Solicitation NYC Transportation Sections C - M -- 10-27-11.doc

SECTION C

PERFORMANCE WORK STATEMENT

See Attachment 1

SECTION D

Packaging and marking

**Not Applicable**

Section E Inspection and Acceptance

FAR 52.246-4 Inspection of Services – Fixed-Price (AUG 1996)

E.1 Inspection by the Government

The Government has the right to inspect the posts manned by the Contractor’s personnel. The COTR will note deficiencies and refer them to the Contractor for corrective action. After taking corrective action, the Contractor shall inform the COTR in writing. The Government has the right to inspect all services and work that is performed by the Contractor. The Government has the right to review, collect, or seize documents, materials, logs, books, reports, and equipment. The Government has the right to test equipment and tools used by the Contractor, or its employees. The Government will not unduly disrupt or delay Contractor work when inspecting.

E.2 Methodology to Be Used to Monitor the Contractor’s Performance 100 Percent Inspection: This is the most appropriate method for tasks with stringent performance requirements, e.g., where safety or health is a concern. With this method, performance is inspected and evaluated at each occurrence.

Random Sampling: This is the most appropriate method for frequently recurring tasks. With random sampling, services are sampled sporadically to determine if the level of performance is acceptable.

Planned Inspection: This method is appropriate to evaluate tasks at a set time.

Customer Complaint: This method is based on subjective opinions regarding performance standards and includes data elements necessary to begin an investigation. Any required service can have a valid Customer Compliant as an alternative method of surveillance.

E.3 Quality Assurance Surveillance Plan (QASP)

The Quality Assurance Surveillance Plan (QASP – Attachment 4) sets forth the procedures and guidelines that ICE will use to inspect the technical performance of the Contractor. It presents the financial values and mechanisms for applying adjustments to the Contractor’s invoices as dictated by work performance measured to the desired level of accomplishment. The purpose of the QASP is to:

1. Define the roles and responsibilities of participating Government Officials.

2. Define the types of work to be performed.

3. Describe the evaluation methods that will be employed by the Government in accessing the Contractor’s performance.

4. Describe the process of performance documentation.

SECTION F

DELIVERIES OR PERFORMANCE

FAR 52.242-15 Stop-Work Order (AUG 1989)

FAR 52.242-17 Government Delay of Work (APR 1984)

F.1 Notice to the Government of Delays

If the Contractor has difficulty or anticipates difficulty meeting performance requirements, the Contractor shall immediately notify the Contracting Officer and the COTR in writing. The Contractor shall give pertinent details. This data is information only. The Government receipt of this information shall not be construed as Government waiver of any delivery schedule, rights or remedies provided by law or under this contract.

F.2 Reporting Requirements

The Contractor shall prepare and submit a Monthly Status Report concurrently with each invoice presented for payment to the COTR within five (5) working days after the end of the month. The report shall cover the term for which the invoice is submitted and shall list by site any significant events that occurred during the reporting period with respect to the accomplishments of the tasks, a summary of what work was accomplished, problems and resolutions (address problem areas, results obtained relating to previously identified problem areas, and recommendations involving impact on technical, price and scheduling).

F.3 Contractor Evaluating Procedures

Performance ratings will be input into the Contractor Past Performance Assessment Reporting System (CPARS) as outlined in FAR 42.1502. The CPARS website is located: http://www.cpars.csd.disa.mil/cparsmain.htm F.4 Place of Performance 201 Varick Street New York City, New York 10014

SECTION G

CONTRACT ADMINISTRATION DATA

G1. Contract Administration

This contract will be administered by:

Department of Homeland Security

Immigration and Customs Enforcement

Office of Acquisition Management

Attention: Sunny Kim

801 I Street NW, Suite 910 Floor

Washington, DC 20536

Written communications shall make reference to the contract number and shall be mailed to the above address.

G.2 Contracting Officer’s Authority

The Contracting Officer is the only person authorized to approve changes in any of the requirements under this contract. Notwithstanding any clause contained elsewhere in this contract, the said authority remains solely with the Contracting Officer. All modifications and/or changes to this contract must be in writing, signed, and approved by the Contracting Officer.

In the event the Contractor effects any change at the direction of any person other than the Contracting Officer including any change beyond the scope of authority given to the duly authorized Contracting Officer’s Technical Representative (COTR) identified in the contract, the change will be considered to have been made without authority and no adjustment will be made in the contract price to cover any increase in charges incurred as a result thereof. The Contracting Officer has the authority to perform any and all post-award functions in administering and enforcing this contract in accordance with its terms and condition. The Contracting Officer may execute unilateral contract modifications de-obligating unexpended dollar balances considered excess to known contracting requirements.

G.3 HSAR 3052.242-72 Contracting Officer’s Technical Representative DEC 2003

(a) The Contracting Officer may designate Government personnel to act as the Contracting Officer’s Technical Representative (COTR) 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 COTR under the contract.

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

G.4 Submission of Invoices/Vouchers for Payment of Services

ICE will pay for accepted services rendered under this contract. When invoicing on a monthly basis, the Contractor shall include the required information with the actual quantity of services performed as listed on the individual contract line items in Section B at the agreed contract price. The Contract Number and/or Task Order Number shall be clearly marked on the invoice. All invoices shall be submitted via one of the following methods:

a. By mail: DHS, ICE Burlington Finance Center (BFC) P.O. Box 1620

Attn: ICE-DRO-FOD-New York

Williston, VT 05495-1620

b. By facsimile (fax) at: 802-288-7658 (include a cover sheet with point of contact & number of pages)

c. By e-mail at: Invoice.Consolidation@dhs.gov Invoices submitted by other than these three methods will be returned. The Contractor Taxpayer Identification Number (TIN) must be registered in the Central Contractor Registration (http://www.ccr.gov) prior to award and shall be notated on every invoice submitted to ICE to ensure prompt payment provision are met. The ICE program office identified in the delivery order/contract shall also be notated on every invoice.

Each invoice submitted shall contain the following information:

1. Name and address of the Facility;

2. Invoice date and number;

3. Agreement number, line item number and if applicable, the Task Order number;

4. Terms of any discount for prompt payment offered;

5. Name, title, and phone number of person to notify in event of defective invoice; and

6. Taxpayer Identification Number (TIN).

If deficiencies and errors are found on the invoice, BFC will return the invoice and will notify the COTR and Contracting Officer regarding invoice deficiencies and errors. For performance issues and deficiencies, the COTR will notify and forward the invoice to the Contracting Officer for contractual action.

If the facility is shut down for causes beyond the control of the Government, the Government will not be liable for payment during that period. Examples of such causes include 1) acts of God such as floods, earthquakes or 2) fires; or 3) epidemics.

SECTION H

SPECIAL CONTRACT REQUIREMENTS

H.1. Use of Government Owned Vehicles and Hold Harmless Indemnity Agreement.

ICE will provide the Contractor with Government Owned Vehicles (GOV) (described in Attachment 6) for the transportation of ICE detainees in accordance with the terms and conditions of this contract. The Contractor shall contact the designated ICE official to schedule maintenance of the GOV in accordance with the following maintenance requirements:

- DRO Vehicle Management Handbook – Dated 9/1/09 (http://dro.icepolicy.us/policies-ero/current/Signed_Fleet_Handbook_091409.pdf/view)

- ICE Personal Property Handbook – Dated January 2009 (Attachment 8) The Contractor shall provide the COTR with proof that its guards are licensed with Commercial Drivers License (CDL) in the State of New York and insured in accordance with the state law to operate the Government vehicles provided. The Contractor shall adhere to all provisions contained within this contract and the above referenced documents. The Government vehicles shall be used to transport ICE detainees only to and from locations as directed by the COTR or designated ICE official. Under the terms of this contract transportation services of detainees will be at the negotiated transportation rates in Section B. The Contractor will be reimbursed for meals and lodging with GSA published rates during overnight transportation routes. The Contractor shall not tamper with any vehicle equipment without the express written authorization of the COTR. The Government will provide fleet cards for purchasing fuel. *Procedures and training for use of Government Issued fleet cards are found in the DRO Vehicle Management Handbook.

The repair and maintenance of the vehicle shall be coordinated and handled through the Field Office, Daniel Mackey at 212-264-5856.

The Contractor shall be responsible for any damage incurred to the vehicle as a result of any act or omission on the part of the Contractor, its employees and or persons acting on behalf of the Contractor. In addition, the Contractor assumes financial responsibility for any related property damage to said vehicle caused by the negligent act or omission of its employees or persons acting on behalf of the Contractor. The Contractor accepts responsibility for the negligent acts or omissions on the part of its employees, and or persons acting on behalf of the Contractor in the operation of said vehicles.

The referenced vehicles remain the property of the Department of Homeland Security, Immigration and Customs Enforcement (DHS-ICE) and will be made available to the Contractor for the express purpose of transporting detainees.

Hold Harmless Statement

This is an Agreement between Contractor and the U.S. Department of Homeland Security, U.S. Immigration and Customs Enforcement (“ICE”).

1. Driver of Vehicle: The ICE Vehicle(s) may be driven only by designated employees of the Contractor. The Contractor shall ensure, and assumes the duty, that all its drivers of ICE Vehicles will meet all medical and legal requirements for driving, including that the driver shall:

(a) be over 21 years of age, unless a state law prohibits setting an age requirement;

(b) be a CDL qualified and licensed driver;

(c) be a driver whose driver’s license, in any state, has not been revoked or suspended within the previous three (3) years, even if he or she now possesses a valid driver’s license;

(d) not operate the vehicle under the influence of alcohol or other intoxicants, such as drugs or narcotics, or under any other physical or mental impairment which adversely affects the driver’s ability to operate the ICE Vehicle; and

(e) not carry more passengers than available seatbelts.

2. Return of Vehicle: The ICE Vehicle shall be returned to ICE, in the same condition as when received, ordinary wear and tear are expected. The Contractor shall perform any cleaning or repairs necessary to return the ICE Vehicle to the required condition. The determination as to the condition of the vehicle will be made solely by ICE. The amount of time the Contractor can use ICE Vehicles will be determined by ICE.

3. Insurance: The Contractor shall be fully insured. The Contractor shall cover any damages to the ICE Vehicle or to other parties for the negligence of its employees driving ICE Vehicles. The Contractor shall cooperate with ICE if any claim is made, and to cooperate with ICE in any investigation involving an ICE Vehicle which was driven by a Contractor employee or Subcontractor.

4. Other Liability: The Contractor shall assume all risks from the use of the ICE Vehicle. The Contractor shall be responsible for damages to the Contractor’s property or goods left or stored in the ICE Vehicle. The Contractor shall not hold ICE liable for damage from downtime, materials, or other consequential damages resulting from the use of the ICE Vehicle. The Contractor shall release and hold ICE, its agents and employees harmless from and against any and all losses, liabilities, damages, injuries, claims, costs, and expenses arising out of the Contractor’s use or possession of the vehicle, including, but not limited to, any and all fines, penalties, and forfeitures imposed by any governmental entity and, to the extent not covered by insurance. The Contractor shall additionally hold ICE harmless for all loss, liability, and expense in excess of the limits of liability provided for herein as a result of injury, death, or property damage arising out of the Contractor’s use of the vehicle. Neither the Contractor nor any other driver of the ICE Vehicles shall be deemed the agent, servant, or employee of ICE for any reason or any purpose.

5. Accidents: The Contractor shall immediately report any accidents or damage to the vehicle and shall deliver to ICE any document received by the Contractor relating to any claim, suit, or proceeding connected with any accident or event involving the vehicle.

6. Warranty Disclaimer: ICE disclaims any and all warranties, express or implied, including, without limitation, any implied warranty of merchantability or fitness for a particular purpose or implied warranty arising out of course of performance, course of dealing, or usage of trade. Furthermore and specifically, ICE does not warrant and specifically disclaims any warranty that ICE Vehicles will always be available for the Contractor use and that ICE Vehicles will be without need of repair or in good working order. ICE does not warrant the actions or omissions of a manufacturer or repairer of the ICE vehicles.

7. Indemnification of ICE: The Contractor shall indemnify, defend and hold harmless ICE, and its officers, agents, employees, and each of them, from and against any and all third party claims, demands, causes of action, costs, damages, expenses, losses and liabilities (including reasonable attorneys’ fees) incurred or to be incurred, arising out of or resulting from, the Contractor’s operation of the ICE Vehicle.

H.2. Type of Contract

ICE intends to award an Indefinite Delivery, Indefinite Quantity (IDIQ) contract with Fixed Unit Prices. ICE intends to issue annual Task Orders against the IDIQ contract, funding the CLINs incrementally throughout the year. Orders may be issued, by facsimile or by electronic commerce method.

SECTION I

CONTRACT CLAUSES

All Offerors must comply with the following FAR clauses which apply to this acquisition:

FAR 52.252-1 Solicitation Provisions Incorporated by Reference (FEB 1998) This solicitation incorporates one or more solicitation provisions 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. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at this address: https://www.acquisition.gov/Far/ FAR 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): https://www.acquisition.gov/Far/ FAR 52.202-1 Definitions (JUL 2004)

FAR 52.203-3 Gratuities (APR 1984)

FAR 52.203-5 Covenant Against Contingent Fees (APR 1984)

FAR 52.203-6 Restrictions on Subcontractor Sales to the Government (SEP 2006)

FAR 52.203-7 Anti-Kickback Procedures (OCT 2010)

FAR 52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity. (JAN 1997)

FAR 52.203-10Price or Fee Adjustment for Illegal or Improper Activity (JAN 1997)

FAR 52.203-11Certification and disclosure regarding payments to Influence Certain Federal Transaction (SEP 2007)

FAR 52.203-12Limitation on Payments to Influence Certain Federal Transactions (OCT 2010)

FAR 52.203-13Contractor Code of Business Ethics and Conduct (APR 2010)

FAR 52.204-4 Printed or Copied Double-Sided on PostConsumer Fiber Content Paper (May 2011)

FAR 52.204-7 Central Contractor Registration (APR 2008)

FAR 52.204-9 Personal Identity Verification of Contractor Personnel (JAN 2011)

FAR 52.204-10 Reporting Subcontract Awards (JUL 2010)

FAR 52.209-6 Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (DEC 2010)

FAR 52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters (JAN 2011)

FAR 52.215-2 Audit and Records – Negotiation (OCT 2010)

FAR 52.215-8 Order of Precedence - Uniform Contract Format (OCT 1997)

FAR 52.215-10Price Reduction for Defective Certified Cost or Pricing Data (AUG 2011)

FAR 52.215-11Price Reduction for Defective Cost or Pricing Data – Modification (AUG 2010)

FAR 52.215-12 Subcontractor Cost or Pricing Data (OCT 2010)

FAR 52.215-13 Subcontractor Cost or Pricing Data – Modifications (OCT 2010)

FAR 52.215-14 Integrity of Unit Prices (OCT 2010)

FAR 52.215-15 Pension Adjustments and Asset Reversions (OCT 2010)

FAR 52.215-18 Reversion or Adjustment of Plans for Postretirement Benefits (PRB) other than Pensions (JUL 2005)

FAR 52.215-19 Notification of Ownership Changes (OCT 1997)

(a) The Contractor shall make the following notifications in writing:

(1) When the Contractor becomes aware that a change in its ownership has occurred, or is certain to occur, that could result in changes in the valuation of its capitalized assets in the accounting records, the Contractor shall notify the Administrative Contracting Officer (ACO) within 30 days.

(2) The Contractor shall also notify the ACO within 30 days whenever changes to asset valuations or any other cost changes have occurred or are certain to occur as a result of a change in ownership.

(b) The Contractor shall –

(1) Maintain current, accurate, and complete inventory records of assets and their costs;

(2) Provide the ACO or designated representative ready access to the records upon request;

(3) Ensure that all individual and grouped assets, their capitalized values, accumulated depreciation or amortization, and remaining useful lives are identified accurately before and after each of the Contractor’s ownership changes; and

(4) Retain and continue to maintain depreciation and amortization schedules based on the asset records maintained before each Contractor ownership change.

(c) The Contractor shall include the substance of this clause in all subcontracts under this contract that meet the applicability requirement of FAR 15.408(k).

FAR 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 from Contract Award through Last Day of the last Option Period, if exercised.

(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.

FAR 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 Not Applicable, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(1) The minimum ordering period applies to the number of months ordered per individual Base Period or Option Period.

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

(1) Any order for a single item in excess of 12 Months;

(2) Any order for a combination of items in excess of (b) (1) above; or

(3) A series of orders from the same ordering office within five 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.

(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 five 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.

FAR 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 the last day of the Option Period, if exercised.

FAR 52.217-8 Option to Extend Services (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days.

FAR 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 30 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 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 60 months.

FAR 52.219-8 Utilization of Small Business Concerns (JAN 2011)

FAR 52.219-6 Notice of Total Small Business (JUN 2003)

FAR 52.219-28 Post-Award Small Business Program Representation (APR 2009)

(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 represent 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 represent its size status in accordance with the size standard in effect at the time of this representation 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/services/contractingopportunities/sizestandardstopics/.

(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 representation 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 representation and submit it to the contracting office, along with the contract number and the date on which the representation was completed: The Contractor represents that it ___ is, ___ is not a small business concern under NAICS Code 561612 assigned to contract number To be determined.

FAR 52.222-1 Notice to the Government of Labor Disputes (FEB 1997)

FAR 52.222-3 Convict Labor (JUN 2003)

FAR 52.222-4 Contract Work Hours and Safety Standards Act – Overtime Compensation (JUL 2005)

FAR 52.222-21 Prohibition of Segregated Facilities (FEB 1999)

FAR 52.222-26 Equal Opportunity (MAR 2007)

FAR 52.222-35 Equal Opportunity Veterans (SEP 2010)

FAR 52.222-36 Affirmative Action for Workers with Disabilities (OCT 2010)

FAR 52.222-37 Employment Reports on Veterans (SEP 2010)

FAR 52.222-40 Notification of Employee Rights Under the National Labor Relations Act (DEC 2010)

FAR 52.222-41 Service Contract Act of 1965, as Amended (NOV 2007)

FAR 52.222-42 Statement of Equivalent Rates for Federal Hires (MAY 1989)

In compliance with the Service Contract Act of 1965, as amended, and the regulations of the Secretary of Labor (29 CFR Part 4), this clause identifies the classes of service employees expected to be employed under the contract and states the wages and fringe benefits payable to each if they were employed by the contracting agency subject to the provisions of 5 U.S.C. 5341 or 5332.

This Statement is for Information Only: It is not a Wage Determination

FAR 52.222-43 Fair Labor Standards Act and Service Contract Act – Price Adjustment (Multiple Year and Option Contracts) (SEP 2009)

FAR 52.222-50 Combating Trafficking in Persons (FEB 2009)

FAR 52.223-2 Affirmative Procurement of Bio-based Products under Service and Construction Contracts (DEC 2007)

FAR 52.223-6 Drug-Free Workplace (MAY 2001)

FAR 52.223-10 Waste Reduction Program (MAY 2011)

(a) Definitions. As used in this clause—

“Recycling” means the series of activities, including collection, separation, and processing, by which products or other materials are recovered from the solid waste stream for use in the form of raw materials in the manufacture of products other than fuel for producing heat or power by combustion.

“Waste prevention” means any change in the design, manufacturing, purchase, or use of materials or products (including packaging) to reduce their amount or toxicity before they are discarded. Waste prevention also refers to the reuse of products or materials.

“Waste reduction” means preventing or decreasing the amount of waste being generated through waste prevention, recycling, or purchasing recycled and environmentally preferable products.

(b) Consistent with the requirements of Section 701 of Executive Order 13101, the Contractor shall establish a program to promote cost-effective waste reduction in all operations and facilities covered by this contract. The Contractor’s programs shall comply with applicable Federal, State, and local requirements, specifically including Section 6002 of the Resource Conservation and Recovery Act (42 U.S.C. 6962, et seq.) and implementing regulations (40 CFR Part 247).

FAR 52.223-15 Energy Efficiency in Energy-Consuming Products (DEC 2007)

FAR 52.223-17 Affirmative Procurement of EPA-Designated Items in Service and Construction Contracts (MAY 2008)

FAR 52.223-18 Contractor Policy to Ban Text Messaging While Driving (AUG 2011)

FAR 52.224-1 Privacy Act Notification (APR 1984)

FAR 52.224-2 Privacy Act (APR 1984)

FAR 52.227-1 Authorization and Consent (DEC 2007)

FAR 52.227-2 Notice and Assistance Regarding Patent and Copyright Infringement (DEC 2007)

FAR 52.227-14 Rights in Data – General (DEC 2007) FAR 52.228-5 Insurance – Work on a Government Installation (JAN 1997) FAR 52.229-3 Federal, State, and Local Taxes (APR 2003)

FAR 52.232-1 Payments (APR 1984)

FAR 52.232-8 Discounts for Prompt Payment (FEB 2002)

FAR 52.232-9 Limitation on Withholding of Payments (APR 1984)

FAR 52.232-11 Extras (APR 1984)

FAR 52.232-17 Interest (OCT 2010)

FAR 52.232-18 Availability of Funds (APR 1984)

FAR 52.232-23 Assignment of Claims (JAN 1986)

FAR 52.232-25 Prompt Payment (OCT 2008)

FAR 52.232-33 Payment by Electronic Funds Transfer – Central Contractor Registration (OCT 2003)

FAR 52.233-1 Disputes (JUL 2002)

FAR 52.233-3 Protest after Award (AUG 1996)

FAR 52.233-4 Applicable Law for Breach of Contract Claim (OCT 2004)

FAR 52.237-3 Continuity of Services (JAN 1991)

FAR 52.232-13 Bankruptcy (JUL 1995)

FAR 52.243-1 Changes – Fixed-Price (AUG 1987) – Alternate I (AUG 1987)

FAR 52.244-6 Subcontracts for Commercial Items (DEC 2010)

FAR 52.245-1 Government Property (AUG 2010)

FAR 52.245-9 Use and Charges (AUG 2010)

FAR 52.246-25 Limitation of Liability – Services (FEB 1997)

FAR 52.249-2 Termination for Convenience of the Government (Fixed-Price) (MAY 2004)

FAR 52.249-8 Default (Fixed-Price Supply and Service) (APR 1984)

FAR 52.251-1 Government Supply Sources (AUG 2010)

FAR 52.253-1 Government Generated Forms (JAN 1991)

HOMELAND SECURITY ACQUISITION REGULATION (HSAR) CLAUSES

Full text of HSAR clauses can be accessed at:

http://www.dhs.gov/xopnbiz/regulations/index.shtm#1

HSAR 3052.204-71 Contractor Employee Access (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 SSI,” 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);

(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 Contracting Officer. Upon the Contracting Officer'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 Contracting Officer 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, and 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 Contracting Officer. 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.

HSAR 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

(ii) stock of such entity which is sold in a public offering related to the acquisition described in subsection (b)(1) of Section 835 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 3009.104-70 through 3009.104-73;

__ it is a foreign incorporated entity that should be treated as an inverted domestic corporation pursuant to the criteria of (HSAR) 48 CFR 3009.104-70 through 3009.104-73, but it has submitted a request for waiver pursuant to 3009.104-74, 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 3009.104-70 through 3009.104-73, but it plans to submit a request for waiver pursuant to 3009.104-74.

(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.

HSAR 3052.215-70 Key Personnel or Facilities (DEC 2003)

(a) The personnel or facilities specified below are considered essential to the work being performed under this contract and may, with the consent of the contracting parties, be changed from time to time during the course of the contract by adding or deleting personnel or facilities, as appropriate.

(b) Before removing or replacing any of the specified individuals or facilities, the Contractor shall notify the Contracting Officer, in writing, before the change becomes effective. The Contractor shall submit sufficient information to support the proposed action and to enable the Contracting Officer to evaluate the potential impact of the change on this contract. The Contractor shall not remove or replace personnel or facilities until the Contracting Officer approves the change.

The Key Personnel or Facilities under this Contract:

Name

Title To be inserted at time of award.

HSAR 3052.222-70 Strikes or Picketing Affecting Timely Completion of the Contract Work (DEC 2003) HSAR 3052.222-71 Strikes or Picketing Affecting Access to a DHS facility (DEC 2003)

HSAR 3052.228-70 Insurance (DEC 2003)

a) Worker's compensation and employer's liability. Employer’s liability coverage of at least $100,000 shall be required.

(b) General liability. The contractor shall require bodily injury liability insurance overage written on the comprehensive form of policy of at least $500,000 per occurrence.

(c) Automobile liability. The contractor shall require automobile liability insurance written on the comprehensive form of policy. The policy shall provide coverage of at least $200,000 per person and $500,000 per occurrence for bodily injury and $60,000 per occurrence for property damage. The amount of liability coverage on other policies shall be commensurate with any legal requirements of the locality and sufficient to meet normal and customary claims.

HSAR 3052.242-71 Dissemination of Contract Information (DEC 2003)

The Contractor shall not publish, permit to be published, or distribute for public consumption, any information, oral or written, concerning the results or conclusions made pursuant to the performance of this contract, without the prior written consent of the Contracting Officer. An electronic or printed copy of any material proposed to be published or distributed shall be submitted to the Contracting Officer.

HSAR 3052.245-70 Government Property Reports (JUN 2006)

(a) The Contractor shall prepare an annual report of Government property in its possession and the possession of its subcontractors.

(b) The report shall be submitted to the Contracting Officer not later than September 15 of each calendar year on DHS Form 0700–5, Contractor Report of Government Property.

SECTION J

LIST OF DOCUMENTS, EXHIBITS, AND OTHER ATTACHEMENTS

Attachment 1:

Performance Work Statement Attachment 2: Deliverables Attachment 3:

Department of Labor Wage Determination No. 2005-2375 Revision No. 11 Dated 6/13/2011 Attachment 4:

Quality Assurance Surveillance Plan Attachment 5:

Past Performance Questionnaire Attachment 6: Vehicle List Attachment 7:

Volume III Pricing Instruction

Attachment 8: ICE Personal Property Handbook – Dated January 2009 Part IV – Representations and instructions

SECTION K

Representations, Certifications, and Other Statements of Offerors

K.1 FAR 52.204-8 Annual Representations and Certifications (May 2011)

(a)

(1) The North American Industry classification System (NAICS) code for this acquisition is 561612.

(2) The small business size standard is $18.5 Million.

(3) The small business size standard for a concern which submits an offer in its own name, other than on a construction or service contract, but which proposes to furnish a product which it did not itself manufacture, is 500 employees.

(b)

(1) If the clause at 52.204-7, Central Contractor Registration, is included in this solicitation, paragraph (d) of this provision applies.

FAR 52.204-7, Central Contractor Registrations is included in Section I of this solicitation. Paragraph (d) applies.

(2) If the clause at 52.204-7 is not included in this solicitation, and the offeror is currently registered in CCR, and has completed the ORCA electronically, the offeror may choose to use paragraph (d) of this provision instead of completing the corresponding individual representations and certification in the solicitation. The offeror shall indicate which option applies by checking one of the following boxes:

[_] (i) Paragraph (d) applies.

[_] (ii) Paragraph (d) does not apply and the offeror has completed the individual representations and certifications in the solicitation.

(c)

(1) The following representations or certifications in ORCA are applicable to this solicitation as indicated:

(i) 52.203-2, Certificate of Independent Price Determination. This provision applies to solicitations when a firm-fixed-price contract or fixed-price contract with economic price adjustment is contemplated, unless—

(A) The acquisition is to be made under the simplified acquisition procedures in Part 13;

(B) The solicitation is a request for technical proposals under two-step sealed bidding procedures; or

(C) The solicitation is for utility services for which rates are set by law or regulation.

(ii)…