REV_Solicitation_HSCG40-13-R-30009.pdf

U.S. Coast Guard

Surface Forces Logistics Center

CPD-C&P2-LRE

2401 HAWKINS POINT RD

BALTIMORE, MD 21226-5000

REQUEST FOR PROPOSAL

HSCG40-13-R-30009

INSTALLATION OF A REAL TIME HULL MONITORING SYSTEM ON THE 378

FOOT WHEC CUTTERS

TABLE OF CONTENTS

DESCRIPTION PAGE NUMBER

SF 1449, Solicitation/Contract/Order for Commercial Items

Continuation of SF 1449 02-06

Contract Clauses

FAR 52.212-4 Contract Terms and Conditions Addendum 06-16

FAR 52.212-5 Contract Terms and Conditions Required to Implement

Statutes and Executive Orders 16-23

Contract Documents/Exhibits and/or Attachments 24

ATTACHMENT 1- SPECIFICATION/PERFORMANCE WORK STATEMENT

ATTACHMENT 2- CLIN LISTING/REQUIRED DELIVERY SCHEDULE

Solicitation Provisions

FAR 52.212-1 Instructions to Offerors Addendum 24-26

FAR 52.212-2 Evaluation Commercial Items, or other Evaluation

Factors for Award 27-31

FAR 52.212-3 Representations and Certifications-Commercial Items 31-44

AUTHORIZED FOR LOCAL REPRODUCTION STANDARD FORM 1449 (Rev. 3/2005)

PREVIOUS EDITION IS NOT USABLE Prescribed by GSA – FAR (48 CFR) 53.212

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

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

1. REQUISITION NUMBER

2. CONTRACT NO.

3. AWARD/EFFECTIVE

DATE

4. ORDER NUMBER

5. SOLICITATION NUMBER

HSCG40-13-R-30009

6. SOLICITATION

ISSUE DATE

November 1, 2012

7. FOR

SOLICITATION

INFORMATION

CALL:

Jennifer Blount b. TELEPHONE NUMBER (no collect calls)

410-762-6123

8. OFFER DUE DATE/

LOCAL TIME

November 30, 2012

4:00 PM

9. ISSUED BY CODE 75174

U.S.C.G Surface Forces Logistics Center

Procurement Branch 2/LREPL

2401 Hawkins Point Road MS-25

Baltimore, MD 21226-5000

10. THIS ACQUISITION IS

UNRESTRICTED OR SET ASIDE 100% FOR:

SMALL BUSINESS EMERGING SMALL

HUBZONE SMALL BUSINESS

BUSINESS

SERVICE DISABLED VETERAN- 8(A)

OWNED SMALL BUSINESS

NAICS: 541330

SIZE STANDARD $35.5 million

11. DELIVERY FOR FOB

DESTINATION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT

TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER DPAS (15

CFR 700)

13b. RATING DO-A3

14. METHOD OF SOLICITATION

RFQ IFB RFP

15. DELIVER TO CODE

USCG Surface Forces LOG. CTR. 2401 HAWKINS

POINT RD BLDG 88

BALTIMORE, MD 21226-5000

16. ADMINISTERED BY CODE

Jennifer Blount PH: 410-762-6123

Email: jennifer.r.blount@uscg.mil

17a. CONTRACTOR/ CAGE CODE FACILITY

OFFEROR CODE

18a. PAYMENT WILL BE MADE BY CODE

US COAST GUARD YARD PO BOX 4122 CHESAPEAKE, VA

23327-4122

Phone: 757-523-6940

M/F: HSCG40-12-R-30009

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH

ADDRESS IN OFFER

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

IS CHECKED SEE ADDENDUM

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTITY

22.

UNIT

23.

UNIT PRICE

24.

AMOUNT

See Section B

25. ACCOUNTING AND APPROPRIATION DATA

26. TOTAL AWARD AMOUNT (FOR GOVT USE ONLY)

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 & 52.212-5 ARE ATTACHED. ADDENDA ARE ARE NOT

ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4, FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT

ATTACHED.

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND

RETURN 1 COPY TO ISSUING OFFICE. CONTRACTOR AGREES TO

FURNISH AND DELIVER ALL ITEMS SET FORTH OR OTHERWISE

IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS SUBJECT TO

THE TERMS AND CONDITIONS SPECIFIED HEREIN.

29. AWARD OF CONTRACT: REFERENCE

OFFER DATED . YOUR OFFER ON SOLICITATION (BLOCK 5), INCLUDING ANY

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

ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR

31a. UNITED STATES OF AMERICA (SINGATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER

30c. DATE SIGNED

31b. NAME OF CONTRACTING OFFICER

Scott Wood

31c. DATE SIGNED

HSCG40-13-R-30009 HULL MONITORING SYSTEM

NOTICE FOR FILING AGENCY PROTESTS - United States Coast Guard Ombudsman

Program

It is the policy of the United States Coast Guard (USCG) to issue solicitations and make contract awards in a fair and timely manner. The Ombudsman Program for Agency Protests (OPAP) was established to investigate agency protest issues and resolve them without expensive and time-consuming litigation. OPAP is an independent reviewing authority that is empowered to grant a prevailing protester essentially the same relief as the General Accountability Office (GAO).

Interested parties are encouraged to seek resolution of their concerns within the USCG as an

Alternative Dispute Resolution (ADR) forum, rather than filing a protest with the GAO or some external forum. Interested parties may seek resolution of their concerns informally or opt to file a formal agency protest with the contracting officer or Ombudsman.

Informal forum with the Ombudsman: Interested parties who believe a specific USCG procurement is unfair or otherwise defective should first direct their concerns to the cognizant contracting officer. If the contracting officer is unable to satisfy the concerns, the interested party is encouraged to contact the USCG Ombudsman for Agency Protests. Under this informal process, the agency is not required to suspend contract award performance. Use of an informal forum does not suspend any time requirement for filing a protest with the agency or other forum.

In order to ensure a timely response, interested parties should provide the following information to the Ombudsman: solicitation/contract number, contracting office, contracting officer, and solicitation closing date (if applicable).

Formal Agency Protest with the Ombudsman: Prior to submitting a formal agency protest, protesters must first use their best efforts to resolve their concerns with the contracting officer through open and frank discussions. If the protester‘s concerns are unresolved, an independent review is available by the Ombudsman. The protester may file a formal agency protest to either the contracting officer or as an alternative to that, the Ombudsman under the OPAP program.

Contract award or performance will be suspended during the protest period unless contract award or performance is justified, in writing, for urgent and compelling reasons or is determined in writing to be in the best interest of the Government. The agency‘s goal is to resolve protests in less than 35 calendar days from the date of filing. Protests shall include the information set forth in FAR 33.103. If the protester fails to submit the required information, resolution of the protest may be delayed or the protest may be dismissed. This will not preclude re-filing of the protest to meet the requirement. To be timely, protests must be filed within the period specified in FAR

33.103(e). Formal protests filed under the OPAP program should be submitted to: Department of

Homeland Security, United States Coast Guard (CG-9131), Ombudsman Program for Agency

Protests, 1900 Half Street, SW, Room 11-0602, Washington, D. C. 20593-0001, FAX:

202.475.3904. The Ombudsman Hotline telephone number is 202.372.3695.

CONTINUATION OF SF 1449 – BLOCKS 17a – 25:

(1) Block 17a: Contractor shall include DUNS number.

(2) Block 17b: REMITTANCE ADDRESS: Payment will be made to the Financial Institution listed in Central Contractor Registration (CCR). To receive award Contractor must be registered in Central Contract Registration (CCR) http://www.ccr.gov.

(3) Block 19 through 24: SEE BELOW.

(4) Block 25: ACCOUNTING AND APPROPRIATION DATA: To be included on contract award document.

The U.S. Coast Guard Surface Forces Logistics Center intends on awarding a Firm-Fixed Price requirements contract for (1) one base year and (4) four Option Years for the Installation of a

Hull Structure Stress Monitoring System on the entire fleet of 378 foot WHEC cutters in accordance with the attached Statement of Work entitled “Installation of a Real Time Hull

Monitoring System” and “Performance Specification”. The contract will be issued to one (1) offeror found to be the lowest price technically acceptable in accordance with FAR part 15.101.2 as described in the specification (Attachment 1).

This requirement is 100% SET ASIDE FOR SMALL BUSINESS, NAICS CODE 541330, with a size standard of $35.5 million.

NOTICE TO OFFERORS

The contractor shall perform all functions necessary to provide the commercial item described herein. Each install shall be provided as per the scope of CLINS and in accordance with SFLC

Statement of Work (SOW) referred to as Attachment 1 and will be incorporated into the contract upon award. Manufacturing shall comply with all applicable Federal, State, and local laws, regulations, codes and directives. The Contractor will provide the necessary reports as prescribed in the specification.

Proposals received in response to this Request for Proposal, must be received at the following address or electronically by the email address above prior to the date and time established on Standard Form 1449-BLOCK 8 for receipt of proposals.

U.S. Coast Guard Surface Forces Logistics Center

Contracting & Procurement Division 2 (C&PD-2)

Mail Stop 25

2401 Hawkins Point Road

Baltimore, MD 21226-5000

Attn: Jennifer Blount

Packages containing proposals must be clearly addressed and identified with the

Solicitation Number HSCG40-13-R-30009.

http://www.ccr.gov/

CONTRACT MINIMUM/MAXIMUM

The Government anticipates the installation of Hull Monitoring Systems on seven (7) 378 foot

WHEC cutters over a five (5) year period for one (1) one base year and (4) four option years found in the CLINS-Attachment 2.

SHIP CHECK

Contractors are encouraged to conduct a ship check in order to familiarize themselves with the work that may be required and any possible interferences. The Coast Guard will not pay the cost of the trip to conduct the ship checks. The cost associated with the trip shall be borne by the contractor.

Location of Coast Guard cutters:

Commanding Officer

USCGC MELLON (WHEC-717)

1519 Alaskan Way S.

Seattle, WA 98134

USCGC JARVIS (WHEC-725)

Sand Island Access Road

Honolulu, HI 96819

USCGC MIDGETT (WHEC-726)

1519 Alaskan Way S.

Seattle, WA 98134

USCGC SHERMAN (WHEC-720)

2680 Woden Street

San Diego, CA 92136-5491

Commanding Officer

USCGC BOUTWELL (WHEC-719)

2680 Woden Street

San Diego, CA 92136-5491

USCGC MORGANTHAU (WHEC-

722)

2680 Woden Street

San Diego, CA 92136-5491

Commanding Officer

USCGC MUNRO (WHEC-724)

CG Integrated Support Command

Shipping and Receiving

Building 26

Kodiak, AK 99619

Contractors can request to visit any ship by e-mailing a request to Jennifer Blount at jennifer.r.blount@uscg.mil and CWO Chad Wondrash at Chad.E.Wondrash@uscg.mil prior to November 15, 2012. Contractors are encouraged to submit their requests for ship checks immediately to eliminate any delays. Upon notification of request for a ship check, CWO Chad Wondrash will contact you to schedule the visit.

*All questions regarding this solicitation MUST be submitted IN WRITING. You may e-mail them to Jennifer Blount at: Jennifer.R.Blount@uscg.mil. NO inquiries will be answered verbally!

mailto:jennifer.r.blount@uscg.mil mailto:Chad.E.Wondrash@uscg.mil

FAR 52.216-1 TYPE OF CONTRACT (APR 1984)

The Government contemplates award of a Firm-Fixed Price Requirements Contract consisting of one (1) base year and four (4) option years, as a result of this contract.

SPECIFICATION/STATEMENT OF WORK: SEE ATTACHMENT 1

PRICE/COSTS & REQUIRED DELIVERY SCHEDULE: SEE ATTACHMENT 2

CONTRACT CLAUSES:

FAR 52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS

(FEB 2012) - ADDENDUM

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

This contract incorporated 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 test of a clause may be accessed electronically at www.arnet.gov.

(2) INSPECTION AND ACCEPTANCE:

NUMBER TITLE DATE

52.246-1 Contractor Inspection Requirements APR 1984

52.246-2 Inspection of Supplies – Fixed-Price AUG 1996

52.246-16 Responsibility for Supplies APR 1984

MATERIAL INSPECTION AND RECEIVING REPORT

At the time of each delivery of supplies or services under this contract, the contractor shall prepare and furnish to the Government a DHS Form 700-21, Material Inspection and Receiving

Report. The receiving report must include:

An authorization number such as the contract/task order number.

Product or service description, including contractual documents line item number.

Quantities shipped (if applicable).

Date(s) property or services were accepted.

Signature, printed name, title, telephone number, and mailing address of the receiving official.

One (1) copy of the DHS Form 700-21 shall be sent to the Contracting Officer upon shipment/delivery of any deliverable hereunder, clearly marked "Information Only".

(3) FAR 52.246-11 HIGHER-LEVEL CONTRACT QUALITY REQUIREMENT (FEB

1999)

The Contractor shall comply with the higher-level quality standard selected below:

Inspection System, ASQC Q9003-1994, 18 July 1994

General Requirements for Calibration Laboratories and Measuring and Test Equipment, ANSI/NCSL Z540-1-1994, dated 1994.

(End of Clause) http://www.arnet.gov/

DELIVERY OR PERFORMANCE:

(5) FAR 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporated 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 test of a clause may be accessed electronically at www.arnet.gov.

NUMBER TITLE DATE

52.204-9 Personal Identity Verification of Contractor

Personnel JUN 2011

52.211-17 Delivery of Excess Quantities SEP 1989

52.228-5 Insurance Work on a Government Installation JAN 1997

52.242-15 Stop-Work Order AUG 1989

52.242-17 Government Delay of Work APR 1984

52.246-17 Warranty of Supplies of a Noncomplex Nature JUN 2003

3052.217-95 Liability and Insurance DEC 2003

3052.223-90 Accident and Fire Reporting DEC 2003

(6) FAR 52.211-8 TIME OF DELIVERY (JUNE 1997) (ALT. I, APR 1984)

(a) The Government requires delivery to be made according to the schedule referenced in

Attachment 2.

(b) Attention is directed to the Contract Award provision of the solicitation that provides that a written award or acceptance of offer mailed, or otherwise furnished to the successful offeror, results in a binding contract. The Government will mail or otherwise furnish to the offeror an award or notice of award not later than the day award is dated. Therefore, the offeror should compute the time available for performance beginning with the actual date of award, rather than the date the written notice of award is received from the Contracting Officer through the ordinary mails. However, the Government will evaluate an offer that proposes delivery based on the

Contractor's date of receipt of the contract or notice of award by adding (1) five calendar days for delivery of the ward through the ordinary mails, or (2) one working day if the solicitation states that the contract or notice of award will be transmitted electronically. (The term "working day" excludes weekends and U.S. Federal holidays.) If, as so computed, the offered delivery date is later than the required delivery date, the offer may be determined unacceptable and may be rejected.

(7) PLACE OF DELIVERY – DESTINATION

Each individual task order will identify the delivery destination.

CONTRACT ADMINISTRATION DATA

(8) ADDRESS OF CORRESPONDENCE

All correspondence, except as otherwise specified, shall be delivered to the following address:

U.S. Coast Guard Surface Forces Logistics Center

Contracting and Procurement Branch 2

Mail Stop 25

2401 Hawkins Point Road

Baltimore, MD 21226-5000

M/F: Contract Number: HSCG40-13-D-30009

Task Order Number: {To be furnished with each individual task order} http://www.arnet.gov/

(9) CONTRACT ADMINISTRATION

The Contracting Officer or authorized representative, located at the U.S. Coast Guard Surface

Forces Logistics Center, 2401 Hawkins Point Road, Baltimore, MD 21226-5000, shall be the contract administrator of this contract – Jennifer Blount, (410) 762-6123, jennifer.r.blount@uscg.mil.

(10) INVOICING REQUIREMENTS – FIRM-FIXED PRICE CONTRACTS

WINs Remote Centralized Invoicing Requirements:

(A) The U.S. Coast Guard has implemented WINs Remote for the preferred method for contractors to submit all payment requests. As prescribed in FAR Clause 52.232-25, Prompt Payment, all information must be included in an invoice for it to constitute a proper invoice.

(B) Each invoice shall contain the following information to ensure proper processing:

1) Contract Number, Delivery Order/Task Order Number, DOC Number

2) Invoice Number and Invoice Date

3) DUNS Number

4) Name of the Contract Specialist and Contracting Officer‘s

5) Invoice Routing Code (IRC): SFLC-2

6) Indicate Small Business Status

7) Indicate if Final Invoice

(C) Each Invoice shall be submitted via one of the following methods (In order of preference)

1.) FINCEN Website Invoice Receipt Form:

http://www.fincen.uscg.mil/centralinv/central_inv_contr.cfm

(FINCEN Web based invoice submission shall be submitted as a single Adobe pdf. formatted file not to exceed 999 pages.)

2.) Fax: 757-523-6900

3.) Mailed To: Commercial Invoices

U.S. Coast Guard Finance Center

1430A Kristina Way

Chesapeake, VA 23326

(D) Copies of the invoice along with any supporting documentation, shall be sent to the contract specialist and the Contracting Officer‘s Representative (COR) to the following email addresses below:

jennifer.r.blount@uscg.mil scott.a.wood@uscg.mil

(E) In accordance with the Prompt Payment Act, for the purposes of determining a payment due date and the date on which interest will begin to accrue if a payment is late, a proper invoice shall be deemed to have been received:

(1) On the later of:

mailto:jennifer.r.blount@uscg.mil http://www.fincen.uscg.mil/centralinv/central_inv_contr.cfm mailto:jennifer.r.blount@uscg.mil mailto:scott.a.wood@uscg.mil

(i) For invoices that are mailed or transmitted via facsimile, the date a proper invoice is actually received by the designated billing office and annotates the invoice with date of receipt at the time of receipt.

(ii) For invoices electronically transmitted by the contractor via web based submission, the date a transmission is received by the designated billing office, and receipt confirmation is provided to the designated recipient; or

(ii) The seventh day after the date on which the property is actually delivered or performance of the services is actually completed; unless—

a) The agency has actually accepted the property or services before the seventh day in which case the acceptance date shall substitute for the seventh day after the delivery date; or

b) A longer acceptance period is specified in the contract, in which case the date of actual acceptance or the date on which such longer acceptance period ends shall substitute for the seventh day after the delivery date;

(2) On the date placed on the invoice by the contractor, when the agency fails to annotate the invoice with date of receipt of the invoice at the time of receipt

(such invoice must be a proper invoice); or

(3) On the date of delivery, when the contract specifies that the delivery ticket may serve as an invoice.

(4) Web based submission by the contractor and receipt confirmation does not reflect Government review or acceptance of the invoice.

(5) For inquiries and payment status please visit https://fincen.uscg.mil/secure/payment.htm

(11) UNAUTHORIZED INSTRUCTIONS FROM GOVERNMENT PERSONNEL

(a) The Contractor shall not accept any instructions issued by any person employed by the U.S.

Government or otherwise other than the Contracting Officer or the Contracting Officer‘s

Representative acting within the limits of their authority. A Contracting Officer‘s Representative shall be designated in writing to the Contractor and shall set forth the scope of their authority.

(b) No information, other than that which may be contained in an authorized amendment to this purchase instrument duly issued by the Contracting Officer, which may be received from any person employed by the Government or otherwise will be considered as grounds for deviation from any stipulations of the purchase instruments.

(12) GOVERNMENT REPRESENTATIVES

(a) The Government may, upon contract award or thereafter, name representatives with titles such as Project Officer, Contracting Officer's Representative(s), and so on. Such individuals, IF

APPOINTED, will be named in writing by the Contracting Officer. The letter of appointment will indicate the individuals, titles, and stipulate the rights, responsibilities, and limitations of their appointment.

(b) In any event, no such named individual has the authority to issue any direction under this contract, either technical or otherwise, which constitutes a change to the terms, conditions, and price or delivery schedule of the contract. ONLY the Contracting Officer is authorized to alter the contract in any manner.

https://fincen.uscg.mil/secure/payment.htm

(13) STANDARD COMMERCIAL WARRANTY

If the item(s) required in the contract resulting from this solicitation are customarily warranted in the trade by a standard commercial warranty, such warranty shall be incorporated into this contract and thereby provided to the Government at no additional cost. Any standard commercial warranty provided shall be identical to the standard commercial warranty normally offered by the Contractor to the Contractor's most favored customer.

Offerors are requested to state the terms and conditions of their standard commercial warranty in the space provided below and attach a copy of the warranty terms with their offer.

A certificate of warranty setting forth the terms and conditions of the warranty shall be provided to the

CG Inspector and the Contracting Officer at time of final acceptance.

A warranty that offers less than the requested warranty spelled out above may be basis for rejection of offer.

MINIMUM WARRANTY REQUIREMENTS

To the extent that these requirements are inconsistent with commercial practices, the government requires these provisions:

1. At a minimum, the contractor shall warrant each install (all labor and all material associated with the install) for one year (12 months) from date of successful acceptance of the installation.

2. The contractor shall send a representative to the site of the problem within 36 hours of verbal or written notification.

3. The government will not be responsible for any costs should the claim be determined to be a warranty repair. If decided to be a warranty repair, the contractor shall be responsible for all costs associated to the warranty cost, including, but not limited to removal, reinstallation, travel costs and crane services.

WARRANTY IMPLEMENTATION

USCG Field units will notify the Surface Forces Logistics Center that a possible warranty condition exists. The government representative will contact the contractor, followed by a warranty letter, which will give notification of the problem, and establish a warranty claim number. An authorized Coast Guard representative may accompany the contractor on any warranty call and make a mutually agreeable warranty decision. If a decision cannot be made on-site, the contractor shall handle the repair as a warranty repair until decided otherwise by the contracting officer. Failure to reach an agreement will be handled in accordance with Federal Acquisition Regulation Clause 52.212-4(d).

(14) RESPONSIBLE OFFICIAL(S) WHO CAN RECEIVE NOTIFICATION OF AN

IMPROPER INVOICE AND ANSWER QUESTIONS REGARDING THE INVOICE

For use in the event your firm receives a contract as a result of this solicitation, designate below the responsible official(s) who can receive notification of an improper invoice and answer questions regarding the invoice.

NAME: _______________________________

TITLE: _______________________________

ADDRESS: _______________________________

PHONE NUMBER: _______________________________

(15) WITHHOLDING PAYMENT FOR NONDELIVERY OF DATA

(a) If technical data such as plans, drawings, reports, spare parts lists, repair parts lists, or the like, or instruction books (including manuscripts or printer‘s copy) or any part thereof, are not delivered within the time specified by this contract are deficient upon delivery, the Contracting

Officer shall, at his/her discretion, withhold from each invoice a percentage of the contract price in accordance with the following table:

When Contract Total Price is Percentage to be withheld is

Less than $250,000 10%

$250,000 to $1,000,000 5%

Over $1,000,000 2%

(b) The withholding of any sums pursuant to this clause shall not be construed as, or constitute in any manner, a waiver by the Government of the Contractor‘s obligation to furnish the data required under this contract. In the event the Contractor fails to furnish these items, the

Government shall have those rights and remedies provided by law and pursuant to this contract in addition to, and not in lieu of, the sum withheld in accordance with this clause.

SPECIAL CONTRACT REQUIREMENTS:

(16) REQUIRED STANDARD OF WORKMANSHIP

Unless otherwise specifically provided in this contract, the quality of all supplies and services rendered hereunder shall conform to the highest standards in the relevant profession, trade, or field of endeavor. All supplies and services shall be rendered or supervised directly by individuals fully qualified in the relevant profession, trade, or field, and holding any licenses required by law.

(17) CONTRACTOR PERFORMANCE ASSESSMENT REPORT (CPAR)

(a) GENERAL: The U.S. Coast Guard Surface Forces Logistic Center (SFLC) will monitor and evaluate the successful offeror‘s past performance of this contract and prepare a

Contractor Performance Assessment Report (CPAR) in accordance with FAR Part 42.15.

All information contained in this assessment may be used, within the limitations of FAR

42.15, by the government for future source selections and in accordance with FAR

15.304, when past performance is an evaluation factor for award.

(b) NOTIFICATION: Upon completion of the contract, the contractor will be notified of the assessment. The contractor will be allowed 30 days to respond to the SLFC‘s assessment of its performance entered into CPARS. The contractor‘s response, if any, will be made part of the CPAR system.

(c) INFORMATION: Information included in the CPAR may include, but is not limited to, the contractor‘s record of conforming to contract requirements and to standards of good workmanship; the contractor‘s record of forecasting and controlling costs; the contractor‘s adherence to contract schedules, including the administrative aspects of performance; the contractor‘s history of reasonable and cooperative behavior and commitment to customer satisfaction; the contractor‘s record of integrity and business ethics, and generally, the contractor‘s business-like concern for the interest of the customer.

(d) RELEASE OF DATA: CPARS information is considered business sensitive and will not be released except: (1) to other Federal procurement activities which request it; (2) when

SFLC must release pursuant to a Freedom of Information Act (FOIA) request; or (3) when prior written consent is requested and obtained from the contractor.

(18) FAR 52.204-1 APPROVAL OF CONTRACT (DEC 1989)

This contract is subject to the written approval of the Chief of Contracting Office, U.S. Coast

Guard Surfaces Forces Logistics Center, 2401 Hawkins Point Road, Baltimore, MD 21226-5000, and shall not be binding until so approved.

(19) 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 a quantity of 1 each, 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 one (1) installation per Delivery

Order.

(2) Any order for a combination of items in excess of ten (8) installations.

(3) A series of orders from the same ordering office within thirty (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 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 requirements exceeds the maximum-order limitations in paragraph (b) of this section.

(a) 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 (5) 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.

(20) FAR 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 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) The estimated quantities are not the total requirements of the Government activity specified in the Schedule, but are estimates of requirements in excess of the quantities that the activity may itself furnish within its own capabilities. Except as this contract otherwise provides, the

Government shall order from the Contractor all of that activity‘s requirements for supplies and services specified in the Schedule that exceed the quantities that the activity may furnish within its own capabilities.

(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 receipt of final delivery order before contract expiration.

Alternate I (Apr 1984). If the requirements contract is for nonpersonal services and related supplies and covers estimated requirements that exceed a specific Government activity‘s internal capability to produce or perform, substitute the following paragraph (c) for paragraph (c) of the basic clause:

(c) The estimated quantities are not the total requirements of the Government activity specified in the Schedule, but are estimates of requirements in excess of the quantities that the activity may itself furnish within its own capabilities. Except as this contract otherwise provides, the

Government shall order from the Contractor all of that activity‘s requirements for supplies and services specified in the Schedule that exceed the quantities that the activity may furnish within its own capabilities.

(21) 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 thirty (30) calendar day prior to the expiration of the contract; provided that the

Government gives the Contractor a preliminary written notice of its intent to extend at least 60 calendar 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)

(22) FAR 52.233-2 SERVICE OF PROTEST (SEPT 2006)

(a) Protests, as defined in section 31.101 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 by obtaining written and dated acknowledgment of receipt from Scott Wood:

Address: U.S. Coast Guard Surface Forces Logistics Center

CPD C&P-2 LREPL

2401 Hawkins Point Rd.

Baltimore Md 21226-5000

(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)

(23) 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:

http://www.arnet.gov/far/current/html/Subpart%2031_1.html#wp1089550

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 an acquisition described in section 835(b)(1) of the Homeland

Security Act, 6 U.S.C. 395(b)(1).

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

(3) Certain transfers disregarded. The transfer of properties or liabilities

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

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

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

(e) Treatment of Certain Rights.

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

(i) warrants;

(ii) options;

(iii) contracts to acquire stock;

(iv) convertible debt instruments; and

(v) others similar interests.

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

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

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

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

__ it is a foreign incorporated entity that should be treated as an inverted domestic corporation pursuant to the criteria of (HSAR) 48 CFR 3009.108-7001 through 3009.108-7003, but it plans to submit a request for waiver pursuant to 3009.108-7004.

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

(End of provision)

(24) FAR 52.212-5 CONTRACT TERMS OR CONDITIONS REQUIRED TO

IMPLEMENT STATUTES OR EXECUTIVE ORDERS – COMMERCIAL ITEMS (AUG

2012)

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

Executive orders applicable to acquisitions of commercial items:

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

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

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

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

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

[Contracting Officer check as appropriate.]

X (1) 52.203-6, Restrictions on Subcontractor Sales to the Government

(Sept 2006), with Alternate I (Oct 1995) (41 U.S.C. 253g and 10 U.S.C.

2402).

___ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (Apr

2010) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

___ (3) 52.203-15, Whistleblower Protections under the American

Recovery and Reinvestment Act of 2009 (Jun 2010) (Section 1553 of Pub

L. 111-5) (Applies to contracts funded by the American Recovery and

Reinvestment Act of 2009).

X (4) 52.204-10, Reporting Executive compensation and First-Tier

Subcontract Awards (Aug 2012) (Pub. L. 109-282) (31 U.S.C. 6101 note).

___ (5) 52.204-11, American Recovery and Reinvestment Act—Reporting

Requirements (Jul 2010) (Pub. L. 111-5).

X (6) 52.209-6, Protecting the Government‘ Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment (Dec

2010) (31 U.S.C. 6101 note).

X (7) 52.209-9, Updates of Publicly Available Information Regarding

Responsibility Matters (Feb 2012) (41 U.S.C. 2313).

___ (8) 52.209-10, Prohibition on Contracting with Inverted Domestic

Corporations (May 2012) (section 738 of Division C of Public Law 112-

74, section 740 of Division C of Pub. L. 111-117, section 743 of Division

D of Pub. L. 111-8, and section 745 of Division D of Pub. L. 110-161).

___ (9) 52.219-3, Notice of HUBZone Set-Aside or Sole-Source Award

(Nov 2011) (15 U.S.C. 657a).

___ (10) 52.219-4, Notice of Price Evaluation Preference for HUBZone

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

___ (11) [Reserved]

X (12) (i) 52.219-6, Notice of Total Small Business Aside (Nov 2011) (15

U.S.C. 644).

___ (ii) Alternate I (Nov 2011).

___ (iii) Alternate II (Nov 2011).

___ (13) (i) 52.219-7, Notice of Partial Small Business Set-Aside (June

2003) (15 U.S.C. 644).

___ (ii) Alternate I (Oct 1995) of 52.219-7.

___ (iii) Alternate II (Mar 2004) of 52.219-7.

X (14) 52.219-8, Utilization of Small Business Concerns (Jan 2011) (15

U.S.C. 637(d)(2) and (3)).

___ (15) (i) 52.219-9, Small Business Subcontracting Plan (Jan 2011) (15

U.S.C. 637 (d)(4).)

___ (ii) Alternate I (Oct 2001) of 52.219-9.

___ (iii) Alternate II (Oct 2001) of 52.219-9.

___ (iv) Alternate III (July 2010) of 52.219-9.

___ (16) 52.219-13, Notice of Set-Aside of Orders (Nov 2011) (15 U.S.C.

644(r)).

X (17) 52.219-14, Limitations on Subcontracting (Nov 2011) (15 U.S.C.

637(a)(14)).

___ (18) 52.219-16, Liquidated Damages—Subcontracting Plan (Jan

1999) (15 U.S.C. 637(d)(4)(F)(i)).

___ (19) (i) 52.219-23, Notice of Price Evaluation Adjustment for Small

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

___ (ii) Alternate I (June 2003) of 52.219-23.

___ (20) 52.219-25, Small Disadvantaged Business Participation

Program—Disadvantaged Status and Reporting (Dec 2010) (Pub. L. 103-

355, section 7102, and 10 U.S.C. 2323).

___ (21) 52.219-26, Small Disadvantaged Business Participation

Program—Incentive Subcontracting (Oct 2000) (Pub. L. 103-355, section

7102, and 10 U.S.C. 2323).

___ (22) 52.219-27, Notice of Service-Disabled Veteran-Owned Small

Business Set-Aside (Nov 2011) (15 U.S.C. 657f).

X (23) 52.219-28, Post Award Small Business Program Rerepresentation

(Apr 2012) (15 U.S.C. 632(a)(2)).

___ (24) 52.219-29, Notice of Set-Aside for Economically Disadvantaged

Women-Owned Small Business (EDWOSB) Concerns (Apr 2012) (15

U.S.C. 637(m)).

___ (25) 52.219-30, Notice of Set-Aside for Women-Owned Small

Business (WOSB) Concerns Eligible Under the WOSB Program (Apr

2012) (15 U.S.C. 637(m)).

X (26) 52.222-3, Convict Labor (June 2003) (E.O. 11755).

X (27) 52.222-19, Child Labor—Cooperation with Authorities and

Remedies (Mar 2012) (E.O. 13126).

X (28) 52.222-21, Prohibition of Segregated Facilities (Feb 1999).

X (29) 52.222-26, Equal Opportunity (Mar 2007) (E.O. 11246).

X (30) 52.222-35, Equal Opportunity for Veterans (Sep 2010) (38 U.S.C.

4212).

X (31) 52.222-36, Affirmative Action for Workers with Disabilities (Oct

2010) (29 U.S.C. 793).

X (32) 52.222-37, Employment Reports on Veterans (Sep 2010) (38

U.S.C. 4212).

X (33) 52.222-40, Notification of Employee Rights Under the National

Labor Relations Act (Dec 2010) (E.O. 13496).

X (34) 52.222-54, Employment Eligibility Verification (Jul 2012).

(Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.)

___ (35) (i) 52.223-9, Estimate of Percentage of Recovered Material

Content for EPA-Designated Items (May 2008) (42 U.S.C.

6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

___ (ii) Alternate I (May 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(C)).

(Not applicable to the acquisition of commercially available off-the-shelf items.)

___ (36) 52.223-15, Energy Efficiency in Energy-Consuming Products

(Dec 2007) (42 U.S.C. 8259b).

___ (37) (i) 52.223-16, IEEE 1680 Standard for the Environmental

Assessment of Personal Computer Products (Dec 2007) (E.O. 13423).

___ (ii) Alternate I (Dec 2007) of 52.223-16.

X (38) 52.223-18, Encouraging Contractor Policies to Ban Text

Messaging while Driving (Aug 2011).

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

10d).

___ (40) (i) 52.225-3, Buy American Act--Free Trade Agreements--Israeli

Trade Act (May 2012) (41 U.S.C. chapter 83, 19 U.S.C. 3301 note, 19

U.S.C. 2112 note, 19 U.S.C. 3805 note, 19 U.S.C. 4001 note, Pub. L. 103-

182, Pub. L. 108-77, 108-78, 108-286, 108-302, 109-53, 109-169, 109-

283, 110-138, 112-41, and 112-42).

___ (ii) Alternate I (Mar 2012) of 52.225-3.

___ (iii) Alternate II (Mar 2012) of 52.225-3.

___ (iv) Alternate III (Mar 2012) of 52.225-3.

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

X (42) 52.225-13, Restrictions on Certain Foreign Purchases (Jun 2008)

(E.O.‘s, proclamations, and statutes administered by the Office of Foreign

Assets Control of the Department of the Treasury).

___ (43) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov

2007) (42 U.S.C. 5150).

___ (44) 52.226-5, Restrictions on Subcontracting Outside Disaster or

Emergency Area (Nov 2007) (42 U.S.C. 5150).

___ (45) 52.232-29, Terms for Financing of Purchases of Commercial

Items (Feb 2002) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

___ (46) 52.232-30, Installment Payments for Commercial Items (Oct

1995) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

X (47) 52.232-33, Payment by Electronic Funds Transfer—Central

Contractor Registration (Oct. 2003) (31 U.S.C. 3332).

___ (48) 52.232-34, Payment by Electronic Funds Transfer—Other Than

Central Contractor Registration (May 1999) (31 U.S.C. 3332).

___ (49) 52.232-36, Payment by Third Party (Feb 2010) (31 U.S.C. 3332).

___ (50) 52.239-1, Privacy or Security Safeguards (Aug 1996) (5 U.S.C.

552a).

___ (51) (i) 52.247-64, Preference for Privately Owned U.S.-Flag

Commercial Vessels (Feb 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C.

2631).

___ (ii) Alternate I (Apr 2003) of 52.247-64.

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

[Contracting Officer check as appropriate.]

___ (1) 52.222-41, Service Contract Act of 1965 (Nov 2007) (41 U.S.C.

351, et seq.).

___ (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (May

1989) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

___ (3) 52.222-43, Fair Labor Standards Act and Service Contract Act --

Price Adjustment (Multiple Year and Option Contracts) (Sep 2009) (29

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

___ (4) 52.222-44, Fair Labor Standards Act and Service Contract Act --

Price Adjustment (Sep 2009) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

___ (5) 52.222-51, Exemption from Application of the Service Contract

Act to Contracts for Maintenance, Calibration, or Repair of Certain

Equipment--Requirements (Nov 2007) (41 U.S.C. 351, et seq.).

___ (6) 52.222-53, Exemption from Application of the Service Contract

Act to Contracts for Certain Services--Requirements (Feb 2009) (41

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

___ (7) 52.226-6, Promoting Excess Food Donation to Nonprofit

Organizations. (Mar 2009) (Pub. L. 110-247).

___ (8) 52.237-11, Accepting and Dispensing of $1 Coin (Sep 2008) (31

U.S.C. 5112(p)(1)).

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

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

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

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

(3) As used in this clause, records include books, documents, accounting procedures and…