Attch_4_-_Terms_and_Conditions.pdf

Attachment 4

TERMS AND CONDITIONS

HSCG38-15-Q-500038

Statement of Requirement

The proposed contract to be awarded by the United States Coast Guard (USCG) shall be for

Industrial Batteries used on Tug Technologies MX-4 and MZ electric aircraft tow tractors and

Watering System for 40 Cell Batteries. Estimated quantities and delivery locations are listed in

Attachment 1 - Delivery Schedule. There is no guaranteed, stated or implied as to the actual quantities that will be purchased under this contract.

Federal Acquisition Regulation (FAR) and Homeland Security Acquisition Regulation

(HSAR) Clauses and Provisions

The clauses and provisions contained herein are applicable to any order awarded as a result of this solicitation. The terms and conditions set forth herein supersede all other terms and conditions. Acceptance of the order in accordance with FAR 13.004 constitutes acceptance of all terms and conditions contained herein.

The following clauses and provisions are included:

52.212-1 Instructions to Offerors - Commercial Items Apr 2014

Period of Acceptance of Offers

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

Delivery Requirements F.O.B. Destination only, in accordance with HSAR 3052.247-72, Offers are invited on the basis of F.O.B. destination only. Offers submitted on any other basis will be rejected as nonresponsive.

Award on Initial Quotations

The Government retains the right to award without discussions. Offerors shall assume the

Government has no prior knowledge of their experience and will base its evaluation solely on the information presented in the offeror’s quotation. Therefore, offerors are encouraged to provide their best quotation with the materials requested for evaluation. However, in the event that discussions are considered necessary, the Government retains the right to limit the number of offerors included in the competitive range for purposes of efficiency.

Evaluation Criteria

The provision at Federal Acquisition Regulation (FAR) 52.212-2 Evaluation of Commercial

Items is not applicable to this solicitation. In lieu of this provision, quotes will be evaluated in accordance with Federal Acquisition Regulation (FAR) 13.106-2 based on the criteria listed below. Award will be made to the lowest priced, technically acceptable offeror with acceptable or neutral past performance representing the best value to the Government.

Price

The contractor shall provide pricing as requested in Attachment 2 – Schedule (Amendment 1).

The offeror’s quotation will be evaluated using one or more of the techniques defined in FAR

13.106-3, in order to determine if it is fair and reasonable.

Any quantity price discounts and discounts for prompt payment should be included in this section. Total price evaluation will be for the base and two option periods. Failure to quote pricing for the base period and all respective option periods on individual line items may result in a quotation being excluded from further consideration.

The USCG will consider a set escalation rate for each option year if proposed by the contractor.

If the contractor prefers not to propose a set escalation rate the USCG will consider incorporating clause 52.216-2, Economic Price Adjustment into the contract at time of award. The contractor shall specify in their quotation if they intend to escalate the option years or if they prefer for the

USCG to incorporate clause 52.216-2, Economic Price Adjustment.

Technical Acceptability

Technical Acceptability will be evaluated to determine an overall rating of “acceptable” or

“unacceptable”. The USCG requires Deka Batteries (P/N:40-D125-9) and 40 cell Flow Rite

Watering Systems on a brand name or equal basis. The salient characteristics are:

40 cell

80 volt

500 amp hour

38.74 KWH

Dimensions: 35 11/16” x 25 5/16” x 31 7/16” w/c

Service Weight: 3,753 lbs

Cable Position: A

Cable Length: 24"

Connector Type: SB350, 1/0 AWG

IST 9059

The watering system shall be compatible with the provided batteries.

As stated above, the current battery assembly in use by the USCG is 35-11/16” wide x 25-5/16” deep x 31-7/16” tall. The actual TUG compartment opening is 27-1/4” x 36-11/16”. Currently there are 2 poly shims located on each side of the battery assembly. These shims keep the battery assembly from moving and coming into contact with the TUG frame. The battery assembly cannot touch the TUG frame. The USCG will consider a battery assembly that is ¼” larger or smaller than the depth or width of the current battery assembly being used. The battery assembly height cannot exceed 33”. Any offeror proposing a battery assembly that is larger or smaller than the dimensions specified in the salient characteristics will be responsible for providing poly shims required to keep the proposed battery assembly stationary and from coming into contact with the TUG frame. The

USCG will install the poly shims.

It is the contractor’s responsibility to ensure that their quotation clearly demonstrates their ability to perform these requirements. All offerors must provide the following minimum information and documentation with their quotations. Any quotation that doesn’t provide the following information will be found technically unacceptable.

Part Number, manufacturer and technical information of the batteries and watering system being provided.

Provide a detailed drawing including all dimensions of the proposed battery assembly.

Detailed explanation of the offeror’s ability to meet the Delivery Schedule established in Attachment 1. Offerors unable to meet the delivery schedule may be considered technically unacceptable. Early deliveries are desired and will be accepted.

Detailed explanation of the offeror’s warranty for the battery cells and battery performance for each of the battery assemblies. Offerors that do not provide the minimum five (5) year warranty may be considered technically unacceptable.

Detailed explanation of exceptions taken with the PWS or any other requirement listed in the solicitation. Offerors are advised that the USCG intends to award without discussions so any exceptions may cause the quotation to be found technically unacceptable.

Offeror’s providing “or equal” items shall include in their quotation descriptive literature such as illustrations, drawings, or a clear reference, such as a web site to information readily available to the Contracting Officer showing that the items being quoted meets all salient characteristics. The

Contracting Officer is not responsible for locating or obtaining any information not identified in the offer.

Past Performance

The offeror’s Past Performance will be evaluated to determine if it is acceptable or neutral. The

Past Performance evaluation will assess the offeror’s ability to successfully accomplish the proposed effort based on the offeror’s demonstrated Past Performance. The Government may 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) to determine if the

Contractor has acceptable or neutral Past Performance. 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.

If an offeror has no past performance history, the offeror must affirmatively state that it possesses no past performance history.

Evaluation Method

Only the lowest priced offer will be evaluated for Technical Acceptability. Should the lowest priced offer not receive an acceptable technical or past performance rating, the process will continue in order of lowest priced offer only until the lowest priced, technically acceptable offer with acceptable or neutral past performance is identified.

52.212-3 Offeror Representations and Certifications-Commercial Items Mar 2015

X Alternate I of 52.212-3. Oct 2014

An offeror shall complete only paragraphs (b) of this provision if the offeror has completed the annual representations and certificates electronically via http://www.acquisition.gov . If an offeror has not completed the annual representations and certifications electronically at the

System for Award Management (SAM) website, the offeror shall complete only paragraphs (c) through (o) of this provision.

(End of Provision)

52.212-4 Contract Terms and Conditions Commercial Items May 2015

52.212-5 Contract Terms and Conditions Required to

Implement Statutes or Executive Orders—Commercial Items May 2015

(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) 52.209-10, Prohibition on Contracting with Inverted Domestic Corporations (Dec 2014)

(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)(Public Laws 108-77 and

108-78 (19 U.S.C. 3805 note)).

(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.]

(1) 52.203-6, Restrictions on Subcontractor Sales to the Government (Sept 2006), with Alternate

I (Oct 1995) (41 U.S.C. 4704 and 10 U.S.C. 2402).

(4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Jul 2013)

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

(8) 52.209-6, Protecting the Government’s Interest When Subcontracting with Contractors

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

(9) 52.209-9, Updates of Publicly Available Information Regarding Responsibility Matters (Jul

2013) (41 U.S.C. 2313).

(14)(i) 52.219-6, Notice of Total Small Business Set-Aside (Nov 2011) (15 U.S.C. 644).

(16) 52.219-8, Utilization of Small Business Concerns (Oct 2014) (15 U.S.C. 637(d)(2) and (3)).

(19) 52.219-14, Limitations on Subcontracting (Nov 2011) (15 U.S.C. 637(a)(14)).

(22) 52.219-28, Post Award Small Business Program Rerepresentation (Jul 2013) (15 U.S.C.

632(a)(2)).

(25) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

(26) 52.222-19, Child Labor-Cooperation with Authorities and Remedies (Jan 2014) (E.O.

13126)

(27) 52.222-21, Prohibition of Segregated Facilities (Apr 2015).

http://www.acquisition.gov/

(28) 52.222-26, Equal Opportunity (Apr 2015) (E.O. 11246).

(29) 52.222-35, Equal Opportunity for Veterans (Jul 2014)(38 U.S.C. 4212).

(30) 52.222-36, Equal Opportunity for Workers with Disabilities (Jul 2014) (29 U.S.C. 793).

(31) 52.222-37, Employment Reports on Veterans (Jul 2014) (38 U.S.C. 4212).

(32) 52.222-40, Notification of Employee Rights Under the National Labor Relations Act (Dec

2010) (E.O. 13496).

(33)(i) 52.222-50, Combating Trafficking in Persons (Mar 2015) (22 U.S.C. chapter 78 and E.O.

13627).

(40) 52.223-18, Encouraging Contractor Policies to Ban Text Messaging While Driving (Aug

2011) (E.O. 13513).

(41) 52.225-1, Buy American-Supplies (May 2014) (41 U.S.C. chapter 83)

(44) 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).

(50) 52.232-33, Payment by Electronic Funds Transfer—System for Award Management (Jul

2013) (31 U.S.C. 3332).

(End of Clause)

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.

52.212-4 Contract Terms and Conditions – Commercial Items May 2015

52.232-40 Providing Accelerated Payments to Small Business Subcontractors Dec 2013

52.246-15 Certificate of Conformance Apr 1984

52.247-34 F.O.B Destination Nov 1991

Full Text Clauses

52.203-17 Contractor Employee Whistleblower Rights and Requirement Sept 2013

To Inform Employees of Whistleblower Rights (DHS-USCG Deviation 14-01)

a) This contract and employees working on this contract will be subject to the whistleblower rights and remedies in the enhancement of whistleblower protections for Contractor employees established at 10 U.S.C. 2409 by section 827 of the NDAA for FY2013 (Pub. L. 112-239) and

FAR 3.908.

(b) The Contractor shall inform its employees in writing, in the predominant language of the workforce, of employee whistleblower rights and protections under 10 U.S.C. 2409, as described in section 3.908 of the FAR.

(c) The Contractor shall insert the substance of this clause, including this paragraph (c), in all subcontracts over the simplified acquisition threshold.

(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.

52.216-19 Delivery – Order Limitations Oct 1995

(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 Oct 1995

(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 IAW 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 IAW 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.

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 three (3) years.

52.232-19 Availability of Funds for the Next Fiscal Year (Apr 1984) Funds are not presently available for performance under this contract beyond September 30, 2015. 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 September 30, 2015, 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.

52.252-6 Authorized Deviations in Clauses Apr 1984

(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR

Chapter 1) clause with an authorized deviation is indicated by the addition of “(DEVIATION)” after the date of the clause.

(b) The use in this solicitation or contract of any Homeland Security Acquisition Regulation (48

CFR 30) clause with an authorized deviation is indicated by the addition of “(DEVIATION)” after the name of the regulation.

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:

52.217-5 Evaluation of Options Jul 1990

Full Text Provisions

52.209-7 Information Regarding Responsibility Matters Jul 2013

(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 proceeding 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).

“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).

(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 post 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 System for

Award Management database via https://www.acquisition.gov (see 52.204-7).

(End of provision)

52.233-2 Service of Protest Sep 2006

(a) Protests, as defined in section 33.101 of the Federal Acquisition Regulation, that are filed directly with an agency, and copies of any protests that are filed with the Government

Accountability Office (GAO), shall be served on the Contracting Officer (addressed as follows) by obtaining written and dated acknowledgment of receipt from:

USCG ALC ESD Division

ATTN: Crystal G. Taber

1664 Weeksville Road

Building 78

Elizabeth City, NC 27909

Email Submission Preferred at Crystal.G.Taber@uscg.mil

(b) The copy of any protest shall be received in the office designated above within one day of filing a protest with the GAO.

(End of Provision)

Homeland Security Acquisition Regulation (HSAR) Clauses

3052.209-70, Prohibition on Contracts with Corporate Expatriates (JUN 2006)

(a) Prohibitions.

https://www.acquisition.gov/ mailto:Crystal.G.Taber@uscg.mil

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 3052.209-79 Representation by Corporations Regarding a Felony Feb 2014

Criminal

Violation under any Federal or State Law or Unpaid Federal Tax Liability

(a) In accordance with sections 561 and 562 of Division F, Title V of the Consolidated

Appropriations Act, 2014 (Pub. L. 113-76), none of the funds made available by that Act may be used to enter into a contract with any corporation that:

(1) Was convicted (or had an officer or agent of such corporation acting on behalf of the corporation convicted) of a felony criminal violation under any Federal or State law within the preceding 24 months, where the awarding agency is aware of the conviction, unless the agency has considered suspension or debarment of the corporation, or such officer or agency, and made a determination that this further action is not necessary to protect the interests of the

Government.

(2) Has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability, where the awarding agency is aware of the unpaid tax liability, unless the agency has considered suspension or debarment of the corporation and made a determination that this further action is not necessary to protect the interests of the Government.

(b) The Offeror represents that:

(1) It is [ ] is not [ ] a corporation that was convicted (or had an officer or agent of such corporation acting on behalf of the corporation convicted) of a felony criminal violation under any Federal or State law within the preceding 24 months.

(2) It is [ ] is not [ ] a corporation that has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability.

(c) If the offeror represents in (b) above that it is a corporation that was convicted (or had an officer or agent of such corporation acting on behalf of the corporation convicted) of a felony criminal violation under any Federal or State law within the preceding 24 months, or that it is a corporation that has unpaid Federal tax liability that has been assessed, the offeror shall provide all information related to the felony or tax liability within 3 business days of the Government’s request.

HSAR 3052.212-70 Contract Terms and Conditions Applicable Sep 2012 to DHS Acquisition of Commercial Items

The Contractor agrees to comply with any provision or clause that is incorporated herein by reference to implement agency policy applicable to acquisition of commercial items or components. The provision or clause in effect based on the applicable regulation cited on the date the solicitation is issued applies unless otherwise stated herein. The following provisions and clauses are incorporated by reference:

[The Contracting Officer should either check the provisions and clauses that apply or delete the provisions and clauses that do not apply from the list. The Contracting Officer may add the date of the provision or clause if desired for clarity.]

(b) Clauses.

3052.205-70 Advertisement, Publicizing Awards, and Releases

3052.247-72 F.O.B. DESTINATION ONLY