HSBP1013R0006_-_21_Nov_2013.doc

SOLICTITATION CONTRACT ORDER FOR COMMERCIAL ITEMS

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

1. REQUISITION NUMBER

20069182

PAGE 1 OF

2. CONTRACT NO.

3. AWARD/EFFECTIVE

DATE

HSBP1013R0006

6. SOLICITATION

ISSUE DATE

12/09/2013

7. FOR SOLCITATION INFORMATION CALL:

a. NAME

Rick Travis

b. TELEPHONE NUMBER

(317) 614-4580

8. OFFER DUE DATE/

LOCAL TIME

02/07/2014 3:00 PM

9. ISSUED BY CODE

10. THIS ACQUISITION IS FORMCHECKBOX

UNRESTRICTED OR FORMCHECKBOX

SET-ASIDE 100 % FOR:

Customs and Border Protection (CBP)

RICK TRAVIS (317) 614-4580

Intech Two Suite 100

6650 Telecom Drive

Indianapolis, IN 46278

FORMCHECKBOX

SMALL BUSINESS FORMCHECKBOX

WOMAN OWNED SMALL BUSINESS (WOSB)

ELIGIBLE UNDER THE WOMEN-OWNED

FORMCHECKBOX

HUBZONE SMALL SMALL BUSINESS PROGRAM

FORMCHECKBOX

SERVICE DISABLED FORMCHECKBOX

EDWOSB

VETERAN-OWNED

SMALL BUSINESS

FORMCHECKBOX

8(A) COMPETITIVE NAICS: 315210

FORMCHECKBOX

8(A) SOLE SOURCE SIZE STANDARD: 500

11. DELIVERY FOR FOB

DESTINATION UNLESS

BLOCK IS MARKED

FORMCHECKBOX

SEE SCHEDULE

13a. THIS ORDER IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13B. RATING

14. METHOD OF SOLICITATION

FORMCHECKBOX

RFQ FORMCHECKBOX

IFB FORMCHECKBOX

RFP

15. DELIVER TO CODE

16. ADMINISTERED BY CODE

SEE ATTACHED STATEMENT OF WORK

SAME AS BLOCKS 7 AND 9

17a. CONTRACTOR/ CODE

OFFEROR FACILITY CODE

Customs and Border Protection

National Finance Center

P.O. Box 68908

Indianapolis, IN 46268

FORMCHECKBOX

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

OFFER

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

BLOCK BELOW IS CHECKED

FORMCHECKBOX

SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

See Page 2 of this document.

25. ACCOUNTING AND APPROPRIATION DATA

26. TOTAL AWARD AMOUNT (For Govt. Use Only)

FORMCHECKBOX

27a. SOLICITATION INCOPORATES BY REFERENCE FAR 5.212-1, FAR 52-212-4. 52.212-3 AND 52.212-5 ARE ATTACHED ADDENDA FORMCHECKBOX

ARE FORMCHECKBOX

ARE NOT ATTACHED

FORMCHECKBOX

27b. CONTRACT/PURCHASE ORDER INCOPORATES BY REFERENCE FAR 52-212-4, 52.212-5 IS ATTACHED ADDENDA FORMCHECKBOX

ARE FORMCHECKBOX

ARE NOT ATTACHED

FORMCHECKBOX

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _1_

COPIES TO THIS OFFICE. CONTRACTOR 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

FORMCHECKBOX

29. AWARD OF CONTRACT: REF. ___________ OFFER

DATED ___________. YOUR OFFER ON SOLICITATION

(BLOCK 5), INCLUDED ANY ADDITIONS OR CHANGES WHICH

ARE SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS:

30b. NAME AND TITLE OF SIGNER (Type or Print)

30c. DATE SIGNED

31.b NAME OF CONTRACTING OFFICER (Type or Print)

31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCITON

STANDARD FORM 1449 (REV. 2/2012)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA – FAR 48 CFR 53.212

SECTION I – CONTINUATION OF THE SF 1449

I.1 PERIOD OF PERFORMANCE: 1 OCTOBER 2014 THROUGH 30 SEPTEMBER 2019

I.2

PRICING STRUCTURE

ITEM # DESCRIPTION

QTY

UNIT

UNIT PRICE

EXT. PRICE

Components Specifications

AU

Attached N/A

The Contractor shall provide unit price for items listed in Attachment A- Components Specifications CLIN List (See Section J).The quantities specified in the Components Specifications CLIN List are estimates only and are not purchased under this contract. Quantities specified are for price evaluation purposes. Unit prices for the same item but of different gender must be provided with the same unit price. (e.g. CBPOBP-006 and CBPOBP-008 Green Ceremonial Dress Shirt – Short Sleeve shall have the same unit pricing).

NOTE – It is not the Government’s intent to limit this acquisition to brand-name only items. To the extent that a specification contains a brand-name reference, the Government requests that the offeror propose either a brand-name item or an equal item. If the offeror proposes an equal item, please provide information describing how the item is equal in accordance with the specifications (included) to the brand-name item described by the Government.

ITEM #

DESCRIPTION- ARTESIA

QTY

UNIT

UNIT PRICE

EXT. PRICE

00020a Monthly Quartermaster-Fit Center

MO

(On-Site Services – Section 4.2)

ITEM #

DESCRIPTION- FREDERICK

QTY

UNIT

UNIT PRICE

EXT. PRICE

00030a Monthly Quartermaster-Fit Center

ITEM #

DESCRIPTION- GLYNCO

QTY

UNIT

UNIT PRICE

EXT. PRICE

00040a Monthly Quartermaster-Fit Center

The Contractor shall provide separate pricing for Artesia, Frederick, and Glynco academies. The quantities of New Hires specified in the CBP Quartermaster CLIN list (See Attachment A in Section J) are estimates only and are not purchased directly under this contract. Quantities specified are for price evaluation purposes.

Monthly Quartermaster/Fit Center are costs for Contractor staffing and operations at the academies.

New Hire Fit Charge are costs of individual measurement of CBP and Components Trainees. (This cost is shown as a separate charge – estimate – on the CBP CLIN List.)

ITEM #

DESCRIPTION

QTY

UNIT

UNIT PRICE

EXT. PRICE

00050 Travel* 1 AU Not-to-Exceed $50,000.00

Travel Costs, as defined in a delivery order and approved by the Component CO or COR, will be reimbursable. All required travel will be reimbursed at the Government-approved rates in effect at the time of the travel. Per Diem will be reimbursed at Government-approved rates in effect at the time of the travel. The Contractor shall be reimbursed for Government-approved travel at the rates provided in the Federal Travel Regulations. The Contractor shall use every effort to obtain the most economical airfares. No travel is permitted without pre-approval by either the CO or COR for the contract or applicable delivery order.

I.3 PRE-PROPOSAL SITE VISIT: If any Vendor wishes submit a proposal, they should attend the Pre-Proposal Site Visits conducted on 28 January 2014 – Artesia, NM, 30 January 2014 – Glynco, GA and 1 February 2014, Frederick, MD. To participate in any/all site-visits, arrangements are to be made with the Contracting Officer's Representative (COR), Bettina (Tina) Ayers (202) 344-2701 or bettina.ayers@dhs.gov at least 3 days prior to attending (for badging purposes). A vendor may only send a single representative. Ms. Ayers must be provided the attendee’s Full Legal Name and Social Security Number for access to the facility. (The SSN will be safeguarded by the COR.)

I.4 DEADLINE FOR RECEIPT OF QUESTIONS FROM PROSPECTIVE OFFERORS: Potential offerors may submit questions in writing, regarding the statement of work and the terms and conditions of this solicitation electronically via email (Only) to the contract specialist (Rick Travis) at richard.travis@dhs.gov. Please be advised that the Government reserves the right to transmit questions and answers to all prospective offerors.

I.5 ACKNOWLEDGEMENT OF AMENDMENTS: The offeror must acknowledge (by signing and returning the SF30 with their proposal) acceptance of all Amendments (if any) to the Solicitation in its Proposal.

I.6

MATERIAL REQUIREMENTS

All material provided for in the manufacture of the items delineated in “Attachment A” items shall be compliant with this solicitation (and any resultant contract).

I.7

MINIMUM AND MAXIMUM AMOUNT OF SUPPLIES/SERVICES TO BE ORDERED

The following minimum and maximum amounts will be applied in accordance with FAR 52.216-22:

a.

The minimum amount of supplies to be ordered under this contract is: $100,000.00 b.

The maximum amount of supplies/services that may be ordered over the life of the contract will not exceed a total of $450 Million (considering all requirements within DHS Components).

I.8

DELIVERY REQUIREMENTS

Deliver To: Per Delivery Order

Delivery Schedule: Per Delivery Order

I.9

PACKAGING, PACKING AND MARKING

Material shall be packaged, packed and marked for shipment in such a manner that will insure acceptance by common carriers and safe delivery at destination. In addition, shipping shall comply with Section 5 of the Statement of Work.

I.10

DEPARTMENT OF LABOR WAGE RATE DETERMINATIONS

The following Wage Determinations are incorporated by reference: No.: 2005-2103, Rev 13 (dated 06/19/2013 – Frederick, MD, No. 2005-2115, Rev 13 (dated 06/19/2013) – Glynco, GA, and No. 2005-2511, Rev 17 (dated 06/19/2013) – Artesia, NM.

I.11

LIMITATIONS

For any and all delivery orders framed in terms of units of allowance, the vendor is entitled to payment of the full allowance amount only to the extent that uniform items valued at an amount equal to or exceeding the allowance amount have been delivered.

SECTION II - CONTRACT CLAUSES

II.1

CLAUSES INCORPORATED BY REFERENCE

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: http://farsite.hill.af.mil/vfhsara.htm

NUMBER

TITLE/DATE

52.204-7

CENTRAL CONTRACTOR REGISTRATION (JUL 2013)

52.204-9

PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL (JAN 2011)

52.212-4

CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS (NOV 2013)

52.224-1

PRIVACY ACT NOTIFICATION (APR 1984)

52.224-2

PRIVACY ACT (APR 1984)

52.227-14

RIGHTS IN DATA (DEC 2007) ALTERNATE II (DEC 2007)

52.228-5

INSURANCE - WORK ON A GOVERNMENT INSTALLATION (JAN 1997)

52.232-39

UNENFORCEABILITY OF UNAUTHORIZED OBLIGATIONS (JUN 2013)

52.237-3

CONTINUITY OF SERVICES (JAN 1991)

3052.228-70

INSURANCE (DEC 2003)

3052.242-71

DISSEMINATION OF CONTRACT INFORMATION (DEC 2003)

3052.242-72

CONTRACTING OFFICER’S TECHNICAL REPRESENTATIVE (DEC 2003)*

*Balance of this solicitation refers to “Contracting Officer’s Representative (COR)” this is interchangeable with “Contracting Officer’s Technical Representative”.

II.2

CONTRACT CLAUSES – FULL TEXT (FAR)

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

EXECUTIVE ORDERS--COMMERCIAL ITEMS (NOV 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))

(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.]

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

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

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS--COMMERCIAL ITEMS (SEP 2013) (CONTINUED)

(Pub L 111-5)

Debarred, Suspended, or Proposed for Debarment (AUG 2013) (31 U.S.C. 6101 note).

(JAN 2011) (if the offeror elects to waive the preference, it shall so indicate in its offer)

(15 U.S.C. 657a).

CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS--COMMERCIAL ITEMS (SEP 2013) (CONTINUED)

to the acquisition of commercially available off-the-shelf items.)

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. 4001 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).

and statutes administered by the Office of Foreign Assets Control of the Department of the

Treasury).

(JULY 2013) (Section 862, as amended, of the National Defense Authorization Act for Fiscal year 2008; 10 U.S.C. 2302 Note).

CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS--COMMERCIAL ITEMS (SEP 2013) (CONTINUED)

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

(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.]

CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS--COMMERCIAL ITEMS (SEP 2013) (CONTINUED)

(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 this paragraph (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 (APR2010) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

(ii) 52.219-8, Utilization of Small Business Concerns (JUL 2013) (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 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 (AUG 2013).

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS--COMMERCIAL ITEMS (AUG 2013) (CONTINUED) (xiii) 52.225-26, Contractors Performing Private Security Functions Outside the United States

(JUL 2013) (Section 862, as amended, of the National Defense Authorization Act of 2008;

10 U.S.C. 2302 Note)

(xiv) 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.

(xv) 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)

52.216-18 ORDERING (OCT 1995)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the schedule. Such orders may be issued for a period of five years from the date of contract award.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) If mailed, a delivery order or task order is considered "issued" when the Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of Clause)

52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $300.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor--

(1) Any order for a single item in excess of $5 million;

(2) Any order for a combination of items in excess of $10 million; or

(3) A series of orders from the same ordering office within 30 days that together call for quantities exceeding the limitation in paragraph (b) (1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

52.216-19 ORDER LIMITATIONS (OCT 1995) (CONTINUED)

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within seven (7) days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of clause)

52.216-22 INDEFINITE QUANTITY (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after 31 December 2019.

(End of clause)

3052.204-71 CONTRACTOR EMPLOYEE ACCESS - ALTERNATE I (JUN 2006)

(a) Sensitive Information, as used in this Chapter, means any information, the loss, misuse, disclosure, or unauthorized access to or modification of which could adversely affect the national or homeland security interest, or the conduct of Federal programs, or the privacy to which individuals are entitled under section 552a of title 5, United States Code (the Privacy Act), but which has not been specifically authorized under criteria established by an Executive Order or an Act of Congress to be kept secret in the interest of national defense, homeland security or foreign policy. This definition includes the following categories of information:

(1) Protected Critical Infrastructure Information (PCII) as set out in the Critical Infrastructure Information Act of 2002 (Title II, Subtitle B, of the Homeland Security Act, Public Law 107-296, 196 Stat. 2135), as amended, the implementing regulations thereto (Title 6, Code of Federal Regulations, Part 29) as amended, the applicable PCII Procedures Manual, as amended, and any supplementary guidance officially communicated by an authorized official of the Department of Homeland Security (including the PCII Program Manager or his/her designee);

(2) Sensitive Security Information (SSI), as defined in Title 49, Code of Federal Regulations, Part 1520, as amended, “Policies and Procedures of Safeguarding and Control of S SI,” as amended, and any supplementary guidance officially communicated by an authorized official of the Department of Homeland Security (including the Assistant Secretary for the Transportation Security Administration or his/her designee);

3052.204-71 CONTRACTOR EMPLOYEE ACCESS - ALTERNATE I (JUN 2006) (CONTINUED)

(3) Information designated as “For Official Use Only,” which is unclassified information of a sensitive nature and the unauthorized disclosure of which could adversely impact a person’s privacy or welfare, the conduct of Federal programs, or other programs or operations essential to the national or homeland security interest; and

(4) Any information that is designated “sensitive” or subject to other controls, safeguards or protections in accordance with subsequently adopted homeland security information handling procedures.

(b) “Information Technology Resources” include, but are not limited to, computer equipment, networking equipment, telecommunications equipment, cabling, network drives, computer drives, network software, computer software, software programs, intranet sites, and internet sites.

(c) Contractor employees working on this contract must complete such forms as may be necessary for security or other reasons, including the conduct of background investigations to determine suitability. Completed forms shall be submitted as directed by the CO. Upon the CO's request, the Contractor's employees shall be fingerprinted, or subject to other investigations as required. All contractor employees requiring recurring access to Government facilities or access to sensitive information or IT resources are required to have a favorably adjudicated background investigation prior to commencing work on this contract unless this requirement is waived under Departmental procedures.

(d) The CO may require the contractor to prohibit individuals from working on the contract if the government deems their initial or continued employment contrary to the public interest for any reason, including, but not limited to, carelessness, insubordination, incompetence, or security concerns.

(e) Work under this contract may involve access to sensitive information. Therefore, the Contractor shall not disclose, orally or in writing, any sensitive information to any person unless authorized in writing by the CO. For those contractor employees authorized access to sensitive information, the contractor shall ensure that these persons receive training concerning the protection and disclosure of sensitive information both during and after contract performance.

(f) The Contractor shall include the substance of this clause in all subcontracts at any tier where the subcontractor may have access to Government facilities, sensitive information, or resources.

(k) Non-U.S. citizens shall not be authorized to access or assist in the development, operation, management or maintenance of Department IT systems under the contract, unless a waiver has been granted by the Head of the Component or designee, with the concurrence of both the Department’s Chief Security Officer (CSO) and the Chief Information Officer (CIO) or their designees. Within DHS Headquarters, the waiver may be granted only with the approval of both the CSO and the CIO or their designees. In order for a waiver to be granted:

(1) The individual must be a legal permanent resident of the U. S. or a citizen of Ireland, Israel, the Republic of the Philippines, or any nation on the Allied Nations List maintained by the Department of State;

(2) There must be a compelling reason for using this individual as opposed to a U. S. citizen; and

(3) The waiver must be in the best interest of the Government.

(l) Contractors shall identify in their proposals the names and citizenship of all non-U.S. citizens proposed to work under the contract. Any additions or deletions of non-U.S. citizens after contract award shall also be reported to the CO.

(End of clause)

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.

Person, 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

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

(CONTINUED)

(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 denied; or

[__] 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 plans to submit a request for waiver pursuant to 3009.108-7004.

(g) A copy of the approved waiver, if a waiver has already been granted, or the waiver request, if a waiver has been applied for, shall be attached to the bid or proposal.

(End of Clause)

3052.209-72 ORGANIZATIONAL CONFLICT OF INTEREST (JUN 2006)

(a) Determination. The Government has determined that this effort may result in an actual or potential conflict of interest, or may provide one or more offerors with the potential to attain an unfair competitive advantage. The nature of the conflict of interest and the limitation on future contracting is that if the contractor writes any uniform specifications under this contract, then it may not bid on them in any subsequent contract.

(b) If any such conflict of interest is found to exist, the Contracting Officer may (1) disqualify the offeror, or (2) determine that it is otherwise in the best interest of the United States to contract with the offeror and include the appropriate provisions to avoid, neutralize, mitigate, or waive such conflict in the contract awarded. After discussion with the offeror, the Contracting Officer may determine that the actual conflict cannot be avoided, neutralized, mitigated or otherwise resolved to the satisfaction of the Government, and the offeror may be found ineligible for award.

(c) Disclosure: The offeror hereby represents, to the best of its knowledge that:

___ (1) It is not aware of any facts which create any actual or potential organizational conflicts of interest relating to the award of this contract, or

___ (2) It has included information in its proposal, providing all current information bearing on the existence of any actual or potential organizational conflicts of interest, and has included a mitigation plan in accordance with paragraph (d) of this provision.

(d) Mitigation. If an offeror with a potential or actual conflict of interest or unfair competitive advantage believes the conflict can be avoided, neutralized, or mitigated, the offeror shall submit a mitigation plan to the Government for review. Award of a contract where an actual or potential conflict of interest exists shall not occur before Government approval of the mitigation plan. If a mitigation plan is approved, the restrictions of this provision do not apply to the extent defined in the mitigation plan.

(e) Other Relevant Information: In addition to the mitigation plan, the Contracting Officer may require further relevant information from the offeror. The Contracting Officer will use all information submitted by the offeror, and any other relevant information known to DHS, to determine whether an award to the offeror may take place, and whether the mitigation plan adequately neutralizes or mitigates the conflict.

(f) Corporation Change. The successful offeror shall inform the Contracting Officer within thirty (30) calendar days of the effective date of any corporate mergers, acquisitions, and/or divestures that may affect this provision.

(g) Flow-down. The contractor shall insert the substance of this clause in each first tier subcontract that exceeds the simplified acquisition threshold.

(End of Clause)

3052.219-70 SMALL BUSINESS SUBCONTRACTING PLAN REPORTING (JUN 2006)

(a) The Contractor shall enter the information for the Subcontracting Report for Individual Contracts (formally the Standard Form 294 (SF 294)) and the Summary Subcontract Report (formally the Standard Form 295 (SF-295)) into the Electronic Subcontracting Reporting System (eSRS) at http://www.esrs.gov.

(b) The Contractor shall include this clause in all subcontracts that include the clause at (FAR) 48 CFR 52.219-9.

(End of Clause)

3052.219-71 DHS MENTOR-PROTÉGÉ PROGRAM (JUN 2006)

(a) Large businesses are encouraged to participate in the DHS Mentor-Protégé program for the purpose of providing developmental assistance to eligible small business protégé entities to enhance their capabilities and increase their participation in DHS contracts.

(b) The program consists of:

(1) Mentor firms, which are large prime contractors capable of providing developmental assistance;

(2) Protégé firms, which are small businesses, veteran-owned small businesses, service-disabled veteran-owned small businesses, HUBZone small businesses, small disadvantaged businesses, and women-owned small business concerns; and

(3) Mentor-Protégé agreements, approved by the DHS OSDBU.

(c) Mentor participation in the program means providing business developmental assistance to aid protégés in developing the requisite expertise to effectively compete for and successfully perform DHS contracts and subcontracts.

(d) Large business prime contractors serving as mentors in the DHS Mentor-Protégé program are eligible for a post-award incentive for subcontracting plan credit. The mentor may receive credit for costs it incurs to provide assistance to a protégé firm. The mentor may use this additional credit towards attaining its subcontracting plan participation goal under the same or another DHS contract. The amount of credit given to a mentor firm for these protégé developmental assistance costs shall be calculated on a dollar for dollar basis and reported in the Summary Subcontract Report via the Electronic Subcontracting Reporting System (eSRS) at www.esrs.gov. For example, a mentor/large business prime contractor would report a $10,000 subcontract to the protégé/small business subcontractor and $5,000 of developmental assistance to the protégé/small business subcontractor as $15,000. The Mentor and Protégé will submit a signed joint statement agreeing on the dollar value of the developmental assistance and the Summary Subcontract Report.

(e) Contractors interested in participating in the program are encouraged to contact the DHS OSDBU for more information.

(End of clause)

3052.225-70 REQUIREMENT FOR USE OF CERTAIN DOMESTIC COMMODITIES (MAR 2013)

(DEVIATION 13-01)

(a) Definitions. As used in this clause—

(1) "Commercial," as applied to an item described in subsection (b) of this clause, means an item of supply, whether an end product or component, that meets the definition of "commercial item" set forth in (FAR) 48 CFR 2.101.

(2) "Component" means any item supplied to the Government as part of an end product or of another component.

(3) "End product" means supplies delivered under a line item of this contract.

(4) "Non-commercial," as applied to an item described in subsections (b) or (c) of this clause, means an item of supply, whether an end product or component, that does not meet the definition of "commercial item" set forth in (FAR) 48 CFR 2.101.

(5) "Qualifying country" means a country with a memorandum of understanding or international agreement with the United States under which DHS procurement is covered.

(6) "United States" includes the possessions of the United States.

3052.225-70 REQUIREMENT FOR USE OF CERTAIN DOMESTIC COMMODITIES (MAR 2013)

(DEVIATION 13-01)

(b) The Contractor shall deliver under this contract only such of the following commercial or non-commercial items, either as end products or components, that have been grown, reprocessed, reused, or produced in the United States:

(1) Clothing and the materials and components thereof, other than sensors, electronics, or other items added to, and not normally associated with, clothing and the materials and components thereof; or

(2) Tents, tarpaulins, covers, textile belts, bags, protective equipment (such as body armor), sleep systems, load carrying equipment (such as fieldpacks), textile marine equipment, parachutes or bandages.

(c) The Contractor shall deliver under this contract only such of the following noncommercial items, either as end products or components, that have been grown, reprocessed, reused, or produced in the United States:

(1) Cotton and other natural fiber products.

(2) Woven silk or woven silk blends.

(3) Spun silk yarn for cartridge cloth,

(4) Synthetic fabric or coated synthetic fabric (including all textile fibers and yarns that are for use in such fabrics),

(5) Canvas products.

(6) Wool (whether in the form of fiber or yarn or contained in fabrics, materials, or manufactured articles), (7) Any item of individual equipment manufactured from or containing any of the fibers, yarns, fabrics, or materials listed in this paragraph (c).

(d) This clause does not apply--

(1) To items listed in (FAR) 48 CFR 25.104, or other items for which the Government has determined that a satisfactory quality and sufficient quantity cannot be acquired as and when needed at United States market prices;

(2) To incidental amounts of non-compliant fibers if the total value of non-compliant fibers contained in the end item does not exceed 10 percent of the total purchase price of the end item; or

(3) To items that are eligible products per (FAR) 48 CFR Subpart 25.4.

(End of clause)

3052.242-72 CONTRACTING OFFICER’S REPRESENTATIVE (DEC 2003)

(a) The Contracting Officer may designate Government personnel to act as the Contracting Officer’s Representative (COR) to perform functions under the contract such as review or inspection and acceptance of supplies, services, including construction, and other functions of a technical nature. The Contracting Officer will provide a written notice of such designation to the Contractor within five working days after contract award or for construction, not less than five working days prior to giving the Contractor the notice to proceed. The designation letter will set forth the authorities and limitations of the COR under the contract.

(b) The Contracting Officer cannot authorize the COR or any other representative to sign documents, such as contracts, contract modifications, etc., that require the signature of the Contracting Officer.

(End of Clause)

SECURITY PROCEDURES (OCT 2009)

(a) Controls

(1) The Contractor shall comply with the DHS administrative, physical and technical security controls to ensure that the Government’s security requirements are met.

(2) All Government furnished information must be protected to the degree and extent required by local rules, regulations, and procedures. The Contractor shall comply with all security policies contained in CBP Handbook 1400-05D, Information Systems Security Policies and Procedures Handbook.

(3) All services provided under this contract must be compliant with the Department of Homeland Security (DHS) information security policy identified in DHS Management Directive (MD) 140-01, Information Technology Systems Security Program and DHS 4300A, Sensitive Systems Handbook.

(4) All Contractor employees under this contract must wear identification access badges when working in DHS facilities. Prior to Contractor employees’ departure/separation, all badges, building passes, parking permits, keys and pass cards must be given to the Contracting Officer’s Representative (COR).