HSCG84-13-R-DCR300.pdf

ATTENTION TO OFFERORS

The U.S. COAST GUARD SHORE INFRASTRUCTURE LOGISTICS CENTER (SILC) invites you to submit a proposal, to provide Collection, Transportation and Disposal of Untreated Waste Water at U.S Coast Guard Communications Area Master (CAMSPAC), Point Reyes CA.

This requirement is 100% SET ASIDE FOR SMALL BUSINESS CONCERNS IAW FAR

SUBPART 19.5.

The North American Industry Classification System (NAICS) code that applies to this Request for Proposal (RFP) is 562119 (Solid Waste Collection), with an applicable size standard of $35.5M.

The service are being solicited under Request for Proposal (RFP) Number

HSCG84-13-R-DCR300

Any Amendments will be posted on the Federal Business Opportunity Website at www.fbo.gov. It is the potential offer’s responsibility to monitor these avenues for release of any future amendments to the solicitation.

PLEASE READ THE ENTIRE DOCUMENT (RFP) AND SUBMIT YOUR SIGNED

OFFER AS FOLLOWS:

COMMANDING OFFICER (PCB), USCG SILC, ATTN: MARVELLA LUTER (PCB2),

COAST GUARD ISLAND, BLDG. 54C, ALAMEDA, CA 94501

REMEMBER TO COMPLETE ALL PRICES, SUBMIT REQUIRED INFORMATION PER

FAR PROVISION 52.212-1 TO INCLUDE THE COMPLETION OF FAR PROVISION

COMPLETE REQUIRES CERTIFICATIONS PER FAR PROVISION 52.212-3; AND

ACKNOWLEDGE ANY/ALL AMENDMENTS TO THE SOLICITATION.

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 Government 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 applicable Contracting Officer. If the Contracting Officer is unable to satisfy their concerns, interested parties are encouraged to contact the U.S. 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 in 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. 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:

COMMANDANT (CG-9131)

U.S. COAST GUARD

OMBUDSMAN PROGRAM FOR AGENCY PROTESTS

2100 2ND ST SW STOP 7112

WASHINGTON DC 20593-7112

The Ombudsman Hotline Telephone Number is (202) 372-3695.

CONTINUATION SHEET REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE

RFQ: HSCG84-13-R-DCR300 2 of 63

Continuation of SF 1449 - Block 16/Contract Management

Notwithstanding the Contractor’s responsibility for total management during the performance of the contract, the administration of the contract will require maximum coordination between the Government and the contractor. The individuals listed below will be the Government points of contact during the performance period as follows:

a. All contract administration will be affected by the Procurement Contracting

Branch Section (pcb-2), U.S. Coast Guard, Shore Infrastructure Logistics Center (SILC), Coast Guard Island, Alameda, CA 94501.

b. Communication pertaining to contractual administrative matters shall be addressed to the Contracting Officer, Elaine D. Rachko; Telephone No: 510-437-3047, Email: Elaine.D.Rachko@uscg.mil. Changes in, or deviation from, the scope of work will not be effected without a written modification to the contract as executed by the Contracting Officer.

ALTERNATE:

Contracting Officer: Susan Lawson, Telephone No. 510-437-5942; Email:

Susan.B.Lawson@uscg.mil

c. The Contract Specialist/Administrator, Marvella Luter, Telephone No: 510- 437-6672, Email: Marvella.luter@usg.mil, serves as the point of contact between the Contractor and the Contracting Officer; however, this person does not have a warrant that provides the authority to contractually commit the Government:

d. The Contracting Officer's Representative (COR) is a Government personnel designated in writing by the Contracting Officer to act as technical advisor for the Contracting Officer for items within the scope of the contract. The COR performs functions such as review and/or inspection and acceptance of supplies and services and of a technical nature. A designation letter will set forth the authorities and limitations of the COR under the contract.

RFQ: HSCG84-13-R-DCR300 3 of 63

Continuation of SF1449 - Block 18b/Invoice Procedures

Invoicing Instructions: Electronic submission of Invoices is mandatory

1. The Contractor shall submit invoices for services via Coast Guard Finance

Center Website at:

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

2. The web submission requires the contractor to complete the Invoice Receipt Cover Form, select the Invoice Routing Code, and attach a PDF file of the invoice and any other supporting documentation.

3. A sample of the Invoice Receipt Cover Form is provided below. Mandatory information to be completed is highlighted in red on the website.

Invoice Routing Code:

SILC PCB-2

(help) Invoice Receipt Date:

MM/DD/YY

(help)

Contract Number: (help) Invoice Number: (help)

Requisition Number: (help) Invoice Date:

MM/DD/YY

(help)

Delivery/Task Order Number:

(help) Invoice Amount:

0.00 (help)

Discount Terms:

00.000

Discount

Days

Net Days (help)

Contractor Information Attachment of Official Invoice

Contractor Name: (help)

Submitter Name: (help)

Submitter Email:

(help)

Submitter Phone: (help)

4. The Contractor must select the correct Invoice Routing Code for timely invoice processing. The Invoice Routing Code for this contract is SILC PCB-2.

5. See the Coast Guard Finance Center Website link (http://www.fincen.uscg.mil/centralinv/central_inv_contr.cfm) for instructions regarding invoice attachments.

6. A copy of the Invoice and Supporting documentation shall also be e-mailed to the

Contracting Office and COR at the addresses cited below:

RFQ: HSCG84-13-R-DCR300 4 of 63

Marvella.luter@uscg.mil Thomas.S.Carry@uscg.mil ]

See FAR 52.212-4(g) Prompt Payment Act for what must be included in an invoice.

Inquiries regarding payment must be directed to the Customer Service Representative, Chesapeake, VA at 804/523-6940 or cscall@fincen.uscg.mil.

Note: On 2 January 2002, the Coast Guard began making payments using the Systems for Award Management (SAM) formerly Central Contractor Registration (CCR) System run by the GSA. In order to receive payment, contractor must be registered in his System. For more information on SAM, and to register on-line, the contractor may visit the CCR website at www.sam.gov. The Data Universal Numbering System (DUNS) number is the primary identifier in the SAM. Therefore, to facilitate payment it is in the contractor’s best interest to ensure the DUNS number is recorded on every invoice submitted to the U.S. Coast Guard for payment.

RFQ: HSCG84-13-R-DCR300 5 of 63

Continuation of SF 1449 – Blocks 19 through 24/Schedule of Supplies/Services

The contractor shall provide all labor, materials, equipment, licenses and permits and transportation necessary to perform UNTREATED WASTE WATER COLLECTION AND DISPOSAL SERVICES as defined in the attached Performance Work Statement (PWS). These services are to be performed at the U.S. Coast Guard (USCG), COMMUNICATIONS AREA MASTER STATION (CAMSPAC), POINT REYES, CA, and U.S. Coast Guard Training Center, Petaluma, CA.

FIRM-

FIXED

CLINS SCHEDULE OF SUPPLIES/SERVICES

EST.

QTY

U/I

UNIT

PRICE

TOTAL

AMOUNT

BASE PERIOD (01 OCTOBER 2013 – 30 SEPTEMBER 2014)

0001 Collection and Disposal (Estimated 8 trips per week) 384 EA

0001A *Alternate Dumping Site Name: _________________ 5 EA

OPTION YEAR ONE (01 OCTOBER 2014 – 30 SEPTEMBER 2015)

1001 Collection and Disposal (Estimated 8 trips per week) 381 EA

1001A *Alternate Dumping Site Name:_________________ 5 EA

OPTION YEAR TWO (01 OCTOBER 2015 – 30 SEPTEMBER 2016)

2001 Collection and Disposal (Estimated 8 trips per week) 378 EA

2001A *Alternate Dumping Site Name: _________________ 5 EA

OPTION YEAR THREE (01 OCTOBER 2016 – 30 SEPTEMBER 2017)

3001 Collection and Disposal (Estimated 8 trips per week) 375 EA

3001A *Alternate Dumping Site Name:__________________ 5 EA

OPTION YEAR FOUR (01 OCTOBER 2017 – 30 SEPTEMBER 2018)

4001 Collection and Disposal (Estimated 8 trips per week) 372 EA

4001A *Alternate Dumping Site Name:__________________ 5 EA

TOTAL BASE PERIOD and FOUR OPTION YEARS CONTRACT AMOUNT

(CLINS 0001 - 4001)

Pricing: The contractor shall price the services all-inclusive in accordance with the schedule, since this is a Firm-Fixed Price type contract, taking into consideration any cost of living increases and inflation for each additional year. The contractor shall not

RFQ: HSCG84-13-R-DCR300 6 of 63 escalate labor rates since, at each option year, an updated wage determination will be incorporated at which time the contractor may request a wage adjustment.

*Alternate Dumping Site: Contractor shall provide the name of an approved disposal site, should the government require an alternate dumping site. The alternate site shall be in compliance with local, state and federal regulations.

Invoicing: Contractor shall invoice the Government for the actual number of trips used.

RFQ: HSCG84-13-R-DCR300 7 of 63

FAR Clause 52.212-4, Contract Terms and Conditions - Commercial Items (June 2013). Clause is incorporated in full text with tailoring as specified pursuant to

FAR 12-302.

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance.

The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights—

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

Paragraph (a), Inspection/Acceptance, is modified to add the following:

Inspection under this contract will be accomplished by the Contracting Officer’s Technical Representative (COR) in accordance with the contract requirements. The place of acceptance on the Government’s behalf for services or supplies furnished under this contract is as follows: Contracting Officer (PCB-2), Shore Infrastructure Logistics Center, Coast Guard Island, Alameda, Ca 94501-5000.

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(d) Disputes. This contract is subject to the Contract Disputes Act of 1978, as amended (41 U.S.C. 601-613). Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, RFQ: HSCG84-13-R-DCR300 8 of 63 epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice.

(1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include—

(i) Name and address of the Contractor;

(ii) Invoice date and number;

(iii) Contract number, contract line item number and, if applicable, the order number;

(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;

(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(vi) Terms of any discount for prompt payment offered;

(vii) Name and address of official to whom payment is to be sent;

(viii) Name, title, and phone number of person to notify in event of defective invoice; and

(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(x) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer—Central Contractor Registration, or 52.232-34, Payment by Electronic Funds Transfer—Other Than Central Contractor Registration), or applicable agency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR Part 1315.

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment.—

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

RFQ: HSCG84-13-R-DCR300 9 of 63

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR Part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall—

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected contract line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in Section 611 of the Contract Disputes Act of 1978 (Public Law 95-563), which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

RFQ: HSCG84-13-R-DCR300 10 of 63

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon:

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor’s records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

RFQ: HSCG84-13-R-DCR300 11 of 63

(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the

Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit;

40 U.S.C. 3701, et seq., Contract Work Hours and Safety Standards Act; 41 U.S.C. 51- 58, Anti-Kickback Act of 1986; 41 U.S.C. 265 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. 423 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, and

Compliance with Laws Unique to Government Contracts paragraphs of this clause.

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments.

(9) The specification.

(t) Central Contractor Registration (CCR).

Paragraph (t) Contractor Central Registration (CCR) is modified as follows: The following supplement is provided for informational purposes only. Refer to Clause 52.212-4 Contract Terms and Conditions – Commercial Items for specifics.

In order to receive payments, all contractors must be registered in the System for Award Management (SAM) run by the General Services Administration (GSA). For more information on SAM, and to register on-line, you may visit SAM at http:/www/sam.gov. SAM combines federal procurement systems and the Catalog of Federal Domestic Assistance into one new system. This includes the functionality from the following systems:

* Central Contractor Registry (CCR)

* Federal Agency Registration (Fedreg)

* Online Representations and Certifications Application (ORCA)

* Excluded Parties List System (EPLS)

RFQ: HSCG84-13-R-DCR300 12 of 63

Inquiries regarding payment should be directed to the Customer Service

Representative, USCG Finance Center at (800-564-5504) or on-line inquiries can be made at https://www.fincen.uscg.mil/secure/payment.htm

(u) Unauthorized Obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End Use License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iv) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(3) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

FAR Clause 52.212-4 is modified to add the following new subparagraphs (continued):

(v) FAR 52.216-1 -- Type of Contract (Apr 1984) The Government contemplates award of a Firm Fixed Price contract resulting from this solicitation.

(w) FAR Clause 52.217-8 -- Option to Extend Services (Nov 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 30 days prior to contract expiration.

Option to Extend Services within the Following Limits and Rates:

RFQ: HSCG84-13-R-DCR300 13 of 63

(a) The Government may require the contractor to continue to perform any and all items of services under this contract in accordance with contract clause FAR 52.217-8, within the following limits over those stated in the Schedule of Supplies/Services: 100% of all contract line item(s).

(b) The Contracting Officer may exercise this option, at any time and from time to time for the minimum period of 30 days, not to exceed the performance period specified in FAR Clause 52.217-8, by giving written notice to the Contractor.

(c) Billing rates set forth in the Schedule of Supplies/Services of the preceding or current option year, whichever is the later, shall apply to any extension of services made pursuant to this option clause.

(x) FAR Clause 52.217-9 -- Option to Extend the Term of the Contract (Mar 2000)

(a) The Government may extend the term of this contract by written notice to the

Contractor within 30 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

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

(y) FAR 52.232-99 -- Providing Accelerated Payment to Small Business Subcontractors (DEVIATION 2012-00014) (August 2012)

This clause implements the temporary policy provided by OMB Policy Memorandum M-12-16, Providing Prompt Payment to Small Business Subcontractors, dated July 11, 2012.

(a) Upon receipt of accelerated payments from the Government, the contractor is required to make accelerated payments to small business subcontractors to the maximum extent practicable after receipt of a proper invoice and all proper documentation from the small business subcontractor.

(b) Include the substance of this clause, including this paragraph (b), in all subcontracts with small business concerns.

(c) The acceleration of payments under this clause does not provide any new rights under the Prompt Payment Act.

(z) FAR 52.233-2 -- Service of Protest (Sep 2006)

(a) Protests, as defined in section 33.101 of the Federal Acquisition Regulation, that are filed directly with an agency, and copies of any protests that are filed with the Government Accountability Office (GAO), shall be served on the Contracting Officer (addressed as follows) by obtaining written and dated acknowledgment of receipt from Elaine Rachko at SILC Bldg 54C, Coast Guard Island, Alameda, CA, 94510.

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

RFQ: HSCG84-13-R-DCR300 14 of 63

(aa) HSAR 3052.204-71 CONTRACTOR EMPLOYEE ACCESS (ALTERNATE II) (JUN 2006)

When the Department has determined contract employee access to sensitive information or Government facilities must be limited to U.S. citizens and lawful permanent residents, but the contract will not require access to IT resources, add the following paragraphs:

(g) Each individual employed under the contract shall be a citizen of the United States of America, or an alien who has been lawfully admitted for permanent residence as evidenced by a Permanent Resident Card (USCIS I-551). Any exceptions must be approved by the Department’s Chief Security Officer or designee.

(h) Contractors shall identify in their proposals, the names and citizenship of all non-U.S.

citizens proposed to work under the contract. Any additions or deletions of non-U.S.

citizens after contract award shall also be reported to the contracting officer.

(bb) HSAR Clause 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

RFQ: HSCG84-13-R-DCR300 15 of 63

(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.

RFQ: HSCG84-13-R-DCR300 16 of 63

(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.

(cc) DHS Class HSAM Deviation, Limitation of Government’s Obligation (27 SEP 2011)

The following clause is hereby incorporated in full text into subject contract, “Continuation of SF1449, Block 27, FAR Clauses” as paragraph 52.212-4 (v):

(a) Contract line item(s) listed below are incrementally funded or fully funded as shown in the below table. For these item(s), the sum of $ * of the total price is presently available for payment and allotted to this contract. This funding table will be updated in each contract action that provides additional funds, if any. . (Amounts below will be added by each incremental funding modification when issued)

CLIN CC CLIN CLIN Price Currently Allotted

Funding Funds Required for Complete Funding

(b) For item(s) identified in paragraph (a) as not fully funded, the Contractor agrees to perform up to the point at which the total amount payable by the Government, including reimbursement of authorized termination costs in the event of termination of those item(s) for the Government’s convenience, does not exceed the total amount currently allotted to the items not fully funded under the contract. The Contractor is not authorized to continue work on those item(s) beyond that point. The total amount payable by the Government in the event of such termination of those contract line item(s) identified in paragraph (a) above includes costs, profit, and estimated/negotiated termination settlement costs for those item(s). The Government will not be obligated in any event to reimburse the Contractor in excess of the amount allotted to the line items of the contract regardless of anything to the contrary in any other clause, such as the clause entitled “Termination for Convenience of the Government” or paragraph (l) entitled “Termination for the Government’s Convenience” of the clause at FAR 52.212-4, “Commercial Terms and Conditions-Commercial Items.”

(c) Notwithstanding paragraph (i) of this requirement, the Contractor will notify the Contracting Officer in writing at least __thirty__ days prior to the date when, in the Contractor’s best judgment, the work will reach the point at which the total amount payable by the Government, including any cost for termination for convenience, will approximate 85 percent of the total amount then allotted to the contract for performance of the applicable item(s). The notification will state (1) the estimated date when that point will be reached and (2) an estimate of additional funding, if any, needed to continue

RFQ: HSCG84-13-R-DCR300 17 of 63 performance. The notification will also advise the Contracting Officer of the estimated amount of additional funds that will be required for the timely performance of the item(s) funded pursuant to this contract. If after such notification additional funds are not allotted by the date identified in Contract No.:

The Contractor’s notification, or by an agreed substitute date, the Contracting Officer will terminate any item(s) for which additional funds have not been allotted, pursuant to the clause of this contract authorizing termination for the convenience of the government, such as the clause entitled “Termination for Convenience of the Government” or paragraph (l) entitled “Termination for the Government’s Convenience” of the clause at FAR 52.212-4, “Commercial Terms and Conditions-Commercial Items.”

(d) When additional funds are allotted for continued performance of the contract line item(s) identified in paragraph (a), the parties will agree as to the period of contract performance which will be covered by the funds. The provisions of paragraphs (b) through (d) will apply in like manner to the additional allotted funds and agreed substitute date, and the contract will be modified accordingly.

(e) The Government may at any time prior to termination allot additional funds for the performance of the contract line item(s) identified in paragraph (a).

(f) The termination provisions of paragraphs (a) through (i) do not limit the rights of the Government under the clause entitled “Default” or “Termination for Cause.” The provisions of this clause are limited to the work and allotment of funds for the contract line item(s) set forth in paragraph (a). This clause no longer applies once the contract is fully funded.

(g) Nothing in this clause affects the right of the Government to terminate this contract pursuant to the clause of this contract entitled “Termination for Convenience of the Government” or paragraph (l) entitled “Termination for the Government’s Convenience” of the clause at FAR 52.212-4, “Commercial Terms and Conditions-Commercial Items.”

(h) Nothing in this clause shall be construed as authorization of voluntary services whose acceptance is otherwise prohibited under 31 U.S.C. 1342.

(i) The parties contemplate that the Government will allot funds to this contract from time to time as the need arises and as funds become available. There is no fixed schedule for providing additional funds.

(dd) HSAR 3052.205-70 ADVERTISEMENT, PUBLICIZING AWARDS, AND

RELEASES (SEP 2012)

The Contractor shall not refer to this contract in commercial advertising or similar promotions in such a manner as to state or imply that the product or service provided is endorsed or preferred by the Federal Government or is considered by the Government to be superior to other products or services.

(End of clause)

RFQ: HSCG84-13-R-DCR300 18 of 63

(ee) HSAR Clause 3052.212.70 Contract Terms and Conditions Applicable to DHS Acquisition of Commercial Items (Sep 2010)

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

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

(a) Provisions.

__X__ 3052.215-70 Key Personnel or Facilities.

_ X__ 3052.242-72 Contracting Officer’s Technical Representative.

__X__ 3052.247-72 F.o.B. Destination Only.

(ff) FAR Clause 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 this/these address(es):

Federal Acquisition Regulation (FAR): http://farsite.hill.af.mil/vffare.htm

Homeland Security Acquisition Regulation (HSAR): http://farsite.hill.af.mil/vfhsara.htm

FAR CLAUSES

52.204-13 Central Contractor Registration Maintenance DEC 2012 52.204-9 Personal Identity Verification of Contractor Personnel JAN 2011 52.223-5 Pollution Prevention and Right-to-Know Information MAY 2011

52.223.10 Waste Reduction Program MAY 2011

52.228-5 Insurance – Work on a Government Installation JAN 1997 52.232-18 Availability of Funds APR 1984 52.237-2 Protection of Government Buildings, Equipment and Vegetation FEB 2007 52.237-3 Continuity Of Services JAN 1991 52.242-13 Bankruptcy JUL 1995

HSAR CLAUSES

3052.209-72 Organizational Conflict of Interest JUN 2006 3052.222-70 Strikes or Picketing Affecting Timely Completion of the Contract Work DEC 2003 3052.222-10 Strikes or Picketing Affecting Access to a DHS Facility DEC 2003 3052.223-90 Accident and Fire Reporting (USCG) DEC 2003 3052.228-70 Insurance DEC 2003

RFQ: HSCG84-13-R-DCR300 19 of 63

52.212-5 Contract Terms and Conditions Required to Implement Statutes or Executive Orders—Commercial Items. (Jul 2013)

As prescribed in 12.301(b)(4), insert the following clause:

Contract Terms and Conditions Required to Implement Statutes or Executive Orders— Commercial Items (Jan 2011)

(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.]

XX (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 (June 2010) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

XX (4) 52.204-10, Reporting Executive Compensation and First-Tier Subcontract Awards (Jul 2010) (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).

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

6101 note). (Applies to contracts over $30,000). (Not applicable to subcontracts for the acquisition of commercially available off-the-shelf items).

__ (7) 52.219-3, Notice of Total HUBZone Set-Aside or Sole-Source Award (Jan 2011) (15 U.S.C. 657a).

__ (8) 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).

__ (9) [Reserved]

RFQ: HSCG84-13-R-DCR300 20 of 63

XX (10)(i) 52.219-6, Notice of Total Small Business Set-Aside (June 2003) (15 U.S.C. 644).

__ (ii) Alternate I (Oct 1995) of 52.219-6.

__ (iii) Alternate II (Mar 2004) of 52.219-6.

__ (11)(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.

XX (12) 52.219-8, Utilization of Small Business Concerns (Jan 2011) (15 U.S.C. 637(d)(2) and (3)).

__ (13)(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 (Jul 2010) of 52.219-9.

XX (14) 52.219-14, Limitations on Subcontracting (Dec 1996) (15 U.S.C. 637(a)(14)).

__ (15) 52.219-16, Liquidated Damages—Subcontracting Plan (Jan 1999) (15 U.S.C. 637(d)(4)(F)(i)).

__ (16)(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.

__ (17) 52.219-25, Small Disadvantaged Business Participation Program—

Disadvantaged Status and Reporting (Apr 2008) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

__ (18) 52.219-26, Small Disadvantaged Business Participation Program— Incentive Subcontracting (Oct 2000) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

__ (19) 52.219-27, Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside (May 2004) (15 U.S.C. 657 f).

XX (20) 52.219-28, Post Award Small Business Program Rerepresentation (Apr 2009) (15 U.S.C. 632(a)(2)).

XX (21)…