Solicitation_EZ_Trailer.doc

HSCG40-15-R-53003

TABLE OF CONTENTS

DESCRIPTION

PAGES

Standard Form 1449 (SF1449)

Table of Contents

Addendum to Standard Form 1449

Block 19-26- Schedule of Supplies/Services

4- 14

Block 15- Deliveries or Performance

15-16

Contract Administration

Block 18A, Additional Payment Information

17-19 Special Contract Requirements

19-21

Addendum to FAR Clause 52.212-4 Contract Terms and Condition Commercial Items (Sept 2013)

21-26 FAR Clause 52.212-5, Contract Terms and Conditions Required to Implement

26-30 Statutes or Executive Orders-Commercial Items (Nov 2013)

Addendum to FAR Clause 52.212-1 Instructions to Offerors -- Commercial Items, (Jul 2013)

Proposal Submission Requirements

30-32

Addendum to FAR 52.212-2, Evaluation- Commercial Items

32-34 FAR 52-212-3, Offeror Representation and Certifications Commercial Items (Nov 2013)

34-47 NOTE: FAR Provisions 52.212-1, Instructions to Offerors- Commercial Items (JUL 2013) and FAR Clause 52.212-4, Contract Terms and Conditions- Commercial Items (NOV 2013) are hereby incorporated by reference.

TYPE OF CONTRACT

The Government anticipates award of one (1) Requirements contract consisting of one (1) base and four (4) option years. A Requirements contract is defined in FAR Clause 52.216-21, Requirements Page 23.

ORDERING

a. Material will be ordered by the issuance of individual delivery orders. Refer to FAR Clause 52.216-18, Ordering page 22.

b. Any supplies or services to be furnished under this contract shall be ordered by issuance of delivery orders by the following activity.

USCG Surface Forces Logistics Center

CPD3/Small Boat Product Line

Mail Stop 26, Bldg. 31, 2nd Floor

2401 Hawkins Point Road

Baltimore, Maryland 21226

OPTIONS

Each option extending the term of this contract shall be for a period of one (1) year from the effective date of each option.

QUANTITIES

The quantities shown for all CLINS reflect estimated quantities only

BASE YEAR

Note: "All parts shall be genuine EZ Loader Trailer parts. No other part numbers shall be accepted."

First Option Year Note: "All parts shall be genuine EZ Loader Trailer parts. No other part numbers shall be accepted."

PRICE

TOTAL

PRICE

Second Option Year Note: "All parts shall be genuine EZ Loader Trailer parts. No other part numbers shall be accepted."

Price

TOTAL

Price

Third Option Year Note: "All parts shall be genuine EZ Loader Trailer parts. No other part numbers shall be accepted."

Price Total

Amount

TOTAL

Price

300-032350

Fourth Option Year Note: "All parts shall be genuine EZ Loader Trailer parts. No other part numbers shall be accepted."

Price

PREPARATION FOR DELIVERY INSTRUCTIONS

1. PRESERVATION: Preservation shall be in accordance with the Original Equipment Manufacturers (OEM) standard practice to prevent deterioration of the supplies and damage due to the hazards of shipping and handling and storage.

2. PACKAGING: Each item shall be individually packaged in its unit of issue (Each, Kit, etc). Unit packs shall be packed in exterior shipping containers, meet common carrier acceptance, and provide safe delivery for multiple shipments.

3. MARKING OF CONTAINERS: Each container shall be marked in legible black print with item name, model number, serial number (if applicable), contract number, delivery order number, shipping weight, quantity/unit of issue, condition code (CONDITION A), and with the words “COAST GUARD SFLC MATERIAL.” Marking shall be in accordance with MIL-STD-129 P.

4. MARKING OF WARRANTED SUPPLIES: 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 (1) a brief statement that a warranty exists, (2) the substance of the warranty, (3) its duration and (4) who to notify if the supplies are found to be defective.

5. PACKING LIST: All material shipped/ delivered to the Coast Guard under this contract shall be accompanied by an itemized packing list that also contains contract number and delivery order number. This list shall be attached to the outside of the final container in a waterproof envelope securely attached on side containing the marking, but not covering any of said marking.

**NOTE: Failure to prepare items for delivery as directed above shall result in return of the shipment to the contractor at the contractor’s expense. **

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.

PACKING LIST

All material delivered to the Coast Guard under this contract shall be accompanied by an itemized packing list. The packing list must provide details of the containers content and include identification of the stock number, item, name, part number, and quantity, unit of issue, contract number, and delivery order number. Contractors may use a copy of delivery order as the packing slip as long as the copy is identified with the words “PACKING SLIP”.

This list shall be attached to the outside of the container in a waterproof envelope securely attached on side containing the marking, but not covering any of said marking.

NOTE:

Failure to prepare for shipment any item and or mark any containers as specified herein shall result in rejection of the shipment and return of the shipment at the contractor’s expense.

MARKING OF WARRANTED ITEMS:

Pursuant to the requirements of FAR 46.7069(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 (i) a brief statement that a warranty exists; (ii) the substance of the warranty, (iii) its duration; and (iv) whom to notify if the supplies are found to be defective. 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.

USCG INSPECTION AND ACCEPTANCE

The Contractor shall be responsible for the performance of any inspection and test requirements. Inspection and acceptance shall take place at Destination. Final 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.

FAR 52.211-8 TIME OF DELIVERY (JUNE 1997)(Att.1)(Apr. 1984)

a) The Government requires delivery to be made according to the following schedule:

REQUIRED DELIVERY SCHEDDULE

ITEM

EST QUANTITY

WITHIN DAYS AFTER

All CLINs

As Required

30 Calendar days after the date

Each individual delivery order

NOTE: Any part ordered to support a casualty must be shipped within 24 hours of receipt of an order. Verbal orders shall be authorized in support of casualties.

The Government will evaluate equally, as regards time of delivery, offers that propose delivery of each quantity within the applicable delivery period specified above. Offers that propose delivery that will not clearly fall within the applicable required delivery period specified above will be considered nonresponsive and rejected. The Government reserves the right to award under either the required delivery schedule or the proposed delivery schedule, when an offeror offers an earlier delivery schedule than required above. If the offeror proposes no other delivery schedule, the required delivery schedule above will apply.

OFFEROR’S PROPOSED DELIVERY SCHEDULE

ITEM

EST QUANTITY

WITHIN DAYS AFTER

All CLINS

As Required

_____ Calendar days the date each individual Delivery Order.

(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 the award is dated. Therefore, the offeror shall 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 award 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 will be considered nonresponsive and rejected.

SHIPPING DESTINATION

(A) All parts ordered under this contract shall be shipped to the following address:

USCG Surface Forces Logistics Center Building #88 2401 Hawkins Point Road

Baltimore, Maryland 21226-5000 The Government reserves the right to direct deliver any part under this contract to any Coast Guard unit within the United States, Guam, Puerto Rico, or other U.S. territories. Shipping charges shall be negotiated at the time orders are placed. The Contractor shall be required to submit signed delivery tickets as proof of delivery.

CONTRACT ADMINISTRATION DATA

ADDRESS OF CORRESPONDENCE

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

U.S. Coast Guard Surfaces Forces Logistics Center

CPD3/Small Boat Product Line

Attn: Patricia Johnson/Contract Specialist Mail Stop 26, Bldg. 31, 2nd Floor

2401 Hawkins Point Road

Baltimore, Maryland 21226-5000

M/F: Contract Number {to be furnished at the time of award}

Delivery Order Number: {to be furnished with each individual delivery order}

CONTRACT ADMINISTRATION

The Contracting Officer or authorized representative, located at the U.S. Coast Guard Surfaces Forces Logistics Center, 2401 Hawkins Point Road, Baltimore, MD 21226-5000, shall be the contract administrator of this contract Patricia Johnson, (410)762-6493, Email, patricia.r.johnson@uscg.mil

COAST GUARD ACTIVITY AUTHORIZED TO PLACE ORDERS

Delivery orders shall be issued by the following Coast Guard activity.

U.S. Coast Guard Surfaces Forces Logistics Center

CPD3/Small Boat Product Line

Mail Stop 26, Bldg. 31, 2nd Floor

2401 Hawkins Point Road

Baltimore, Maryland 21226-5000

VERBAL ORDERS

Orders may be issued by the Contracting Officer by verbally or by facsimile, and then followed by written confirmation when such action is in the best interest of the Government.

INVOICING REQUIREMENTS-FIRM-FIXED PRICE CONTRACTS

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.

Due to the Coast Guard’s current transformation of its logistics system, invoices will be submitted to one of the following addresses. Each individual task order shall specify the particular office for invoice submission.

U.S. Coast Guard

P.O. Box 4122

Chesapeake, VA 23327-4122

M/F: Contract Number/Delivery Order Number: {To be furnished with each individual delivery order}

-OR-

Chief, Fiscal Branch

U.S. Coast Guard, ALC

1664 Weeksville Road, Bldg. 63

Elizabeth City, NC 27909

M/F: Contract Number/Delivery Order Number: {to be furnished with each individual delivery order}

ALC-Fiscal@uscg.mil

-OR-

Commercial Invoices U.S. Coast Guard Finance Center 1430A Kristina Way Chesapeake, VA 23326

M/F: Contract Number/Delivery Order Number: {To be furnished with each individual task order}

Invoices to be submitted to “Commercial Invoices” must be submitted as follows:

(A) 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-3

6) Indicate Small Business Status

7) Indicate if Final Invoice

(B) 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:

4.) Commercial Invoices

U.S. Coast Guard Finance Center

1430A Kristina Way

Chesapeake, VA 23326

(C) Copies of the invoice along with any supporting documentation, shall be sent to the contract specialist to email address: Patricia.R.Johnson@uscg.mil.

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 on the later of:

(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— 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 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;

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

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

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

For inquiries and payment status please visit https://fincen.uscg.mil/secure/payment.htm Failure to submit invoices as specified in the individual task order will delay prompt payment of your invoice.

A copy of any invoice submitted for payment must also be forwarded to the Contracting Officer.

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: __________________________________________

TELEPHONE NUMBER________________________________

EMAIL ADDRESS: ____________________________________

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 Technical Representative acting within the limits of their authority. A Contracting Officer’s Technical 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 or referenced drawings and/or specifications contained herein

CLAUSES INCORPORATED BY REFERENCE

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this address: https://acquisition.gov/far/index.html

CLAUSE NO. TITLE DATE

52.247-34

FOB Destination

Apr 1984

FAR 52.246-15 CERTIFICATE OF CONFORMATION (APR 1984)

(a) When authorized in writing by the cognizant Contract Administration Office (CAO), the Contractor shall ship with a Certificate of Conformance any supplies for which the contract would otherwise require inspection at source. In no case shall the Government’s right to inspect supplies under the inspection provisions of this contract be prejudiced. Shipments of such supplies will not be made under this contract until use of the Certificate of Conformance has been authorized in writing by the CAO, or inspection and acceptance have occurred.

(b) The Contractor’s signed certificate shall be attached to or included on the top copy of the inspection or receiving report distributed to the payment office or attached to the CAO copy when contract administration (Block 10 of the DD Form 250) is performed by the Defense Contract Administration Services. In addition, a copy of the signed certificate shall also be attached to or entered on copies of the inspection or receiving report accompanying the shipment.

(c) The Government has the right to reject defective supplies or services within a reasonable time after delivery by written notification to the Contractor. The Contractor shall in such event promptly replace, correct, or repair the rejected supplies or services at the Contractor’s expense.

(d) The certificate shall read as follows:

I certify that on _______________ [insert date], the _______________________________[insert Contractor’s name] furnished the supplies or services called for by Contract No.___________________________ via _________________________ [Carrier] on ________ _______________[identify the bill of lading or shipping document] in accordance with all applicable requirements. I further certify that the supplies or services are of the quality specified and conform in all respects with the contract requirements, including specifications, drawings, preservation, packaging, packing, marking requirements, and physical item identification (part number), and are in the quantity shown on this or on the attached acceptance document.

Date of Execution: _____________________________

Signature: _____________________________________

Title: _________________________________________

GOVERNMENT REPRESENTATIVES

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

ADDENDUM TO FAR 52.212-4 CONTRACT TERMS AND CONDITIONS

COMMERICAL ITEMS (May 2014))

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

FAR 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).

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” date of award through contract expiration.”

(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 $100, 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 $100,000.00;

(2) Any order for a combination of items in excess of $100,000.00;

(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.

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) 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 contract expiration .

The following Homeland Security Acquisition Regulations are hereby incorporated by reference with the same force and effect as if incorporated in full text. The full text of these clauses may be viewed electronically at www.dhs.gov.

52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MARCH 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 1 day prior to expiration of contract’ provided that the Government shall give 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 provision.

(c) The total duration of this contract, including exercise of any options under this clause, shall not exceed 60 months.

The following Homeland Security Acquisition Regulations are herby incorporated by reference with the same force and effect as if incorporated in full text. The full text of these clauses may be viewed electronically at www.dhs.gov.

CONTRACTOR PERFORMANCE EVALUATION

Contractor Performance Assessment Report (CPAR)

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.

(a) 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 SFLC’s assessment of its performance entered into CPARS. The contractor’s response, if any, will be made part of the CPAR system.

(b) 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.

(c) 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.

HSAR 3052.209-70 PROHIBITION ON CONTRACTS WITH CORPORATE EXPATRIATES (JUN 2006)

(a) Prohibitions.

Section 835 of the Homeland Security Act, 6 U.S.C. 395, prohibits the Department of Homeland Security from entering into any contract with a foreign incorporated entity which is treated as an inverted domestic corporation as defined in this clause, or with any subsidiary of such an entity. The Secretary shall waive the prohibition with respect to any specific contract if the Secretary determines that the waiver is required in the interest of national security.

(b) Definitions. As used in this clause:

Expanded Affiliated Group means an affiliated group as defined in section 1504(a) of the Internal Revenue Code of 1986 (without regard to section 1504(b) of such Code), except that section 1504 of such Code shall be applied by substituting `more than 50 percent' for `at least 80 percent' each place it appears.

Foreign Incorporated Entity means any entity which is, or but for subsection (b) of section 835 of the Homeland Security Act, 6 U.S.C. 395, would be, treated as a foreign corporation for purposes of the Internal Revenue Code of 1986.

Inverted Domestic Corporation. A foreign incorporated entity shall be treated as an inverted domestic corporation if, pursuant to a plan (or a series of related transactions)—

(1) The entity completes the direct or indirect acquisition of substantially all of the properties held directly or indirectly by a domestic corporation or substantially all of the properties constituting a trade or business of a domestic partnership;

(2) After the acquisition at least 80 percent of the stock (by vote or value) of the entity is held—

(i) In the case of an acquisition with respect to a domestic corporation, by former shareholders of the domestic corporation by reason of holding stock in the domestic corporation; or

(ii) In the case of an acquisition with respect to a domestic partnership, by former partners of the domestic partnership by reason of holding a capital or profits interest in the domestic partnership; and

(3) The expanded affiliated group which after the acquisition includes the entity does not have substantial business activities in the foreign country in which or under the law of which the entity is created or organized when compared to the total business activities of such expanded affiliated group.

Person, domestic, and foreign have the meanings given such terms by paragraphs

(1), (4), and (5) of section 7701(a) of the Internal Revenue Code of 1986, respectively.

(c) Special rules. The following definitions and special rules shall apply when determining whether a foreign incorporated entity should be treated as an inverted domestic corporation.

(1) Certain stock disregarded. For the purpose of treating a foreign incorporated entity as an inverted domestic corporation these shall not be taken into account in determining ownership:

(i) Stock held by members of the expanded affiliated group which includes the foreign incorporated entity; or

(ii) Stock of such entity which is sold in a public offering related to 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

52-8 06-01-2006 HSAR 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…