HTC711-12-R-C004 amended.pdf

15 May 2012

MEMORANDUM FOR ALL OFFERORS

FROM: USTRANSCOM/TCAQ-CP

508 Scott Drive Scott AFB IL 62225-5357

SUBJECT: Solicitation HTC711-12-R-C004 (FY13/14 Airlift Services in support of the Civil Reserve Air Fleet (CRAF))

1. The FY13/14 Airlift Services Solicitation is now posted at www.fbo.gov. For security purposes, mission requirements are emailed to carriers. Teaming arrangements are due by noon CST, Friday, 1 June 2012. If you are able to submit your List of Aircraft (Appendix 3A’s) and CRAF Aircraft Basic data Sheets and CRAF Aircraft Performance Forms by this deadline, they will be gladly accepted as this will give us an opportunity to work ahead in reviewing proposals. Complete proposals are due by 1600 local, Tuesday, 19 June 2012.

2. Email questions regarding the solicitation to samuel.newberry@ustranscom.mil, joshua.green@ustranscom.mil, michelle.alston@ustranscom.mil, and lisa.winka@ustranscom.mil, no later than noon local, 29 May 2012 to allow sufficient time to provide answers to all prospective offerors prior to solicitation closing. In order to ensure continuity in answering any/all questions, please address emails ONLY to the above.

3. Offerors are encouraged to read the entire solicitation, with particular emphasis Section L, paragraph 9, Proposal Preparation Requirements. Paragraph 9(e)(2), again, includes the requirements which are part of a teaming arrangement must be submitted as a single entity and to Attachment 1, Performance Work Statement.

4. The following changes have been incorporated:

a. New Cat B Cargo category, Large I MFE (100 Ton), has been added to the solicitation;

see Section B-1 International Expansion Peacetime Airlift Services Entitlement By Category.

b. Ratemaking Memorandum of Understanding (MOU) negotiated effective through 31 October 2017 supersedes prior ratemaking MOUs between DOD and the carrier.

c. As a condition to be eligible for award, Information Assurance and Cyber Security reporting has been added to Section M-1 Basis of Award, paragraph j. Also see PWS Appendix 3I Information Assurance (IA) Report.

d. Cap on the number of aircraft allowed in CRAF, based on 115% of the requirement of passenger Stage III as stated in paragraph M-5(A)(3).

e. Performance Work Statement (PWS), Attachment 1 has been revised.

UNITED STATES TRANSPORTATION COMMAND

508 SCOTT DRIVE

SCOTT AIR FORCE BASE, ILLINOIS 62225-5357

f. Service Delivery Summary, Attachment 1, Section 2 has been updated to reflect changes made to the PWS.

g. Quality Assurance Surveillance Plan (QASP), Attachment 9 has been updated to reflect changes made to the PWS.

5. Please address proposals to: USTRANSCOM/TCAQ-CP, ATTN: Neal Newberry, 508 Scott Dr., Bldg 1900W, Scott AFB IL 62225-5357.

6. Your interest and participation in the CRAF program is appreciated.

SAMUEL N. NEWBERRY

Contracting Officer

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT 1. CONTRACT ID CODE PAGE OF PAGES

2. AMENDMENT/MODIFICATION NO. 3. EFFECTIVE DATE 4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO. (If applicable)

6. ISSUED BY CODE 7. ADMINISTERED BY (If other than Item 6) CODE

8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and ZIP Code) (X) 9A. AMENDMENT OF SOLICITATION NO.

9B. DATED (SEE ITEM 11)

10A. MODIFICATION OF CONTRACT/ORDER NO.

10B. DATED (SEE ITEM 13)

CODE FACILITY CODE

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

Offer must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods:

12. Accounting and Appropriation Data (If required)

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS,

IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

(X) A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A.

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc). SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(b).

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER (Specify type of modification and authority)

E. IMPORTANT: Contractor is not, is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER (Type or print)

15B. CONTRACTOR/OFFEROR

(Signature of person authorized to sign)

15C. DATE SIGNED

16A. NAME AND TITLE OF SIGNER (Type or print)

16B. UNITED STATES OF AMERICA

(Signature of Contracting Officer)

16C. DATE SIGNED

BY

STANDARD FORM 30 (REV. 10-83)

Prescribed by GSA

FAR (48 CFR) 53.243

The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers is extended, is not extended.

submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

(a) By completing Items 8 and 15, and returning copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer

NSN 7540-01-152-9070

PREVIOUS EDITION UNUSABLE

Created using PerForm Pro software.

SEE CONTINUATION ON PAGE 2

Will be cited on Delivery Orders

HTC711-12-R-C004

15/May/2012

X

11/Jun/2012

Joshua M. Green (618) 220-6712

HTC711

See Block 16C0001

X

USTRANSCOM/TCAQ-CP

508 Scott Drive Scott AFB, IL 62225-5357

See Schedule

X

Page ____ of __________

a. The purpose of this amendment is as stipulated below. Changes are identified by a vertical line in the left hand margin:

(1)�Update CLINs 0077 through 0085, 0097-0099, 1071, and 1098-1100(sent separately).

(2)�Update Cover Letter.

(3)�Update the paragraph H-1.

(4)�Update the paragraph H-7(a).

(5)�Update the paragraph H-17(b) to incorporate language Based on this guidance, utilization of modern, fuel efficient aircraft may take precedence over entitlement.

Also to decrease the maximum aeromed aircraft program from 40 to 15.

(6)�Update the Fiscal year from FY12 to FY13/14 in paragraph H-24.

(7)�Update paragraph I-7 language to clarify fixed buy percentage of entitlement for

FY13/14.

(8)�Update pages K-7 and K-8 to incorporate the correct Fiscal Year.

(9)�Update L-9(b)(18)language to change Attachment 12 to Attachment 3I (10)� Update L-9(e) language to extend Contractor Team Arrangement agreements submission date.

(11)� Update L-9(e) (4) language to change quarterly commission reports due not later than the 15th business day to due not later than the 30th business day.

(12)� Update M-5(d) (4)(v) language to remove second sentence.

(13)� Update M-5(e) (6) (ii) language to change the performed period dates.

(14)� Update PWS Section 1 total page numbers from 52 to 47.

(15)�Update PWS 1.1.2.3.2 language change the term contractor to air carrier.

(16)� Update PWS 4.2.5 language to change title from Office to Officer.

(17)� Update PWS 4.4.8 language to change OL-F or OL-G to TCAQ-CO.

(18)� Update PWS 4.5.3 language to change title from Packets to Publications.

(19)� Update PWS 4.14.1 language to change OL-F or OL-G to TCAQ-CO.

(20)� Update PWS 16.1 language to change Attachment 12 to Attachment 3I.

(21)� Update PWS 5.1.2.2 language to change OL-F or OL-G to TCAQ-CO.

b. As a result of 14a above,

(1) Remove pages B-19 through B-27, B-39 through B-41, B-53, B-80 through B-82, and insert the attached pages B-19 through B-27, B-39 through B-41, B-53, B-80 through B-82.

(2) Removed Cover Letter and replace with updated Cover Letter.

(3) Remove page H-1 and replace with the attached page H-1.

(4) Remove page H-5 and replace with the attached page H-5.

(5) Remove page H-11 and replace with the attached page H-11

(6) Remove page H-17 and replace with the attached page H-17.

(7) Remove page I-7 and replace with the attached page I-7.

(8) Remove page K-7 through K-8 and replace with the attached pages K-7 through K-8.

(9) Remove page L-6 and replace with the attached page L-6.

(10) Remove page L-7 and replace with the attached page L-7.

(11) Remove page M-11 and replace with the attached page M-11.

(12) Remove PWS Section 1 pages 1 through 52 to replace with PWS Section 1 through 47.

(13) Remove PWS page 3-7 through 3-8 to replace with PWS page 3-7 through 3-8

(14) Remove PWS 4-2 to replace with PWS page 4-2

c. As a result of this amendment, the closing date is is extended to 19 June 12 at 1600 local time.

HTC711-12-R-C004-0001

2 78

SOLICITATION NO: HTC711-12-R-C004

CONTRACT NO:

H-1

PART I - THE SCHEDULE

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H-1. PASSENGER AND PUBLIC LIABILITY INSURANCE

a. General. Prior to performance of any services hereunder, the contractor shall, at its own expense, procure and maintain during the entire performance period of this contract, with financially and legally responsible insurance company or companies, passenger and public liability insurance in accordance with paragraph H-1b or H-1c. (Refer to Performance Work Statement (PWS), Attachment 1, Appendix 3, Paragraph11.0 entitled “Civil Aircraft Landing Permits” for insurance timeline and updating requirements.) Liability insurance purchased pursuant to the requirements of this paragraph shall cover payment to the Government, pursuant to the subrogation provision of the Medical Care Recovery Act (42 USC 265l-3) and within the liability limitations of this contract, of the cost of Government provided medical care to the extent that said insurance would cover payment to injured individuals of the cost of medical care in the absence of any Government obligation to provide medical care. The contractor shall furnish to the Contracting Officer Evidence of Insurance, duly executed by the Insurer, of the insurance required by this paragraph. The Evidence of Insurance shall substantially conform to the form set forth in paragraph H-2. To the extent that the Montreal Convention for the Unification of Certain Rules for International Carriage by Air applies, it will take precedence. If a court of competent jurisdiction determines that any transportation furnished pursuant to this contract is subject to the Warsaw Convention, 49 Stat. 3000, and that the contractor is entitled to limit its liability under that Convention, then the minimum limit of insurance required by this clause shall be considered to be a "higher limit of liability agreed to by special contract" as contemplated by the last sentence of Article 22(l) of that Convention, and the contractor agrees that it shall not with respect to any claim arising out of the death, wounding, or other bodily injury of a passenger, avail itself of any defense under Article 20(l) of the Convention. Nothing herein shall be deemed to affect the rights and liabilities of the contractor with regard to any claim brought by, on behalf of, or in respect of any person who has willfully caused damage which resulted in death, wounding, or other bodily injury of a passenger. See note below subparagraph H-1c(2).

b. Split Limits Liability. The minimum limits of liability insurance coverage maintained by the contractor, as required by 14 Code of Federal Regulations (CFR) 205, shall be as follows:

(1) Liability for bodily injury to or death of aircraft passengers: A limit for any one passenger of at least three hundred thousand dollars ($300,000.00), and a limit for each occurrence in any one aircraft of at least an amount equal to the sum produced by multiplying three hundred thousand dollars ($300,000.00) by the next highest whole number resulting from taking 75 percent of the total number of passenger seats installed in the aircraft.

(2) Liability for bodily injury to or death of persons (excluding passengers): A limit of at least three hundred thousand dollars ($300,000.00) for any one person in any one occurrence, and a limit of at least twenty million dollars ($20,000,000.00) per involved aircraft for each occurrence.

(3) Liability for loss of or damage to property: A limit of at least twenty million dollars ($20,000,000.00) for each occurrence.

c. Combined Single Limit Liability.

(1) Notwithstanding the provisions of paragraph H-1b above the contractor may be insured for a single limit of liability for each occurrence. In that event, coverage shall be equal to or greater than the combined required minimums set forth in paragraph H-1b, above, for bodily injury, property damage, and/or passenger liability for the type of use to which such aircraft is put, as the case may be.

(2) In the case of a single limit of liability, aircraft may be insured by a combination of primary and excess policies. Such policies shall have combined coverage equal to or greater than the required minimums set forth in paragraph H-1b, above, for bodily injury to non-passengers, property damage, and/or passenger liability for the type of use to which the aircraft is put, as the case may be.

H-5

Section I, indemnification will apply to performance under this contract only after Under Secretary of Defense for Acquisition, Technology and Logistics approval and after the contractor is notified by the Contracting Officer that the Commander USTRANSCOM is implementing indemnification for a specific mission or missions.

H-5. CHAPTER 443 NON-PREMIUM WAR RISK HULL AND LIABILITY INSURANCE-

INTERNATIONAL

The Contractor shall apply for Chapter 443 Non-Premium Aviation Insurance from the FAA, register all aircraft committed to CRAF as listed in Appendix 3A, and supply the FAA with a complete copy of its current Hull and Comprehensive Liability commercial insurance policies. The Contractor shall promptly notify the FAA of any tail number additions, removals, and/or changes in the aircraft committed to CRAF to ensure that the Contractor is covered by Chapter 443 Non-Premium Aviation Insurance without delay while operating CRAF-like missions to which Non-Premium 443 applies or in the event of CRAF activation.

H-6. RESPONSIBILITY FOR GOVERNMENT CARGO

a. Property (hereinafter referenced in this paragraph as Government cargo) placed in Contractor's possession for the sole purpose of air transportation shall not be deemed to be Government Property within the meaning of the Government Property Clause. Government cargo, within the meaning of this paragraph, does not include passenger baggage.

b. The Government hereby relieves the Contractor of liability for loss of, or damage to, any and all Government cargo transported by the Contractor in performance of this contract, except such loss, destruction and damage resulting from the willful misconduct or lack of good faith of any of the Contractor's managerial personnel, as defined in the contract clause entitled "Government Property," and except as outlined in Section C, PWS, Section 1, paragraphs 1.3.11. and 1.3.11.1 :

To the extent insurance required by paragraph (H-1(b)(3) or the appropriate portion of paragraph H-1c (if Combined Single Limit Liability is used), is not required for payment of 3rd parties, the contractor is required to use the balance of said insurance to reimburse the Government for cargo loss, damage, or destruction thereto

H-7. COLLECTIVE BARGAINING UNITS

a. The Contractor agrees to advise the applicable Collective Bargaining Units of the contract requirements set forth in Section C, PWS, Section 4, paragraphs 4.6 - 4.6.4 and Appendix 5, paragraph 3.5.

b. The Contractor agrees to provide the Contracting Officer, upon request, a copy of any Collective Bargaining Agreement applicable to employees performing on this contract.

H-8. LEGAL DOCUMENTS

The Contractor shall submit, simultaneously with its transfer to the DOT, one copy to USTRANSCOM/TCAQ-C and one copy to USTRANSCOM/JA of each application, pleading, or other document submitted to said Agency by the Contractor or by any organization of which the Contractor is a member, which application, pleading, or other document pertains, directly or indirectly, to this or any other contract for air transportation to which USTRANSCOM is a party or is expected to be a party. Included among such pleadings is any pertaining to the leasing of any aircraft listed in Appendix 3A.

H-9. SUBMISSION OF COST OR PRICING DATA – FY14 CONTRACT PERFORMANCE –

INTERNATIONAL

To allow USTRANSCOM to conduct the ratemaking process for the FY14 Contract performance, contractors are required under this contract to submit cost or pricing data information necessary to establish and negotiate the FY14 uniform rate. Contractors are required to submit cost and pricing data NLT 60 days after requested by USTRANSCOM/TCAQ-P. Contractors are required to submit complete copies of leases if requested by TCAQ-P.

Refer to the FY13-17 Memorandum of Understanding to obtain the current threshold for the requirement to submit

H-11

(3) Missions awarded less than 5 days prior to the operating date and subsequently canceled will not be paid a percentage cancellation charge. The Contractor shall submit actual incurred mission costs for reimbursement consideration.

(4) Contractor may elect to accept replacement missions in lieu of a cancellation charge.

b. No Cost Cancellations

(1) The Government will accrue one no-cost cancellation per quarter (beginning Jan, Apr, and Jul) from all Contractors (in the event of a teaming arrangement, each individual member of the team) who have operated 30 or more missions during the previous quarter (Oct will be based on missions from the previous contract). These no-cost cancellations may be applied to either fixed or expansion buys.

(2) No-cost cancellations may be used by the Government in lieu of paying a cancellation charge for missions canceled with at least 7 days notice and can be used at any time during the contract periods. If a mission is canceled with less than 7 days notice, the application of a no-cost cancellation is subject to mutual agreement.

(3) No-cost cancellations will not be carried over from the current contract to the next contract.

H-17. ALLOCATION AND ORDERING OF EXPANSION AIRLIFT – INTERNATIONAL

a. Expansion requirements will be awarded, based on entitlement, to the contractor who has submitted an acceptable offer in response to the Government’s request for offers. Expansion entitlement will be calculated in the same manner as entitlement for the fixed (Section M, paragraph M-4), peacetime airlift award and as described in paragraph H-17b. Factors used to determine the acceptability of an offer include timeliness of submission, type and weight capacity of aircraft offered, date of availability, total cost of offer and contractor reliability and violation status. When two or more members of a Teaming Arrangement (TA) make acceptable offers for the same expansion requirement, the TA agent will determine which contractor will perform the mission.

b. Awards will take into consideration factors serving the best interests of the Government and the Commander’s intent and the National Defense Authorization Act’s (NDAA) direction to utilize modern, fuel efficient aircraft to the maximum extent possible. Based on this guidance, utilization of modern, fuel efficient aircraft may take precedence over entitlement. Awards for expansion business will be allocated monthly based on entitlement calculated by dividing each contractor’s mobilization value (MV) points by the total points of all entitled contractors offering in a category. Each contractor must have aircraft committed to CRAF in each category it seeks to receive entitlement/business. For example, if a contractor seeks entitlement in Large Passenger, it must have aircraft committed to CRAF in that category. Entitled contractor’s MV points will be recalculated by the Government at the beginning of the option year, to adjust for any aircraft offered by new contractors or for replacement aircraft committed by contractors during the contract period. Contractors who propose STC compliant aeromedical evacuation aircraft throughout the year will also be evaluated and entitlement recalculated by the Government at the beginning of the option year. If placing those aircraft in the aeromed program will result in exceeding the maximum of 15, a re-distribution or re-allocation of aircraft will be performed to ensure the new contractor has at least 2 aircraft in Stage II as described in Section M. Entitlement percentages will be recalculated for each category of business. New contractors committing aircraft to the CRAF after the closing of the Request for Proposal (RFP) may offer as an individual contractor, as a new TA or as an addition to an existing TA. A contractor who submits an offer after RFP closing and is awarded a contract is considered a non-entitled contractor until the recalculation of MVP at the option year is completed. Prior to recalculation, the contractor will be considered for expansion business only if no acceptable offers are received from entitled contractors. If more than one non-entitled contractor offers on an expansion requirement, award will be made to the contractor who has committed the most aircraft in wide body equivalents to the CRAF. Recalculated entitlement percentages shall be utilized for expansion awards only. The Contracting Officer will attempt to make awards commensurate to every contractor’s entitlement each month; however, the Government is not obligated to ensure individual contractors meet or exceed their entitlement each month. Expansion entitlement not received in one month may not be carried over to a future month.

c. Task Orders. The Government will request and contractors shall submit offers for expansion airlift

H-17

(f) Casualty assistance (mortuary services) on a reimbursable basis;

(g) Routine medical care on a reimbursable basis for U.S. citizens and emergency medical care on a reimbursable basis for non-U.S. citizens;

(h) Dental care (limited to relief of emergencies) on a reimbursable basis;

(i) Department of Defense Dependent Schools on a space-available and tuition-paying basis;

(j) Postal support, as authorized by military postal regulations (Article I(b) personnel/dependents and Article XIV personnel only);

(k) Local recreation services on a space-available basis;

(l) Issuance of U.S. Forces, Japan Operator’s Permit (Article I(b) personnel/dependents and Article XIV personnel only);

(m) Issuance of vehicle license plates (Article I(b) personnel/dependents and Article XIV personnel only).

H-23. PROPOSAL (COST PACKAGE) PREPARATION USING THE UNIFORM SYSTEM OF

ACCOUNTS

The contractor shall prepare the proposal for the contract and modifications thereto using accounting practices that:

(i) Comply with pronouncements of the Uniform System of Accounts (USAR) reported to Department of Transportation (DOT) IAW 14 Code of Federal Regulations (CFR) 241; USTRANSCOM ratemaking procedures contained in carrier cost package instructions; and USTRANSCOM Roundtrip (S1)/One-way (S2) monthly mileage fuel reports and

(ii) Are consistent with the contractor’s written and established practices for measuring, assigning and allocating costs.

H-24. ASSURED BUSINESS

Department of Defense (DOD) CRAF Assured Business Authority as Described in the FY2009 National Defense Authorization Act (NDAA): Awards for assured business will be allocated based on entitlement calculated by dividing each contractor's mobilization value (MV) points by the total points of all entitled contractors offering in the passenger and cargo category. Included in the Assured Business guarantee is the total FY13/14 fixed buy award per contract.

H-25. REIMBURSABLE SUBMISSION

Requests for reimbursables under SLINs 0001AA/1001AA and 0001AB/1001AB will be rounded to the nearest whole dollar and submitted to the contracting officer for review and approval as stated below. All requests shall be direct costs excluding any indirect charges such as G&A and profit.

a. Transportation Tax; Head Tax; Custom Charges will be requested through Wide Area Work Flow based on actual charges as outlined in 19 USC 58c; Immigration Charges as outlined in 8 USC 1356(d); Animal and Plant Health Inspection Service Fee as outlined in 7 CFR Part 354 (passenger fee only), and Federal Inspection Station Fee. Review and approval by the contracting officer will be based on government acceptance of actual passenger head counts as verified in GDSS.

b. Demurrage will be paid on completed cargo missions when departure is delayed over 3 hours beyond scheduled block time and the delay is Government controlled (See paragraph F-4). Evaluation of request will be determined based on contractor submitted and government validation of actual mission details and

I-7

(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 5 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.

I-6. FAR 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 after 30 Sep 13, following the option period through 30 Sep 14, or if the contract is extended in accordance with 52.217-8 or the period of CRAF activation plus 6 months if applicable.

I-7 FAR 52.217-5 EVALUATION OF OPTIONS (JUL 1990)

Except when it is determined in accordance with FAR 17.206(b) not to be in the Government’s best interests, the Government will evaluate offers for award purposes based on percentage of entitlement and each carrier’s aircraft capability to execute fixed buy requirements for FY13/FY14. The same fixed buy percentage of the team or individual carrier’s entitlement for FY13 will be applied to FY14. Evaluation of options will not obligate the Government to exercise the option(s).

I-8. FAR 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of services for a maximum of six (6) months and the USTRANSCOM Uniform Rate for the current fiscal year shall apply. In the event the Government exercises this option, prices shall be determined in accordance with paragraph B-3. This option may be exercised more than once, but the total extension of performance hereunder shall not exceed six (6) months. The Contracting Officer may exercise the option by written notice to the Contractor not later than 30 days prior to expiration of the contract.

I-9. FAR 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within __60_days__ [insert the period of time within which the Contracting Officer may exercise the option]; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least ___ days [60 days unless a different number of days is inserted] before the contract expires. The preliminary notice does not commit the Government to an extension.

K-7

INTERNATIONAL ONLY

NOTICE OF USE

OF

MOBILIZATION VALUE POINTS (MVPs)

I ____________________________________(Name), ________________________________(Title), for _______________________________(Flyer) hereby provide notice that on _____________(Date), _______________________________(Seller) has authorized ____________________________(Flyer) the use of MVPs for the following aircraft in obtaining entitlement for the FY13/14 International CRAF contract. The aircraft from which the MVPs were derived are as follows:

AIRCRAFT

TAIL NUMBER

I further represent that:

(1) Except as specified in the contract, the use of these points is irrevocable and is for the entire period of the FY13/14 contract to include any option exercised for peacetime business (except in the event of CRAF activation, when MVPs will revert to the Seller for the entire period of the activation).

(2) ___________________(Flyer) is committing its own aircraft to the CRAF Program in the minimum amounts required to be a CRAF Contractor and is otherwise eligible to participate in these contracts. (Currently the minimum amounts required to be a CRAF Contractor are 30 percent of a Contractor's passenger fleet or 15 percent of a Contractor's cargo fleet in wide-body equivalents. A Contractor operating both cargo and passenger aircraft must commit the minimum from each type of aircraft.)

(3) ______________________ (Flyer) hereby certifies thatSeller, and its affiliates, agents and contractors, are not charging or will otherwise receive a commission, bonus, benefit, fee, charge or any other type of consideration as compensation for the transfer of mobilization value points greater than 5% of the Government payments actually generated by the MVP points transferred.

FLYER________________________________

SIGNATURE _________________________________

TITLE _______________________________________

DATE OF EXECUTION ________________________

K-8

INTERNATIONAL ONLY

NOTICE OF TRANSFER

OF

MOBILIZATION VALUE POINTS (MVPs)

I, ____________________________________________(Name, title) hereby provide notice that _________________________(Seller) has committed ___________(number) aircraft to the CRAF Program for FY13/14 and has on ___________________(Date) received confirmation from USTRANSCOM/TCAQ-C of ______(To be completed at time of award.) mobilization value points for said commitment. I further represent that:

(1) The following MVPs identified by the aircraft number, to which they pertain have been transferred to *__________________________(Flyer) for their exclusive use in obtaining entitlement under the FY13/14 Long- Range Entitlement contract(s) administered by USTRANSCOM;

AIRCRAFT

TAIL NUMBER

(2) The transfer of said points is irrevocable for the entire period of the FY13/14 contract to include any option exercise for peacetime business (except in the event of CRAF activation, when MVPs will revert to the Seller for the entire period of the activation);

(3) The purpose of this transfer is for the purpose stated herein and in no way affects _____________________(Seller's) responsibilities or commitments under the CRAF contract with the Government;

and

(4) ______________________ (Seller) hereby certifies that Seller, and its affiliates, agents and contractors, are not charging or will otherwise receive a commission, bonus, benefit, fee, charge or any other type of consideration in return for the transfer of mobilization value points to the Flyer greater than 5% of the Government payments actually generated by the MVP points transferred.

(5) The transfer has been approved by the appropriate authorities of _______________________(Seller).

SELLER__________________________

SIGNATURE____________________________

TITLE_________________________________

DATE OF EXECUTION__________________

* In the event that aircraft MVPs are transferred to more than one carrier, a separate notice must be submitted for each.

L-6 than small business concerns, intending to perform peacetime fixed or expansion business.

(14) International offerors may be required to submit cost and pricing data in support of CLINS other than those priced at the USTRANSCOM Uniform Negotiated Rate (See Sec B).

(15) Fuel Purchase Agreement. If an Offeror desires to purchase fuel on credit from the Defense Energy Support Center, a copy of the Fuel Purchase Agreement with accompanying Tax Exemption certificate (Attachment 10) must be completed.

(16) For aircraft offered to the Aeromedical Evacuation Segment, submit a statement on company letterhead certifying that all submitted and listed aircraft are in current compliance with the requirements of the Aeromedical Evacuation Ship Set (AESS) Supplemental Type Certificate, SA5039SW-D, and the associated L-3 Communications Integrated Systems (L-3/IS) documentation including specification 89CD0161 Rev N (or the most current revision thereto) and L-3/IS drawing 7590ICD00001 Rev R (or the most current revision thereto). Note that the aircraft which are approved for the installation of the AESS are listed in document 89CD0161.

(17) If an offeror is not presently performing under an International CRAF contract, a copy of the current Memorandum of Understanding regarding the ratemaking process.

(18) Information Assurance & Cyber Security. The offeror shall submit an Information Assurance Report that describes their environment for adequately safeguarding DOD non-public information resident on or transiting on the contractor's unclassified information systems from unauthorized access and disclosure. Protection measures applied should consider the risks (i.e. consequences and their probability) of loss, misuse, unauthorized access, or modification of information. The report shall also address the SANS (SysAdmin, Audit, Network, Security) Institute's Twenty Critical Security Controls for Effective Cyber Defense: Consensus Audit Guidelines (http://www.sans.org/critical-security-controls) and be provided in accordance with the template at Appendix 3I to the PWS. Offerors may provide additional information to support their security posture.

(c) The aircraft listed in Appendix 3A to this Solicitation must be of United States registry, suitable for CRAF allocation and must be subject to the contractor's control as of the date of its offer. Refer to Section M-5, paragraph c, “Acceptance Criteria” and Attachment 1 (PWS) Section 4.1, paragraph 4 for specific control of aircraft requirements.

(1) The aircraft listed on Appendix 3A must be exclusive of those the offeror (1) is offering under the AMC solicitation for the Alaskan Section of the National Segment of CRAF or (2) has committed to other contracts for air transportation that overlap the effective dates of this contract.

(2) MV points for international business will not be awarded for any aircraft offered to the program that causes the cumulative WBE to exceed 115% of the Stage III maximum WBE identified in Paragraph M-5b. EXCEPTION:

New entrants will be allowed to enter the program during the year and will have one aircraft assigned to Stage III only with an MV point value of 25% of the earned mobility value.

(3) Aircraft not scheduled to be in the contractor's fleet at the start of the contract period may be offered to CRAF after the start of the contract when the aircraft becomes available for CRAF. Those aircraft shall be added to Appendix 3A and mobilization value points will be recalculated by the Government at the beginning of each quarter and issued via modification after contract award. Quarterly aircraft additions will be allowed only if an approximately equal amount of a carrier’s WBE is removed from assignment to the applicable section.

(4) Aircraft scheduled to transfer between two CRAF member carriers after the date of offer may receive full mobilization value points, which will be allocated to the original carrier. Once the aircraft has changed possession, the losing carrier must delete the aircraft from its offer and the receiving carrier may then add the aircraft within the limitations of the above paragraph (3).

(d) Offeror must demonstrate by evidence of ownership, lease arrangements or lease purchase agreements that the aircraft identified by FAA registration number under Appendix 3A (or any replacement aircraft satisfactory to the Air

L-7

Force) are, as of the date of this offer, subject to its control and that the duration of this control is sufficient to cover the term of the commitment. (See subparas (e)(2) and (e)(3) below). Proof of aircraft control (lease arrangements or lease purchase agreements) will be furnished if requested by the Contracting Officer. Control of aircraft will not be considered satisfactory if the lease or lease purchase agreement merely grants the right to the lessee to use subject to termination at will by the lessor or lessee. However, leases or agreements may be subject to cancellation and withdrawal of the aircraft if the lessee willfully breaches or fails to make rental or purchase payments, but in such case the lessee shall give notice in writing to the Contracting Officer no later than two (2) working days from receipt of cancellation notification or withdrawal of aircraft. Contractor shall submit with his offer a Statement of Offeror's Counsel dated as of the offer submission date in accordance with page K-9, Statement of Lease Conformance and page K-11, Statement of Offeror Regarding Lease Renewal/Purchase.

(e) Contractor Team Arrangement Agreements. The term Contractor Team Arrangement as used in this contract includes any and all permissible team arrangements identified in the Federal Acquisition Regulation and supplements thereto. Any teaming arrangements proposed for fulfillment of the requirements of this contract are subject to approval by the Government. All teaming arrangements must be documented and defined in a teaming arrangement agreement or similar document that defines the roles, responsibilities, and relationships of the parties thereto. All agreements shall be signed by all parties thereto. Contractor Team Arrangement Agreements must be submitted to USTRANSCOM/TCAQ-CP no later than noon local time on Friday, 1 June 2012.

Agreements submitted beyond such date may be reason for Contractor Team Arrangement non-approval. To be approved, a Contractor Team Arrangement must demonstrate a benefit to the Civil Reserve Air Fleet (CRAF) capability. The following items are required to be evident in any Contractor Team Arrangement agreement submitted for CRAF participation:

(1) One designated and authorized party to represent and bind the Contractor Team Arrangement in its dealings with the Government. This party shall submit and negotiate offers on basic and expansion for all members of the contractor team arrangement. This includes, but is not limited to, scheduling and agreement on all scheduled missions.

In addition, primary team representatives may designate individual carrier representatives to negotiate reroutes and expansion business, and to sign modifications affecting reroutes or expansion business. Proposals that are part of a teaming arrangement shall be submitted as a single entity.

(2) The term of the agreement shall correspond to the contract terms and period. This means the entire period of the contract plus six (6) months and the entire period of any CRAF activation plus up to six (6) months thereafter.

(3) The agreement should evidence the commitment of aircraft by tail number for the entire periods stated in subparagraph (2) above.

(4) Shall include a provision that a flyer will not be required to pay a commission* associated with their mission revenues** with a value in excess of 5% of the Government payments actually received by the Flyer from the fixed or expansion buy missions (less euro-control) awarded. Commissions paid back to team members will not exceed the total cumulative amount paid into the team through commissions.

The team arrangement agreement shall include a provision that any team member may seek legal and/or equitable relief in the courts to enforce the 5% limitation or otherwise specify how the parties may enforce the agreement.

On a quarterly basis, the team arrangement lead shall provide a commission rate report to reflect commission revenues paid/received per Appendix 3, paragraph 15. Each Team lead, shall submit a quarterly commission rate report to USTRANSCOM in the format shown in Appendix 3, Paragraph 5; such reports shall be due not later than the 30th business day following each January 1, April 1, July 1 and October 1. Such reports shall be treated by USTRANSCOM as commercial and financial information.

*Commission: fee, bonus, administrative fee, overhead fee or any other type or combination of consideration

**Revenue: Mission price less euro-control, government fees, taxes, and customs that are reimbursable per the contract.

(5) The agreement shall not have any terms contrary to the terms of the contract.

M-11 long as the CRAF is activated plus up to 6 months thereafter.

(iv) Aircraft wet leased to foreign contractors may be given full MV credit for such aircraft to the lessor only if the lease contains recapture provisions satisfactory to enable the offering carrier to recover the aircraft in the event of CRAF activation. The wet leases must be submitted to USTRANSCOM/TCAQ-C for review and approval at least 10 working days prior to submission of proposals for each contract period.

(v) Aircraft dry leased or wet leased without recapture provisions are not eligible for acceptance into the

CRAF.

(vi) To the extent that convertible aircraft are not needed to meet cargo requirements for Stages I and II, they will be eligible for acceptance to meet passenger requirements.

e. Mobilization Value Point (MVP) Bonuses: MVP is earned based on the relative value of long- and short-range international and aeromedical evacuation aircraft compared to a base aircraft as defined in paragraph L-7(b)(1).

Bonuses are computed as outlined below:

(1) Long-Range International and Aeromedical Evacuation-assigned aircraft will receive additional range/payload MVP credit relative to each aircraft’s capability to transport 75% of the maximum ACL beyond the minimum distance of 3,500 NMs, referred to as Productive Payload Range (PPR). Capability is determined by using aircraft performance data provided by the carrier and the aircraft manufacturer. Bonus results are determined by AMC/A3BC and all calculations are final. Range/payload bonus formula is as follows:

MV Points x (PPR – 3500) x 0.00013334

(2) Cargo and passenger aircraft offered and accepted for International Long-Range Passenger or Cargo Stage I will receive ten (10) times MVP credit after any, and all, bonuses have been applied. Convertible aircraft may be used in either passenger or cargo configuration and will be eligible to receive MVP only in the configuration volunteered by the contractor and accepted by the Government.

(3) Cargo and passenger aircraft offered and accepted for Stage II will receive two (2) times MVP credit after any, and all, bonuses have been applied. Convertible aircraft may be used in either passenger or cargo configuration and will be eligible to receive MVP only in the configuration volunteered by the contractor and accepted by the Government.

(4) Cargo and passenger aircraft offered and accepted for Stage III will receive single MVP credit. Convertible aircraft may be used in either passenger or cargo configuration and will be eligible to receive MVP only in the configuration volunteered by the contractor and accepted by the Government.

(5) AE STC-compliant B-767 aircraft offered and accepted for the Aeromedical Evacuation segment will receive one and a half (1.5) times MVP credit. MVP adjustments appropriate to stage assignment will also be applied, as applicable and defined above.

(6) Flyer Bonus Computation (applicable to the international long-range segment only):

(i) Designed to reward carriers that perform peacetime business for USTRANSCOM and AMC.

(ii) Carrier will receive an MV bonus based upon the number of long-range passenger and cargo missions only performed during the period 1 July 11 through 30 Jun 12, for FY14 the period will be 1 July 12 through 30 June 13). TCAQ-C will utilize the reliability mission counts. Bonus will be determined as follows: legacy aircraft will not receive an MV flyer bonus. Modern aircraft will receive an MV flyer bonus of .75 times the number of long-range missions. International long-range legacy aircraft are considered to be the following: DC-8, DC-10, and B747-100/200/300 series aircraft. This factor will be added to the carrier’s baseline MV to determine the carrier’s final MV points.

M-6. AWARD OF MINIMUM GUARANTEE (FIXED AWARD)

Page 1 of 47 Attachment 1 16 April 2012

PERFORMANCE WORK STATEMENT

FOR

AIRLIFT SERVICES

IN SUPPORT OF THE

DEPARTMENT OF DEFENSE

AND THE

CIVIL RESERVE AIR FLEET

SECTION 1

DESCRIPTION OF SERVICES

1.0. DESCRIPTION OF SERVICES: In support of the National Defense Authorization Act and to provide for a future viable CRAF program, this contract will provide additional incentives to airlines performing missions with modern, fuel efficient and reliable aircraft. As such, the contractor (or in the case of a contractor Team Arrangement (TA), the entity of the contractor TA operating the aircraft) shall provide all personnel, training, supervision, fully operational equipment, facilities, supplies and any items and services necessary to perform international long-range and short-range airlift services during peacetime and both international and domestic airlift services during Civil Reserve Air Fleet (CRAF) activation in support of the Department of Defense (DOD), unless otherwise specified in this Performance Work Statement (PWS) as Government-furnished materials or services. The Government shall be given full use of the entire aircraft, unless otherwise stated. All aircraft utilized shall be licensed, operated and maintained in accordance with all applicable rules and regulations of the Federal Aviation Administration (FAA) and Department of Transportation (DOT). In addition, all applicable rules and regulations of the United States Department of Agriculture (USDA), as well as requirements of the International Air Transport Association (IATA), shall apply. The aircraft will not be considered public aircraft while performing missions under this contract.

Services under this contract shall include passenger, cargo and aeromedical transportation.

1.0.1. CRAF PROGRAM. The CRAF Program is a national plan, based on the Defense Production Act of 1950 and Executive Order 12656, to utilize aircraft resources of U.S. air carriers, when needed to support DOD airlift requirements in an airlift emergency or national emergency. The CRAF is composed of U.S. registered aircraft owned or controlled by U.S. "air carriers" specifically allocated (by FAA registration number) for this purpose by the DOT. As used in this contract, CRAF aircraft are those allocated aircraft, which the carrier owning or otherwise controlling them, has contractually committed to the DOD, under stated conditions, to meet varying emergency needs for civil airlift augmentation of the military airlift capability. The contractual commitment of the aircraft includes the supporting resources required to provide the contract airlift. In return for a commitment to the CRAF program, airlines are afforded access to day-to-day business under this and/or other various DOD contracts.

1.0.2. CRAF ACTIVATION. The activation of CRAF is accomplished and managed as described in Appendix 5.

The Contractor grants the Government the unilateral right to require the airlift service to be performed hereunder up to and including the full capacity of all aircraft listed in Appendix 3A.

1.0.2.1. STAGE I – COMMITTED EXPANSION. Stage I may be activated for a minor regional contingency or other situation when AMC organic airlift resources cannot meet both deployment and other airlift requirements simultaneously. The Commander, USTRANSCOM may activate this Stage upon approval of the Secretary of Defense (SECDEF).

1.0.2.2. STAGE II – DEFENSE AIRLIFT EMERGENCY. This is CRAF capability made available during a major theater war involving U.S. Military Forces, in case of national emergency or other domestic instances when called upon and approved by the appropriate levels of government, or when organic aircraft alone cannot provide the airlift needed for DOD operations. The Commander, USTRANSCOM may activate this Stage upon approval of

SECDEF.

1.0.2.3. STAGE III – NATIONAL EMERGENCY. Stage III is activated for multiple major theater wars or other emergencies requiring mobilization of all DOD resources, including the total CRAF airlift capability, for worldwide emergency operations involving U.S.