Terms and Conditions HSCG38-11-Q-500036.doc

TERMS AND CONDITIONS

HSCG38-11-Q-500036

Statement of Requirement The USCG plans to issue a firm-fixed price requirements contract consisting of one (1) one-year base period and four (4) one-year option periods for the purchase of Flight Line Air Conditioning/Heating Units to be used on the HC-144A CASA aircraft. The USCG estimates purchasing two (2) units per year for a total of 10 units over the life of the contract.

The following clauses and provisions are included:

52.212-1 Instructions to Offerors - Commercial Items

Jun 2008

(c) Prices must remain effective for 90 days after solicitation close.

Cost or Pricing Data

It is DHS policy that pricing for competitive negotiations should be based on adequate price competition. However, in the event only one responsible offeror is obtained as a result of this solicitation, that offeror may be required to submit either Certified Cost or Pricing Data (FAR 15.403-4) or Data Other Than Certified Cost or Pricing Data (FAR 15.403-3) to support price negotiations.

Include pricing from recent sales for similar items and quantities and current catalog pricing, if available, with offer to be used for a Fair and Reasonable Price comparison 52.212-2 Evaluation-Commercial Items

Jan 1999

(a) The Government will award a contract resulting from this solicitation to the responsible offeror whose offer conforming to the solicitation is most advantageous to the Government, price and other factors considered. The following factors shall be used to evaluate offers:

1. Technical Capability

2. Past Performance

3. Delivery

4. Price

Technical Capability is considered the most important factor and will be evaluated on the ability of the offeror to provide the unit that best meets the government’s needs. Technical Capability and Past Performance, when combined, are more important than delivery and price.

Technical Capability: Technical capability will be evaluated on the ability of the offeror to provide Flight Line Air Conditioning/Heating Units that best meet the USCG’s need. The minimum criteria to be evaluated are found in the attachment titled “HSCG38-11-Q-500036 Specifications”. Offerors can provide any additional information necessary to fully demonstrate how their product will meet or exceed the USCG’s need. The USCG will evaluate the minimum criteria listed in the specification and all additional information provided by the offeror.

Past Performance: In accordance with FAR 15.304(c)(3)(i), past performance will be evaluated and the elements listed below are considered subfactors of the complete past performance evaluation. Relevance is determined by efforts that more closely match the size and complexity to the work being acquired under this solicitation. In order to adequately evaluate an offeror’s past performance, all offerors shall submit a list of three (3) contracts (references) completed within the preceding 36 month period. If an offeror has no relevant past performance history, offeror must affirmatively state that it possesses no relevant past performance history.

Offerors shall include the following information for each contract listed:

(1) Name of Agency/Company providing Past Performance Information

(2) Contract Number

(5) Brief description of contract and relevance to this requirement

(6) Total Contract Value

(7) Period of Performance

(8) Agency Contact, telephone number and e-mail address

Offerors may provide information on problems encountered and corrective actions taken on identified contracts. Verification of information will address, but is not limited to the subfactors listed below.

· Quality of Work

· Personnel

· Subcontractor Management

· Business Relations

· Timeliness of Performance

· Customer Satisfaction

· Cost/Budget Control In the case of an offeror without a record of relevant past performance or for whom information on past performance is not available, the offeror will be given a neutral past performance rating. The Government may also use information available from past contracts/purchase orders with the USCG, delivery information found in the USCG’s AMMIS system, and any information found using sources such as Federal Government sources, Past Performance Information Retrieval System (PPIRS)/Contractor Performance Assessment Reporting System (CPARS). The Government reserves the right to limit or expand the number of references it decides to contact and to contact references other than those provided by the offeror.

Delivery: The government’s desired lead time is 90 days After Receipt of Order (ARO).

Offerors that can meet the government’s required delivery date will be rated higher, with offerors that can meet or exceed the government’s desired delivery date rated the highest.

Price: The offeror shall provide firm fixed pricing for the requested items. The quote should include separate line items for all available optional items. If offeror proposes F.O.B. Origin, the quote must also include estimated shipping costs for each line item. The shipping costs will be used in evaluation of price to arrive at a total cost to the Government. Any quantity price discounts and discounts for prompt payment should be included in this section.

(b) Options. The Government will evaluate offers for award purposes by adding the total price for all options to the total price for the basic requirement. The Government may determine that an offer is unacceptable if the option prices are significantly unbalanced. Evaluation of options shall not obligate the Government to exercise the option(s).

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

(End of Provision)

52.212-3 Offeror Representations and Certifications-Commercial Items May 2011

X Alternate I of 52.212-3.

Apr 2011 An offeror shall complete only paragraph (b) of this provision if the offeror has completed the annual representations and certifications electronically at http://orca.bpn.gov. If an offeror has not completed the annual representations and certifications electronically at the ORCA website, the offeror shall complete only paragraphs (c) through (m) of this provision.

(End of Provision) Addendum to 52.212-4 Contract Terms and Conditions Commercial Items Jun 2010 Packaging Instructions:

The contractor shall comply with ASTM D 3951-98, Commercial Packaging, Shipping and Storage Procedures (Reapproved 2004). Each individual container shall be labeled on the outside with the appropriate National Stock Number, Part Number, Nomenclature, Quantity, Delivery Order and Line Item Number. The internal packaging material shall be sufficient to prevent damage during shipment, handling and storage. The internal packaging material shall be sufficient to prevent corrosion, deterioration or decay during warehouse storage with temperature ranging from 40 to 95 degrees Fahrenheit and high humidity for a period not less than one year. Packaging material shall not consist of popcorn, shredded paper, Styrofoam of any type, or peanut style packaging. Bar coding is authorized, however, not mandatory.

Shipping Instructions:

Unless otherwise specified on individual delivery orders issued hereunder, deliverable hardware items shall be shipped to the following address:

USCG Aviation Logistics Center

Receiving Section, Bldg. 63

1664 Weeksville Road

Elizabeth City, NC 27909-5001

Contract No. _____________________________

(To be assigned at time of issuance)

Delivery Order No. ______________________________

(To be assigned at time of issuance) Urgent Requirements:

Urgent requirements may necessitate a special schedule. When the Government notifies the contractor of an urgent requirement, the contractor shall endeavor to ship requirements identified as urgent directly to the Air Station if requested by the Contracting Officer as quickly as possible. Material will be shipped by the fastest traceable means, e.g. airfreight ―next day delivery. The shipping container will be marked ―URGENT on the outside in a highly visible method, in letters not less than 2” high. The contractor shall be allowed the additional compensation for any delivery charges incurred under this requirement.

Inspection and Acceptance:

(a) Final inspection and acceptance of material under this contract shall be performed at destination by local Quality Assurance personnel and will consist of count, condition and verification that all required documentation has been provided. All parts ordered under the provisions of this contract must be airworthy and suitable for use on USCG aircraft.

52.212-5 Contract Terms and Conditions Required to Implement May 2011

Statutes or Executive Orders-Commercial Items.

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

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

__ Alternate I (Aug 2007) of 52.222-50 (22 U.S.C. 7104(g)).

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

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

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

(1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 253g and 10 U.S.C. 2402).

(4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Jul 2010) (Pub. L. 109-282) (31 U.S.C. 6101note).

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

(9) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (Jan 2011) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

(13) 52.219-8, Utilization of Small Business Concerns (Jan 2011) (15 U.S.C. 637(d)(2) and (3)).

(21) 52.219-28, Post Award Small Business Program Rerepresentation (Apr 2009) (15 U.S.C. 632(a)(2)).

(24) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

(25) 52.222-19, Child Labor-Cooperation with Authorities and Remedies (Jul 2010) (E.O. 13126).

(26) 52.222-21, Prohibition of Segregated Facilities (Feb 1999).

(27) 52.222-26, Equal Opportunity (Mar 2007) (E.O. 11246).

(28) 52.222-35, Equal Opportunity for Special Disabled Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (Sept 2010) (38 U.S.C. 4212).

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

(30) 52.222-37, Employment Reports on Special Disabled Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (Sept 2010) (38 U.S.C. 4212).

(31) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec 2010) (E.O. 13496).

(36) 52.223-18, Contractor Policy to Ban Text Messaging While Driving (Sep 2010) (E.O. 13513).

(37) 52.225-1, Buy American Act-Supplies (Feb 2009) (41 U.S.C. 10a-10d).

(40) 52.225-13, Restrictions on Certain Foreign Purchases (June 2008) (E.O.'s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

(45) 52.232-33, Payment by Electronic Funds Transfer-Central Contractor Registration (Oct 2003) (31 U.S.C. 3332).

Contract Clauses 52.252-2 Clauses Incorporated by Reference

FEB 1998

This solicitation 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 the clause may be accessed electronically at Internet address http://acquisition.gov/far/index.html.

52.203-3 Gratuities

Apr 1984

52.203-12 Limitation on Payments to Influence Certain Federal Transactions Oct 2010 52.204-4 Printed Copied Double-Sided on Recycled Paper

May 2011 52.242-13 Bankruptcy

Jul 1995

52.246-15 Certificate of Conformance

April 1984

52.247-34 F.O.B. Destination

Nov 1991

FULL TEXT CLAUSES

52.209-9 Updates of Publicly Available Information Regarding

Jan 2011

Responsibility Matters

(a) The Contractor shall update the information in the Federal Awardee Performance and Integrity Information System (FAPIIS) on a semi-annual basis, throughout the life of the contract, by posting the required information in the Central Contractor Registration database at http://www.ccr.gov .

(b)

(1) The Contractor will receive notification when the Government posts new information to the Contractor’s record.

(2) The Contractor will have an opportunity to post comments regarding information that has been posted by the Government. The comments will be retained as long as the associated information is retained, i.e., for a total period of 6 years. Contractor comments will remain a part of the record unless the Contractor revises them.

(3)

(i) Public requests for system information posted prior to April 15, 2011, will be handled under Freedom of Information Act procedures, including, where appropriate, procedures promulgated under E.O. 12600.

(ii) As required by section 3010 of Public Law 111-212, all information posted in FAPIIS on or after April 15, 2011, except past performance reviews, will be publicly available.

(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 from date of contract award through one-year from date of contract award for the basic period and for options, effective date of option exercise through one-year from effective date of option exercise.

(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 Delivery – Order Limitations

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than one (1), 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 the total estimated contract line item quantity;

(2) Any order for a combination of items in excess of 50% of estimated contract quantities; or

(3) A series of orders from the same ordering office within 30 Calendar days that together call for quantities exceeding the limitation in subparagraph (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 15 Calendar 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) 52.216-21 Requirements

(a) This is a requirements contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies or services specified in the Schedule are estimates only and are not purchased by this contract. Except as this contract may otherwise provide, if the Government’s requirements do not result in orders in the quantities described as “estimated’’ or “maximum” in the Schedule, that fact shall not constitute the basis for an equitable price adjustment.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. Subject to any limitations in the Order Limitations clause or elsewhere in this contract, the Contractor shall furnish to the Government all supplies or services specified in the Schedule and called for by orders issued in accordance with the Ordering clause. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(c) Except as this contract otherwise provides, the Government shall order from the Contractor all the supplies or services specified in the Schedule that are required to be purchased by the Government activity or activities specified in the Schedule.

(d) The Government is not required to purchase from the Contractor requirements in excess of any limit on total orders under this contract.

(e) If the Government urgently requires delivery of any quantity of an item before the earliest date that delivery may be specified under this contract, and if the Contractor will not accept an order providing for the accelerated delivery, the Government may acquire the urgently required goods or services from another source.

(f) 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 determined at time of award based on six (6) months after expiration date of ordering period.

(End of Clause)

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 Calendar days prior to contract expiration; 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 five (5) years.

(End of Clause) 52.232-19 Availability of Funds for the Next Fiscal Year

Funds are not presently available for performance under this contract beyond 30 September 2012. The Government’s obligation for performance of this contract beyond that date is contingent upon the availability of appropriated funds from which payment for contract purposes can be made. No legal liability on the part of the Government for any payment may arise for performance under this contract beyond 30 September 2012, until funds are made available to the Contracting Officer for performance and until the Contractor receives notice of availability, to be confirmed in writing by the Contracting Officer.

(End of Clause)

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: http://acquisition.gov/far/index.html.

52.222-22 Previous Contracts and Compliance Reports

Feb 1999

52.222-25 Affirmative Action Compliance

52.225-25 Prohibition on Engaging in Sanctioned Activities

Sep 2010

Relating to Iran – Certification

52.233-2 Service of Protest

Sept 2006

FULL TEXT PROVISIONS

52.209-7 Information Regarding Responsibility Matters

Jan 2011

(a) Definitions. As used in this provision—

“Administrative proceeding” means a non-judicial process that is adjudicatory in nature in order to make a determination of fault or liability (e.g., Securities and Exchange Commission Administrative Proceedings, Civilian Board of Contract Appeals Proceedings, and Armed Services Board of Contract Appeals Proceedings). This includes administrative proceedings at the Federal and State level but only in connection with performance of a Federal contract or grant. It does not include agency actions such as contract audits, site visits, corrective plans, or inspection of deliverables.

“Federal contracts and grants with total value greater than $10,000,000” means—

(1) The total value of all current, active contracts and grants, including all priced options; and

(2) The total value of all current, active orders including all priced options under indefinite-delivery, indefinite-quantity, 8(a), or requirements contracts (including task and delivery and multiple-award Schedules).

(b) The offeror [ ] has [ ] does not have current active Federal contracts and grants with total value greater than $10,000,000.

(c) If the offeror checked “has” in paragraph (b) of this provision, the offeror represents, by submission of this offer, that the information it has entered in the Federal Awardee Performance and Integrity Information System (FAPIIS) is current, accurate, and complete as of the date of submission of this offer with regard to the following information:

(1) Whether the offeror, and/or any of its principals, has or has not, within the last five years, in connection with the award to or performance by the offeror of a Federal contract or grant, been the subject of a proceeding, at the Federal or State level that resulted in any of the following dispositions:

(i) In a criminal proceeding, a conviction.

(ii) In a civil proceeding, a finding of fault and liability that results in the payment of a monetary fine, penalty, reimbursement, restitution, or damages of $5,000 or more.

(iii) In an administrative proceeding, a finding of fault and liability that results in—

(A) The payment of a monetary fine or penalty of $5,000 or more; or

(B) The payment of a reimbursement, restitution, or damages in excess of $100,000.

(iv) In a criminal, civil, or administrative proceeding, a disposition of the matter by consent or compromise with an acknowledgment of fault by the Contractor if the proceeding could have led to any of the outcomes specified in paragraphs (c)(1)(i), (c)(1)(ii), or (c)(1)(iii) of this provision.

(2) If the offeror has been involved in the last five years in any of the occurrences listed in (c)(1) of this provision, whether the offeror has provided the requested information with regard to each occurrence.

(d) The offeror shall enter the information in paragraphs (c)(1)(i) through (c)(1)(iv) of this provision in FAPIIS as required through maintaining an active registration in the Central Contractor Registration database at http://www.ccr.gov (see 52.204-7).

“Principal” means an officer, director, owner, partner, or a person having primary management or supervisory responsibilities within a business entity (e.g., general manager; plant manager; head of a division or business segment; and similar positions).

(End of provision) 52.211-14 Notice of Priority Rating for National Defense, Apr 2008

Emergency Preparedness and Energy Program Use

Any contract awarded as a result of this solicitation will be [ ] DX rated order; [X] DO rated order certified for national defense, emergency preparedness, and energy program use under the Defense Priorities and Allocations System (DPAS) (15 CFR 700), and the Contractor will be required to follow all of the requirements of this regulation. [Contracting Officer check appropriate box.] (End of Provision)