participation Program--Disadvantaged Status and

Reporting (DEC 2010) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

[] (21) 52.219-26, Small Disadvantaged Business Participation Program--Incentive Subcontracting

(OCT 2000) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

[] (22) 52.219-27, Notice of Service-Disabled Veteran-Owned Small Business Set-Aside (NOV 2011) (15 U.S.C. 657f).

[] (23) 52.219-28, Post Award Small Business Program Rerepresentation (APR 2012) (15 U.S.C.

632(a)(2)).

[] (24) 52.219-29, Notice of Set-Aside for Economically Disadvantaged Women-Owned Small

Business (EDWOSB) Concerns (APR 2012) (15 U.S.C. 637(m)).

[] (25) 52.219-30, Notice of Set-Aside for Women-Owned Small Business (WOSB) Concerns Eligible

Under the WOSB Program (APR 2012) (15 U.S.C. 637(m)).

[X] (26) 52.222-3, Convict Labor (JUN 2003) (E.O. 11755).

[X] (27) 52.222-19, Child Labor--Cooperation with Authorities and Remedies (MAR 2012) (E.O.

13126).

[X] (28) 52.222-21, Prohibition of Segregated Facilities (FEB 1999).

[X] (29) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).

[X] (30) 52.222-35, Equal Opportunity for Veterans (SEP 2010) (38 U.S.C. 4212).

[X] (31) 52.222-36, Affirmative Action for Workers with Disabilities (OCT 2010) (29 U.S.C. 793).

[X] (32) 52.222-37, Employment Reports on Veterans (SEP 2010) (38 U.S.C. 4212).

[X] (33) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (DEC

2010) (E.O. 13496).

[] (34) 52.222-54, Employment Eligibility Verification (JUL 2012). (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

[] (35)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA-Designated

Products Items (MAY 2008) (42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

[] (ii) Alternate I (MAY 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

[] (36) 52.223-15, Energy Efficiency in Energy--Consuming Products (DEC 2007) (42 U.S.C. 8259b).

[] (37)(i) 52.223-16, IEEE 1689 Standard for the Environmental Assessment of Personal Computer

Products (DEC 2007) (E.O. 13423).

[] (ii) Alternate I (DEC 2007) of 52.223-16.

[X] (38) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (AUG

2011).

[X] (39) 52.225-1, Buy American Act--Supplies (FEB 2009) (41 U.S.C. 10a-10d).

[] (40)(i) 52.225-3, Buy American Act--Free Trade Agreements--Israeli Trade Act (NOV 2012) (41

U.S.C. chapter 83, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 001 note, Pub. L. 103-182, 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-283, 110-138, 112-41, 112-42, and 112-43).

[] (ii) Alternate I (MAR 2012) of 52.225-3.

[] (iii) Alternate II (MAR 2012) of 52.225-3.

[] (iv) Alternate III (NOV 2012) of 52.225-3.

[] (41) 52.225-5, Trade Agreements (NOV 2012) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

[X] (42) 52.225-13, Restrictions on Certain Foreign Purchases (JUN 2008) (E.o.s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

[] (43) 52.226-4, Notice of Disaster or Emergency Area set-Aside (NOV 2007)

[] (44) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (NOV 2007)

[] (45) 52.232-29, Terms for Financing of Purchases of Commercial Items (FEB 2002) (41 U.S.C.

255(f), 10 U.S.C. 2307(f)).

[] (46) 52.232-30, Installment Payments for Commercial Items (OCT 1995) (41 U.S.C. 255(f), 10

U.S.C. 2307(f)).

[X] (47) 52.232-33, Payment by Electronic Funds Transfer--Central Contractor Registration (OCT

2003) (31 U.S.C. 3332).

[X] (48) 52.232-34, Payment by Electronic Funds Transfer--Other than Central Contractor Registration

(MAY 1999) (31 U.S.C. 3332).

[X] (49) 52.232-36, Payment by Third Party (FEB 2010) (31 U.S.C. 3332).

[] (50) 52.239-1, Privacy or Security Safeguards (AUG 1996) (5 U.S.C. 552a).

[] (51)(i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 2006) (46

U.S.C. Appx 1241(b) and 10 U.S.C. 2631).

[] (ii) Alternate I (APR 2003) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

[Contracting Officer check as appropriate.]

[] (1) 52.222-41, Service Contract Act of 1965 (NOV 2007) (41 U.S.C. 351, et seq).

[] (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (MAY 1989) (29 U.S.C. 206 and 41

U.S.C. 351, et seq).

[] (3) 52.222-43, Fair Labor Standards Act and Service Contract Act--Price Adjustment (Multiple Year and Option Contracts) (SEP 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq).

[] (4) 52.222-44, Fair Labor Standards Act and Service Contract Act--Price Adjustment (SEP 2009) (29

U.S.C. 206 and 41 U.S.C. 351, et seq).

] (5) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment--Requirements (NOV 2007) (41 U.S.C. 351, et seq.).

[] (6) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain

Services--Requirements (FEB 2009) (41 U.S.C. 351, et seq.).

[] (7) 52.222-17, Nondisplacement of Qualified Workers (JAN 2013) (E.O.13495).

[] (8) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (MAR 2009) (Pub. L. 110-

247).

[] (9) 52.237-11, Accepting and Dispensing of $1 Coin (SEP 2008) (31 U.S.C. 5112(p)(1)).

(d) Comptroller General Examination of Record The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records--Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller

General, shall have access to and right to examine any of the Contractor's directly pertinent records involving transactions related to this contract.

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

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

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

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (APR 2010) (Pub. L. 110-252, Title

VI, Chapter 1 (41 U.S.C. 251 note)).

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

(iii) 52.222-17, Nondisplacement of Qualified Workers (JAN 2013) (E.O. 13495). Flow down required in accordance with paragraph (l) of FAR clause 52.222-17.

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

(v) 52.222-35, Equal Opportunity for Veterans (SEP 2010) (38 U.S.C. 4212).

vi) 52.222-36, Affirmative Action for Workers with Disabilities (OCT 2010) (29 U.S.C. 793).

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

2010) (E.O. 13496). Flow down required in accordance with paragraph (f) of FAR clause 52.222-40.

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

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

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

(x) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for

Maintenance, Calibration, or Repair of Certain Equipment-Requirements (NOV 2007) (41 U.S.C. 351, et seq.).

(xi) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain

Services-Requirements (FEB 2009) (41 U.S.C. 351, et seq.).

(xii) 52.222-54, Employment Eligibility Verification (JUL 2012).

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

110-247). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

(xiv) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 2006) (46

U.S.C. Appx 1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph

(d) of FAR clause 52.247-64.

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

(End of clause)

II.6 52.217-5 EVALUATION OF OPTIONS (JUL 1990)

II.7 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within ;

provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five years .

II.8 52.219-6 NOTICE OF TOTAL SMALL BUSINESS SET-ASIDE (NOV 2011)

II.9 52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (APR 2012)

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

Long-term contract means a contract of more than five years in duration, including options. However, the term does not include contracts that exceed five years in duration because the period of performance has been extended for a cumulative period not to exceed six months under the clause at 52.217-8, Option to Extend Services, or other appropriate authority.

Small business concern means a concern, including its affiliates, that is independently owned and operated, not dominant in the field of operation in which it is bidding on Government contracts, and qualified as a small business under the criteria in 13 CFR part 121 and the size standard in paragraph

(c) of this clause. Such a concern is “not dominant in its field of operation” when it does not exercise a controlling or major influence on a national basis in a kind of business activity in which a number of business concerns are primarily engaged. In determining whether dominance exists, consideration shall be given to all appropriate factors, including volume of business, number of employees, financial resources, competitive status or position, ownership or control of materials, processes, patents, license agreements, facilities, sales territory, and nature of business activity.

b) If the Contractor represented that it was a small business concern prior to award of this contract, the Contractor shall rerepresent its size status according to paragraph (e) of this clause or, if applicable, paragraph (g) of this clause, upon the occurrence of any of the following:

(1) Within 30 days after execution of a novation agreement or within 30 days after modification of the contract to include this clause, if the novation agreement was executed prior to inclusion of this clause in the contract.

(2) Within 30 days after a merger or acquisition that does not require a novation or within 30 days after modification of the contract to include this clause, if the merger or acquisition occurred prior to inclusion of this clause in the contract.

(3) For long-term contracts--

(i) Within 60 to 120 days prior to the end of the fifth year of the contract; and

(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any option thereafter.

(c) The Contractor shall rerepresent its size status in accordance with the size standard in effect at the time of this rerepresentation that corresponds to the North American Industry Classification System (NAICS) code assigned to this contract. The small business size standard corresponding to this NAICS code can be found at http://www.sba.gov/content/table-small-business-size-standards.

(d) The small business size standard for a Contractor providing a product which it does not manufacture itself, for a contract other than a construction or service contract, is 500 employees.

(e) Except as provided in paragraph (g) of this clause, the Contractor shall make the rerepresentation required by paragraph (b) of this clause by validating or updating all its representations in the Online Representations and Certifications Application and its data in the Central Contractor Registration, as necessary, to ensure that they reflect the Contractor's current status. The Contractor shall notify the contracting office in writing within the timeframes specified in paragraph (b) of this clause that the data have been validated or updated, and provide the date of the validation or update.

(f) If the Contractor represented that it was other than a small business concern prior to award of this contract, the Contractor may, but is not required to, take the actions required by paragraphs (e) or (g) of this clause.

(g) If the Contractor does not have representations and certifications in ORCA, or does not have a representation in ORCA for the NAICS code applicable to this contract, the Contractor is required to complete the following rerepresentation and submit it to the contracting office, along with the contract number and the date on which the rerepresentation was completed:

The Contractor represents that it [__] is, [__] is not a small business concern under NAICS Code _______________ assigned to contract number ______________.

Contractor Signature: ______________________________

Date Signed: _____________________________________

Name: __________________________________________

Title: ___________________________________________

II.10 2.232-1 PAYMENTS (APR 1984)

The Government shall pay the Contractor, upon the submission of proper invoices or vouchers, the prices stipulated in this contract for supplies delivered and accepted or services rendered and accepted, less any deductions provided in this contract. Unless otherwise specified in this contract, payment shall be made on partial deliveries accepted by the Government if--

(a) The amount due on the deliveries warrants it; or

(b) The Contractor requests it and the amount due on the deliveries is at least $1,000 or 50% percent of the total contract price.

II.11 3052.209-70 PROHIBITION ON CONTRACTS WITH CORPORATE EXPATRIATES (JUN 2006)

(a) Prohibitions.

Section 835 of the Homeland Security Act, 6 U.S.C. 395, prohibits the Department of Homeland Security from entering into any contract with a foreign incorporated entity which is treated as an inverted domestic corporation as defined in this clause, or with any subsidiary of such an entity. The Secretary shall waive the prohibition with respect to any specific contract if the Secretary determines that the waiver is required in the interest of national security.

(b) Definitions. As used in this clause:

Expanded Affiliated Group means an affiliated group as defined in section 1504(a) of the Internal Revenue Code of 1986 (without regard to section 1504(b) of such Code), except that section 1504 of such Code shall be applied by substituting ‘more than 50 percent’ for ‘at least 80 percent’ each place it appears.

Foreign Incorporated Entity means any entity which is, or but for subsection (b) of section 835 of the Homeland Security Act, 6 U.S.C. 395, would be, treated as a foreign corporation for purposes of the Internal Revenue Code of 1986.

Inverted Domestic Corporation. A foreign incorporated entity shall be treated as an inverted domestic corporation if, pursuant to a plan (or a series of related transactions)—

(1) The entity completes the direct or indirect acquisition of substantially all of the properties held directly or indirectly by a domestic corporation or substantially all of the properties constituting a trade or business of a domestic partnership;

(2) After the acquisition at least 80 percent of the stock (by vote or value) of the entity is held—

(i) In the case of an acquisition with respect to a domestic corporation, by former shareholders of the domestic corporation by reason of holding stock in the domestic corporation; or

(ii) In the case of an acquisition with respect to a domestic partnership, by former partners of the domestic partnership by reason of holding a capital or profits interest in the domestic partnership; and

(3) The expanded affiliated group which after the acquisition includes the entity does not have substantial business activities in the foreign country in which or under the law of which the entity is created or organized when compared to the total business activities of such expanded affiliated group.

erson, domestic, and foreign have the meanings given such terms by paragraphs (1), (4), and (5) of section 7701(a) of the Internal Revenue Code of 1986, respectively.

(c) Special rules. The following definitions and special rules shall apply when determining whether a foreign incorporated entity should be treated as an inverted domestic corporation.

(1) Certain stock disregarded. For the purpose of treating a foreign incorporated entity as an inverted domestic corporation these shall not be taken into account in determining ownership:

(i) Stock held by members of the expanded affiliated group which includes the foreign incorporated entity; or

(ii) Stock of such entity which is sold in a public offering related to an acquisition described in section 835(b)(1) of the Homeland Security Act, 6 U.S.C. 395(b)(1).

(2) Plan deemed in certain cases. If a foreign incorporated entity acquires directly or indirectly substantially all of the properties of a domestic corporation or partnership during the 4-year period beginning on the date which is 2 years before the ownership requirements of subsection (b)(2) are met, such actions shall be treated as pursuant to a plan.

(3) Certain transfers disregarded. The transfer of properties or liabilities (including by contribution or distribution) shall be disregarded if such transfers are part of a plan a principal purpose of which is to avoid the purposes of this section.

(d) Special rule for related partnerships. For purposes of applying section 835(b) of the Homeland

Security Act, 6 U.S.C. 395 (b) to the acquisition of a domestic partnership, except as provided in regulations, all domestic partnerships which are under common control (within the meaning of section 482 of the Internal Revenue Code of 1986) shall be treated as a partnership.

(e) Treatment of Certain Rights.

(1) Certain rights shall be treated as stocks to the extent necessary to reflect the present value of all equitable interests incident to the transaction, as follows:

(i) warrants;

(ii) options;

(iii) contracts to acquire stock;

(iv) convertible debt instruments; and

(v) others similar interests.

(2) Rights labeled as stocks shall not be treated as stocks whenever it is deemed appropriate to do so to reflect the present value of the transaction or to disregard transactions whose recognition would defeat the purpose of section 835.

(f) Disclosure. The offeror under this solicitation represents that [Check one]:

[__] it is not a foreign incorporated entity that should be treated as an inverted domestic corporation pursuant to the criteria of (HSAR) 48 CFR 3009.108-7001 through 3009.108-7003;

[__] it is a foreign incorporated entity that should be treated as an inverted domestic corporation pursuant to the criteria of (HSAR) 48 CFR 3009.108-7001 through 3009.108-7003, but it has submitted a request for waiver pursuant to 3009.108-7004, which has not been…