HSCG40-13-R-51010_RB-M_Vector_Solicitation_2.docx

HSCG40-13-R-51010

SUPPLY THE RESPONSE BOAT-MEDIUM (RB-M)

VECTOR CONTROL SYSTEMS PARTS

SOLICITATION HSCG40-13-R-51010

TABLE OF CONTENTS

Ombudsman Notice 2

SCHEDULE / ADMINISTRATION

DELIVERY, PRESERVATION, PACKING AND MARKING

ADDITIONAL TERMS AND CONDITIONS

ATTACHMENTS

Attachment 1- RB-M Vector Parts Pricing Spreadsheet Attachment 2- Past Performance Questionnaire

OMBUDSMAN NOTICE

NOTICE FOR FILING AGENCY PROTESTS

It is the policy of the Coast Guard 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 Accounting Office (GAO).

Interested parties are encouraged to seek resolution of their concerns within the Coast Guard 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 that a Coast Guard 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 Coast Guard 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 at FAR 33.103(d)(2). 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 forwarded to the address below:

Commandant (CG-913) U.S. Coast Guard Headquarters Acquisition Planning and Performance Measurement 1900 Half St. SW, Room 11-0402 Washington, DC 20593 Telephone: (202) 372-3692 Fax: (202) 475-3904

SCHEDULE / ADMINISTRATION

Description of Requirement The USCG Asset Project Office (APO) requires the supply of Vector Control Systems parts for the Response Boat-Medium (RB-M)

Type of Contract, Period of Performance The Government anticipates awarding a Firm Fixed Price Indefinite-Delivery Indefinite-Quantity Contract for a five (5) year ordering period.

Ordering Products will be ordered by the issuance of individual delivery orders. Refer to FAR Clause 52.216-18, Ordering.

Funding Funding shall be obligated on each individual delivery order issued under this Contract.

Schedule of Supplies All of the items required under this contract are listed on Attachment 1, RB-M Vector Pricing Spreadsheet. The quantities on this spreadsheet are estimates of what the USCG anticipates they may require. The vendor shall fill in the price of each item for all contract years (1-5), as well as the delivery timeframe in days after receipt of order (ARO). For vendor convenience, these areas have been highlighted yellow, and the formulas to calculate total price are already built into the spreadsheet. Vendor provided prices on the pricing spreadsheet shall be FOB Destination to the shipping address below (pg 7). The cost of all of the shipping, preservation, packing and marking as described below (starting on pg 7) shall be included in the vendor’s provided price.

In addition to the parts listed on Attachment 1, RB-M Vector Parts Pricing Spreadsheet, the Government reserves the right to order any part contained in Vector's Commercial Parts catalog at a discounted rate. The Contractor shall fill in the blank on the spreadsheet with the discounted rate off of their commercial price list that they will offer the Government, which will be applied to any item not identified in the aforementioned spreadsheet. This discount shall be applied in determining the proposed price for catalog items. Any subsequent revision to the Parts Catalog shall be processed in accordance with FAR Clause 52.216-2 entitled “Economic Price Adjustment - Standard Supplies”. When parts are ordered from Vector’s catalog that are not listed in Attachment 1, charges for shipping, preservation, packing and marking as described below (pg 7) will be allowed.

*Any and all part number changes/discrepancies must be brought to the attention of the Contract Specialist or the Contracting Officer’s Representative.*

Minimum and Maximum Ordering Requirements Per clause 52.216-22 Indefinite Quantity, the Government shall establish a guaranteed minimum and maximum ordering requirement. The minimum ordering requirement is in terms of quantity and will be procured by a delivery order that will coincide directly with the award of this IDIQ. The maximum ordering requirement is in terms of a total dollar amount for the five (5) year period of performance.

Minimum:

Maximum: $1,700,000.00 – total for five (5) year period of performance

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

Attn: Kelly Wyatt, Contracting Officer Contract Number: HSCG40-13-D-51010 Delivery Order: {To be furnished at the time of award of each delivery order}

Contract Administration The Contracting Officer or authorized representative, located at the U.S. Coast Guard SFLC Baltimore, will be the contract administrator of this contract.

Contracting Officer, Kelly Wyatt, (410) 762-6472, kelly.a.wyatt@uscg.mil

Coast Guard Activities Authorized to Place Orders The US Coast Guard Asset Project Office (APO) Baltimore, and US Coast Guard Surface Forces Logistics Center (SFLC) Baltimore are the only activities anticipated to be placing orders under this contract. It is possible, with the approval of the contracting officer, that other US Coast Guard units may place orders.

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.

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 (COR) acting within the limits of their authority. A COR 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 or referenced drawings and/or specifications contained herein.

Government Representatives

(a) The Government, may upon contract award or thereafter, name representatives with titles such as Project Officer, Contracting Officer's Representative(s), Resident Inspector(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, price or delivery schedule of the contract. ONLY the Contracting Officer is authorized to alter the contract in any manner.

Invoice Submission Instructions

(a) All information set forth in FAR Clause 52.232-25, Prompt Payment must be included in an invoice for it to constitute a proper invoice.

(b) An original invoice shall be submitted to the following designated payment office:

All services ordered under this Contract shall be billed once the work has been completed and received by the US Coast Guard. The Contractor shall submit invoices to the following payment address:

USCG Yard PO Box 4122 Chesapeake, Va 23327-4122 757-523-6940 fin-smb-yardteam@uscg.mil Contract Number: HSCG40-13-D-51010 Task Order Number: {To be furnished with each individual task order}

All invoices must contain the following information to constitute a proper invoice:

Invoices shall be processed in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) Circular A-125, Prompt Payment. The Contractor is encouraged to assign an identification number to each invoice.

Failure to submit invoices directly to this office will delay prompt payment of your invoice. A copy of any invoice submitted for payment must also be forwarded to the Contracting Officer clearly marked “Information only.” E-mail is acceptable.

**NOTE: Contractor's may submit invoices electronically by accessing and completing the invoice form found at https://www.fincen.uscg.mil/secure/web_invoices_cgyard.htm.

DELIVERY, PRESERVATION, PACKAGING, AND MARKING

Delivery Timeframe All parts ordered under this contract shall be delivered FOB Destination to the address below. The vendor shall put the delivery timeframe for each part into Attachment 1, RB-M Vector Parts Pricing Spreadsheet. The delivery timeframe for parts in the Vector catalog, but not listed on the spreadsheet, shall be IAW commercial shipping timeframes.

Shipping Destination All parts ordered under this contract shall be delivered between the hours of 7:00 a.m. and 1:00 p.m. Monday through Friday to the following address:

U.S. Coast Guard Surface Forces Logistics Center 2401 Hawkins Point Road Receiving Bldg 88 Baltimore, MD 21226 Contract Number: HSCG40-13-D-51010 Delivery Order: {To be furnished at the time of award}

Delivery, Packaging, and Inspection / Acceptance Requirements for Items

1. Background

a. The Asset Project Office (APO) is preparing to stock provisioned parts at the U.S. Coast Guard Surface Forces Logistics Center Inventory Control Point (ICP) for effective support of boats no longer under warranty.

2. Requirements

a. Deliver RB-M inventory spare parts in accordance with this scope of work to the address above.

b. Included as Enclosure (2) is the list of required items including the quantity, Part Nomenclature, NSN, Part Number, CAGE, Unit of Issue for all items, and destination.

c. Preservation 2.c.1. Exposed shafting and working machined surfaces, gear-trains, the inside of gearboxes, and other surfaces dependent on lubricant for preservation shall be lubricated or coated with an appropriate preservative suitable for protection of equipment stowed in a non-climate controlled warehouse for up to one year. Preservatives shall be compatible with the intended working lubricants. Special treatments should not be necessary to remove preservatives.

2.c.2. Piping systems and the inside of individual components shall not be exposed to contaminants during shipment. All piping interface points shall be sealed with commercial grade plastic or metallic caps, plastic or metallic plugs, mating blanked covers, or with blank flanges attached with bolts. Plastic bags and duct tape are not acceptable.

2.c.3. Warning tags shall be attached to all gearboxes indicating that they have been drained, preserved with a specific product, and require filling with lubricant before equipment use.

2.c.4. Major components shall be shrink-wrapped or otherwise covered and sealed to prevent water damage. To prevent adhesion between protective coverings and painted surfaces, protective coverings shall not be applied until the paint has cured.

2.c.5. Documents and other enclosures shall be sealed in a waterproof plastic bag, which shall be permanently affixed to the inside of the shipping container in a conspicuous location when the container is opened.

d. Packaging, handling, shipping, and transportation procedures shall be in accordance with ASTM D3951-98 (Reapproved 2004) Standard Practice for Commercial Packaging. If commercial practices cannot adequately protect and preserve the equipment, the contractor shall package, handle, ship and transport equipment in accordance with MIL-STD-2073-1E Standard Practice for Military Packaging dated May 23, 2008.

2.d.1. Each Part shall be packaged separately, or in its designated unit of issue.

2.d.2. All parts shall be identified and accounted for by their NSN or ACN on the packing list.

2.d.3. Large parts shall be shrink-wrapped or otherwise covered and sealed to prevent water damage. Small parts shall be enclosed in clear plastic packaging.

2.d.4. Multiple identical parts may be repackaged in designated quantity units (box lot, case lot, pair, etc) for shipping purposes. The packaging shall be identified by the words MULTI-PACK and the quantity per package.

2.d.5. Documents and other enclosures shall be sealed in a waterproof plastic bag, which shall be permanently affixed to the inside of the shipping container in a conspicuous location. The last line of the package label shall contain the words "DOCUMENTS ENCLOSED" 2.d.6. Where Pull Test Certificates or other required certifications are attached directly to the Part, (versus loose and enclosed), the last line of the package label shall contain the words "CERTIFICATION ATTACHED."

e. PARTS - CONTAINERS: Parts shall be packed in containers meeting ASTM D 3951 and the requirements herein.

2.e.1. Containers with special packing I unpacking instructions shall be stenciled "CAUTION - THIS ITEM MAY BE SERIOUSLY DAMAGED UNLESS UNPACKING INSTRUCTIONS ARE FOLLOWED CAREFULLY.” followed by a notation of the location of instructions.

2.e.2. General items:

a. General components weighing less than 70 lbs may be packaged in commercial reinforced cardboard packaging, or its equivalent, or packaged in a skid mounted shipping container. If packaged in a skid mounted shipping container then containers shall be completely enclosed and structurally suitable for stacking at least 2-high. The containers shall be suitable for inside covered stowage. Containers shall be assembled with screws to permit ease of removal of the cover or lid from the base.

b. Reinforced cardboard packaging shall be sealed, but shall be suitable for being opened (without total packaging destruction) for inspection, resealing and subsequent shipment to the fleet.

c. The reinforced cardboard packaging shall be completely enclosed and suitable for stacking. The packaging shall be suitable for long-term inside storage in a warehouse.

2.e.3. Small items:

a. Small items which can fit into express carrier standard packaging (maximum 17.5 in x 12.5 in x 3 in box. or 38 x 6 x 6 x 6 triangular tube) for shipment with appropriate cushioning may be sealed in clear plastic packaging, or packaged in a commercial reinforced cardboard packaging. If packaged in a cardboard package then the requirement for general packaging applies.

b. Plastic packaging shall be 6 mil thickness and sufficiently clear for part inspection. Plastic packaging shall have provision for breathing to prevent condensation unless the packaging provides a hermetic seal.

f. DURABILITY The contractor shall ensure that all deliverables, when packed in separate shipping containers, will be capable of being transported on standard transportation systems, commercial or military carriers. The contractor shall preserve, package, and mark the containers to ensure complete delivery at destination without damage or deterioration due to the hazards of shipping, handling or storage.

2.f.1. PARTS - PACKING AND CRIBBING: Restraints, packing and cribbing shall restrain and protect the parts within their packaging from damage during shipment and storage:

a. The internal packaging material shall be sufficient to prevent damage during shipment, handling and storage. Preservation protection must be sufficient to prevent corrosion, deterioration or decay during warehouse storage for a period of at least one year.

b. Cribbing shall be provided to prevent damage during shipment.

c. Loose fill & Styrofoam packing materials shall not be used

g. MARKING Shipments shall be marked in accordance with the current edition of MIL-STD-129P w/Change 4, Military Marking for Shipment and Storage dated September 19, 2007.

2.g.1. Transformation Warehouse (old ALC) is an Inventory Control Point (ICP), material will be stored and transshipped to various users; therefore material must be packed and labeled suitable for shipment via land, air or sea. The following requirements apply:

a. Each individual part or part container must be marked. Lettering shall be black applied on a highly contrasting background.

b. Markings shall consist of the National Stock Number (NSN), Acquisition Control Number (ACN), Item Name, Model Number, Serial Number, Contract Number, Contractor Part Number, Box X of Y, Shipping Weight, Condition Code, Quantity and Unit of Issue.

For example:

0000-00-000-0000

FIRE PUMP

XXXXXXX

DHS-OO-OO-O-OOOOO, CLIN XX

ABC 2345

BOX X OF Y

XX LBS GROSS 'NT

CONDITION "A"

1 EACH

U.S. COAST GUARD

ALC MATERIAL

c. Large part shipping container lettering shall be at least ½ inch high or 36 point type. Stenciling is acceptable.

d. General Packaging lettering shall be at least 1/4 inch high or 18 point type.

e. Plastic Bag lettering may be 12 point lettering.

2.g.2. Bar Code Labeling: All parts packages shall also have a bar code label applied, or incorporated into the packaging label. Bar Code labels shall be in accordance with ELC specification 0-000-0100. The actual labels shall be Type V, Grade B, Style 2, Composition "B" with or without plastic laminate. Each label shall contain encoded data for the stock number, contract number, and the Delivery Order Number, as applicable.

h. MARKING WARRANTED ITEMS Pursuant to the requirements of FAR 46.706 (b) (5), the contractor shall stamp or mark the supplies delivered or otherwise furnish notice with the supplies of the existence of the warranty. Markings may be brief but should include:

2.h.1. A brief statement that a warranty exists.

2.h.2. The substance of the warranty.

2.h.3. Its duration.

2.h.4. Who to notify if the supplies are found to be defective.

a. For commercial items, the contractor’s trade practice in warranty marking is acceptable if sufficient information is presented for supply personnel and users to identify warranted supplies.

i. MATERIAL INSPECTION AND RECEIVING REPORT At the time of each delivery for supplies under this order, the contractor shall inspect parts making sure that they are ready for shipment with no damage and provide proof of material Inspection with the Commercial Bill of Lading.

2.i.1. A packing slip shall be prepared for each box or shipping container. The packaging slip shall include the following information: (1) National Stock Number, (2) Part Number, (3) Nomenclature, (4) Serial Number, (5) Contract Number, (6) Delivery Order Number, (7) Line Item Number, (8) Quantity, and (9) Coast Guard Supplied Due-In ID for warehouse Identification upon receipt (the CG has the option to not require due to warehouse locations.) The Warehouse ID will be supplied 30 days after contract is awarded before parts are shipped.

a. One copy of the packaging slip shall be submitted with the shipment and shall be attached to the outside of the shipping carton inside a waterproof, clear envelope;

b. One copy shall be sent to the Contracting Officer upon shipment and shall be clearly marked “Information Only”;

c. And one copy shall be attached to the original invoice when submitted to the payment office.

DELIVERY OF REPORTS Evaluations and reports, not otherwise specified, shall be delivered within 15 days of delivery of parts to the contracting officer.

NOTE: Failure to prepare for shipment any item, and/or mark all packages, boxes, etc., as indicated herein may result in rejection of the shipment and return of the shipment at the contractor’s expense.

Material Inspection and Receiving Report At the time of each delivery for supplies under this order, the contractor shall prepare and furnish to the Coast Guard a properly completed DD Form 250 Material Inspection and Receiving Report or Commercial Bill of Lading.

A packing slip shall be prepared for each box or shipping container. The packaging slip shall include the following information: (1) National Stock Number, (2) Part Number, (3) Nomenclature, (4) Serial Number, (5) Contract Number, (6) Delivery Order Number, (7) Line Item Number, and (8) Quantity.

One copy of the packaging slip shall be submitted with the shipment and shall be attached to the outside of the shipping carton inside a waterproof, clear envelope;

One copy shall be sent to the Contracting Officer upon shipment and shall be clearly marked “Information Only”; and one copy shall be attached to the original invoice when submitted to the payment office.

USCG Inspection and Acceptance The Contractor shall be responsible for the performance of any inspection and test requirements. Inspection shall take place at Destination. Final acceptance shall be made by a Government representative at Destination. Acceptance shall be contingent upon verification of no damage in transit, correctness and completeness of the order, and conformance to the preservation, packaging, and marking requirements as outlined herein.

CONTRACT CLAUSES AND CONDITIONS

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

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at www.arnet.gov.

CLAUSE NUMBER TITLE DATE

52.204-4 Printing/Copying Double-Sided On Recycled Paper AUG 2000 52.232-17 Interest OCT 2010 52.247-34 F.O.B. Destination NOV 1991

HSAR CLAUSES

3052.242-71 DISSEMINATION OF CONTRACT INFORMATION DEC 2003

3052.242-72 Contracting Officer’s Technical Representative DEC 2003

ADDENDUM TO FAR 52.212-4 CONTRACT TERMS AND CONDITIONS - COMMERCIAL ITEMS (FEB 2012)

FAR 52.216-18 ORDERING (OCT 1995)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from the effective date of contract award through a period five (5) year contract ordering period.

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

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

FAR 52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $3,000.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

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

(1) Any order for a single item in excess of $50,000;

(2) Any order for a combination of items in excess of $200,000; or

(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 subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within five (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.

52.216-22 INDEFINITE QUANTITY (OCT 1995)

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

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

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

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor’s and Government’s rights and obligations with respect to that order to the same extent as if the order were completed during the contract’s effective period; provided, that the Contractor shall not be required to make any deliveries under this contract 120 days after contract expiration.

HSAR 3052.209-70 Prohibition on Contracts With Corporate Expatriates (JUN 2006) (a ) Prohibitions Section 835 of Public Law 107-296, prohibits the Department of Homeland Security from entering into any contract with a foreign incorporated entity after November 25, 2002, which is treated as an inverted domestic corporation as defined in this clause.

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 homeland security, or to prevent the loss of any jobs in the United States or prevent the Government from incurring any additional costs that otherwise would not occur.

(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, Public Law 107-296, 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 after November 25, 2002, 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, Public Law 107-296.

(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 after the date of enactment of this Act and 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 Public Law 107-296 to the acquisition of 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.”

By signing and submitting its offer, an offeror under this solicitation represents that it not a foreign incorporated entity that should be treated as an inverted domestic corporation pursuant to the criteria of Section 835 of the Homeland Security Act Public Law 107-296 of November 25, 2002.

(g) If a waiver has been granted, a copy of the approved waiver shall be attached to the bid or quotation.

SOLICITATION PROVISIONS AND CONDITIONS

FAR 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB 1998)

This solicitation incorporates one or more solicitation provisions by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. The offeror is cautioned that the listed provisions may include blocks that must be completed by the offeror and submitted with its quotation or offer. In lieu of submitting the full text of those provisions, the offeror may identify the provision by paragraph identifier and provide the appropriate information with its quotation or offer. Also, the full text of a solicitation provision may be accessed electronically at www.arnet.gov.

MINIMUM ACCEPTANCE PERIOD

(a) “Acceptance period,” as used in this provision, means the number of calendar days available to the Government for awarding a contract from the date specified in this solicitation for receipt of offers.

(b) This provision supersedes any language pertaining to the acceptance period that may appear elsewhere in this solicitation.

(c) The Government requires a minimum acceptance period of 90 calendar days.

(d) In the space provided immediately below, offerors may specify a longer acceptance period than the Government’s minimum requirement.

The offeror allows the following acceptance period: ______________ calendar days.

(e) An offer allowing less than the Government’s minimum acceptance period may be rejected.

(f) The offeror agrees to execute all that it has undertaken to do, in compliance with its offer, if that offer is accepted in writing within --

(1) The acceptance period stated in paragraph (c) of this clause; or

(2) Any longer acceptance period stated in paragraph (d) of this clause.

FAR 52.233-2 SERVICE OF PROTEST (SEPT 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 General Accounting Office (GAO), shall be served on the Contracting Officer, NICHOL FITZPATRICK (addressed as follows) by obtaining written and dated acknowledgment of receipt from:

Suite 711 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.

DELIVERY VIA OVERNIGHT CARRIERS

For proposals delivered via Overnight Carriers (e.g., Federal Express, DHL) the offeror must specifically request that the carrier, upon his arrival at the U.S. Coast Guard Surface Forces Logistics Center, request permission to deliver the Proposal/Amendment(s) directly to the addressee. Proposals may be hand-carried to Nichol Fitzpatrick, Contracting Officer, at 711 E. Ordnance Road, Suite 711, Baltimore, MD 21226-5000

FAR 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; will be most advantageous to the Government, price and other factors considered. The following factors shall be used to evaluate offers:

(1) Technical

(2) Price

(3) Past performance

(b) The Government intends to evaluate quotes and award a contract without discussions with Offerors except clarifications as determined necessary. Therefore, the Offeror’s initial quotes should contain the Offeror’s best terms from both a technical and cost standpoint. The Government reserves the right to seek information clarifying any element of an offer prior to award without discussions. The Government reserves the right to conduct discussions if the Contracting Officer later determines them to be necessary.

(c) The Government may determine that a quote is unacceptable if the prices quoted are materially unbalanced between line items or subline items. Unbalanced pricing exists when, despite an acceptable total evaluated price, the price of one or more contract line items is significantly overstated or understated as indicated by the application of cost or price analysis techniques. A quotation may be rejected if the Contracting Officer determines that the lack of balance poses an unacceptable risk to the Government.

(d) 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.

PROPOSAL EVALUATION

Award shall be made on the basis of the lowest evaluated price of proposals that are found technically acceptable.

Technical In order for a proposal to be considered technically acceptable the offeror MUST complete and return the certification below with their offer as written verification from the OEM (Vector Control Systems) that the offeror is an authorized distributor/dealer for the OEM. Proposals that are received without a completed certification shall be rejected as nonresponsive.

"I HEREBY CERTIFY THAT _________________________________ (insert offeror name), IS AN AUTHORIZED DISTRIBUTOR/DEALER FOR VECTOR CONTROL SYSTEMS AND THAT ALL PARTS TO BE PROVIDED UNDER THE RESULTANT CONTRACT SHALL BE ONLY GENUINE VECTOR SYSTEMS PARTS.

NAME OF AUTHORIZED OEM (VECTOR) REPRESENTATIVE

TITLE

DATE

Failure to complete this certification, and submit the required supporting documentation with your original offer shall render the offer unacceptable and the offer shall be rejected.

Price Attachment 1, RB-M Vector Parts Pricing Spreadsheet, shall be completely filled out by the vendor. The total price of all CLIN’s for all contract years shall be added together to arrive at the vendor’s total price.

Past Performance Vendors are required to forward Attachment 2, Past Performance Questionnaire, to at least two (2) past performance references for which the vendor has supplied Vector parts. The contract must have been with a Government entity or a commercial business, and within the last 5 years. The Past Performance Questionnaire must be signed by the reference POC, and submitted with the vendor’s proposal.