RFP N00033-09-R-8005.doc

Section SF 1449 - CONTINUATION SHEET

BASE PERIOD

FFP

PERIOD OF PERFORMANCE FROM 01 OCTOBER 2009 - 30 SEPTEMBER 2010.

See Attachment B.

FOB: Destination

NET AMT

OPTION PERIOD ONE

PERIOD OF PERFORMANCE FROM 01 OCTOBER 2010 - 30 SEPTEMBER 2011.

NET AMT

OPTION PERIOD TWO

PERIOD OF PERFORMANCE FROM 01 OCTOBER 2011 - 30 SEPTEMBER 2012.

NET AMT

OPTION PERIOD THREE

PERIOD OF PERFORMANCE FROM 01 OCTOBER 2012 - 30 SEPTEMBER 2013.

NET AMT

OPTION PERIOD FOUR

PERIOD OF PERFORMANCE FROM 01 OCTOBER 2013 - 30 SEPTEMBER 2014. See Attachment B.

NET AMT

MINIMUM AND MAXIMUM

As referred to in paragraph (b) of the “Indefinite Quantity” clause of this contract, the contract minimum and maximum quantities are as follows:

(a) MINIMUM: The Government agrees to order a minimum of $20,000.00 of supplies and services under this contract.

(b) MAXIMUM: The maximum quantity that can be ordered during any contract period shall equal the sum of the value (inclusive of any product changes) of the contract period then current and the value of all previous contract periods, if any, plus ten (10%), less the total value of all orders placed during all previous contract periods.

LIST OF EXHIBITS/ATTACHMENTS

BLOCK 20 ADDENDUM

PERIODS OF PERFORMANCE

Electronic mail and facsimile are acceptable forms of transmission for all Orders, Modifications, and correspondence issued under this Contract. Orders may be issued orally; however, orally issued orders will be followed up with a written order within three business days.

STATEMENT OF WORK

Table of Contents

1.0 General

1.1 Glossary of Terms Used in the Statement of Work

2.0 Lube Oil and Fuel Oil Sampling and Handling Products

2.1 Lube Oil Sampling Materials

2.1.1 Lube Oil Sample Bottle Kit

2.1.2 Lube Oil Sample Mailer Kits

2.1.3 Mailer Kit Fees

2.1.4 Fluid Sampling Pump Kit

2.1.5 Oil Sample Tubing

2.2 Lube Oil Handling Equipment

2.2.1 Lube Oil Filter Cart

2.2.2 Phosphate Ester Oils Filter Cart with Viton O-Rings

2.2.3 10-Micron Water Absorbing Filter

2.2.4 3-Micron Synthetic Glass Filter

2.2.5 12-Micron Phosphate Ester Filter

2.2.6 3-Mictron Phosphate Ester Filter

2.3 MARPOL 73/78 Annex VI Fuel Sampling Materials

2.3.1 Fuel Sample Bottle Kit

2.3.2 Cubitainer Kit

2.3.3 Fuel Sample Storage Cabinet

2.3.4 Fuel Sample Bottle Mailer Kits

3.0 Shipboard Test Equipment, Reagents, and Maintenance

3.1 Fuel Oil Test Equipment

3.2 Lube Oil Test Center

3.3 Lube Oil Test Center Components

3.4 Lube Oil Test Center Consumables

3.5 Lube Oil Test Center Training CD

3.6 Lube Oil Test Center Maintenance

3.7 Lube Oil Test Center Viscosity Tester

4.0 Key Personnel

4.1 Key Personnel Minimum Qualifications

4.2 Substitution of Key Personnel

4.3 Key Personnel Resumes

5.0 Program Management

5.1 Program Management Staff

5.2 Working Hours

5.3 Semi-Annual Business Meeting

5.4 Program Office

5.5 Product Handbooks

5.6 Order Status Reporting

5.7 Weekly TDL Report

6.0 Other Services

6.1 Phase-in Services

6.2 Phase-out Services

7.0 Management, Handling, Transportation, Recycling & Disposal of Hazardous Material and Hazardous Waste

7.1 Material Safety Data Sheets

8.0 Packaging and Marking

8.1 General

9.0 Product Substitution/Technology Improvement

9.1 Permanent Product Substitutions

9.2 Approval for Product Substitution

9.3 Limits for Product Substitution

9.4 Technology Improvements

10.0 Delivery of Goods and Services

10.1 Delivery Verification

10.2 Required Time and Place of Delivery/Performance

10.3 Products Found at Delivery in Leaking, Broken, or Less than 50% Shelf Life for Reagents

11.0 Contract Administration Data

11.1 Contracting Officer’s Representative (COR) – Functions and Limitations

11.2 Ordering Officer(s) (OOs)

12.0 Special Contract Requirements

12.1 Delivery Order (DO) and Technical Direction Letter (TDL) Procedures

12.2 Other Direct Cost (ODC) Provision

12.3 Licenses, Permits, Precautions

FUEL OIL AND LUBE OIL HANDLING EQUIPMENT

STATEMENT OF WORK

1.0

GENERAL

The Military Sealift Command (MSC) requires fuel oil and lube oil sampling materials and testing equipment to support the Command’s fuel oil and lube oil analysis testing programs. The Government is contracting not only for specific products and services, but also for the availability and delivery of these products and services on a worldwide basis within the time constraints defined by this Contract. The Contractor shall provide products and services, on a worldwide basis, for MSC ships and any other Government owned or Government chartered ships as directed.

1.1 Glossary of Terms Used in the Statement of Work:

The following definitions apply to the terms used in this statement of work:

API ‑ American Petroleum Institute. This institute sets the standards for measuring oil characteristics including API gravity.

ASTM ‑ American Society of Testing and Materials: ASTM D-288 is used for standard definitions of terms relating to Petroleum and standards for new and used testing lubricants.

COR ‑ Contracting Officer’s Representative

DI ‑ Data Item

DO ‑ Delivery Order

Domestic Mailer ‑ Ensures delivery to destination within twenty-four (24) hours within the Contential United States.

F.O. ‑ Fuel Oil which includes distillate, intermediate, or heavy fuel components.

GFM ‑ Government Furnished Material

International Mailer ‑ Ensures delivery to destination in seventy-two (72) hours from International locations to the United States.

ISO ‑ International Standards Organization. ISO Standard 3448 is used to define oil viscosity grades.

L.O. ‑ Lubricating Oil (paraffinic, naphthenic, synthetic)

MARPOL – Maritime Pollution Act

MSDS ‑ Material Safety Data Sheets

ODC ‑ Other Direct Costs

PSI – Pounds per square inch

PVC – Polyvinyl Chloride

SRI ‑ Summary Receipt Information

TDL ‑ Technical Direction Letter

2.0

LUBE OIL AND FUEL OIL SAMPLING AND HANDLING PRODUCTS

The Contractor shall provide the following products to all named ports listed in Table 1 of Attachment (A) by the delivery timeframes listed in Table 2 of Attachment (A), unless otherwise specified within the orders.

The shipping address and account information for all pre-addressed mailers for lube oil and fuel oil kits will be provided within thirty (30) days after award. The fuel oil mailer fees will be paid by MSC’s fuel lab.

2.1 Lube Oil Sampling Materials:

2.1.1 Lube Oil Sample Bottle Kit. The Contractor shall provide lube oil sample bottle kits. Ten (10) lube oil sample bottle kits equate to one (1) case. The majority of the order requirements will be for a case. Each kit shall contain the following:

2.1.1.1. Lube Oil Sample Bottles. Twenty (20) 4-oz sample bottles (metric equivalents are acceptable) constructed of clear plastic. The sample bottles shall not collapse when subjected to a minimum of four (4) inches of mercury (Hg) vacuum.

2.1.1.2. Sample Bottle Labels. Five (5) label sheets of Avery Paper number 5163 or equivalent.

2.1.1.3. Lube Oil Sample Shipping Container and Pre-Addressed Mailers. A Lube Oil Sample Shipping Container capable of holding a minimum of twenty (20) sample bottles. The shipping container shall contain materials sufficient to double wrap each sample bottle (a container within a container with absorbent material). One (1) International, one (1) Domestic, and one (1) USPS Priority pre-addressed mailer shall be included in each lube oil sample bottle kit. All shipping containers must meet minimum requirements of Paragraph 8.0.

2.1.2 Lube Oil Sample Mailer Kits. The Contractor shall provide pre-addressed mailers kits comprised of ten (10) pre-addressed mailers each. The shipping address shall be preprinted on the following three (3) mailer kit types.

2.1.2.1 Domestic Mailer Kit: Ten (10) Domestic mailers.

2.1.2.2 International Mailer Kit: Ten (10) International mailers.

2.1.2.3 USPS Priority Mailer Kit: Ten (10) USPS Priority Mailers.

2.1.3 Mailer Kit Fees. The Government shall reimburse the Contractor for the shipping costs associated with the use of lube oil mailer kits. The Contractor shall invoice these costs on a monthly basis. The invoice shall have a detailed list of each ship and the related cost of the shipment. Additionally, the Contractor shall list any tracking numbers or reference numbers associated with that delivery. No additional fees shall be authorized on this item.

2.1.4 Fluid Sampling Pump Kit. The Contractor shall provide a fluid sampling pump kit. The fluid sampling pump kit shall be placed in a container that is clearly marked as a “Fluid Sample Pump Kit” and shall meet all commercial Domestic and International Post Office requirements for shipment worldwide. The Fluid Sampling Pump Kit shall contain the following:

2.1.4.1 A standard manual vacuum pump. The vacuum pump shall be of such a design that all sampling bottles provided under Paragraph 2.1 can be attached to the vacuum pump.

2.1.4.2 A minimum of one (1) 500ml flushing bottle that attaches to the vacuum pump.

2.1.4.3 Thirty (30) meters of sampling hose that can be attached to the vacuum pump.

2.1.4.4 Sample port adapters that can be attached to both the sampling hose and the various sampling ports. Barbs for 1/4-inch, 5/16-inch, and 1/2-inch outside diameter shall be provided.

2.1.5 Oil Sample Tubing. The Contractor shall provide thirty (30) meters of 1/4-inch plastic tubing.

2.2 Lube Oil Handling Equipment:

The Contractor shall provide shipboard lube oil handling equipment for the purpose of maintaining the cleanliness of new and used oil.

2.2.1 Lube Oil Filter Cart. The Contractor shall provide a lube oil filter cart for standard oil up to 100 centistokes (cSt) with the following salient characteristics:

2.2.1.1 3/4-horsepower, geared pump, with a minimum pumping rate of 10 GPM, 115 Volt, 10-12 AMP, single phase motor. The pump discharge shall have a relief setting of approximately 60-PSI.

2.2.1.2 50-foot electric cord

2.2.1.3 12-foot wire-reinforced PVC hose with 3-foot metal wands with a maximum of a 1-inch suction and 3/4-inch discharge hose

2.2.1.4 Maximum of 25 PSI by-pass on both filters. Each filter shall have a differential pressure gauge with a mid-range reading of 20-30 PSI. The minimum full range reading on the gauges shall be 0-70 PSI.

2.2.2 Phosphate Ester Oils Filer Cart with Viton O-Rings. The Contractor shall provide a Phosphate Ester Oils (Fryquel 220 mlt oil) Filter Cart with the following salient characteristics:

2.2.2.1 3/4-horsepower, geared pump, with a minimum pumping rate of 10 GPM, 115 Volt, 10-12 AMP, single phase motor. The pump discharge shall have a relief setting of approximately 60 PSI.

2.2.2.2 50-foot electric cord

2.2.2.3 12-foot wire reinforced PVC hose with 3-foot metal wands with a maximum of a 1-inch suction and 3/4-inch discharge hose

2.2.2.4 Maximum of 25 PSI by-pass in both filters. Each filter shall have a differential pressure gauge with a mid-range reading of 20-30 PSI. The minimum full range reading on the gauges shall be 0-70 PSI.

2.2.3 10-Micron Water Absorbing Filter. The Contractor shall provide a 10-micron water absorbing filter.

2.2.4 3-Micron Synthetic Glass Filter. The Contractor shall provide a 3-micron synthetic glass filter (spin-on).

2.2.5 12-Micron Phosphate Ester Filter. The Contractor shall provide a 12-micron phosphate ester filter (spin-on).

2.2.6 3-Micron Phosphate Ester Filter. The Contractor shall provide a 3-micron phosphate ester filter (spin-on).

2.3 MARPOL 73/78 ANNEX VI Fuel Sampling Materials: The Contractor shall provide the following fuel sampling materials to meet MARPOL 73/78 ANNEX VI fuel sampling requirements.

2.3.1 Fuel Sample Bottle Kit.

Each Fuel Sample Bottle Kit shall contain the following items:

2.3.1.1 Forty (40) 750ml sample bottles with protective caps able to accommodate two seals.

2.3.1.2 Forty (40) self-adhesive sample labels clearly indicating the specific type of label: ten (10) MARPOL-compliant labels, ten (10) Supplier labels, ten (10) Re-Test labels, and ten (10) Fuel Quality Test labels. The requirements for the Re-Test and Fuel Quality Test labels are:

(a) Vessel/Installation Name

(b) Bunker Date

(c) Port/Location

(d) Supplier

(e) Sampling Point

(f) Sampling Method

(g) Seal Number(s) – affixed to bottle

2.3.1.3 Thirty-Six (36) pre-addressed fuel oil mailers: twelve (12) International, twelve (12) Domestic, and twelve (12) USPS Priority.

2.3.1.4 Ten (10) individual shipping boxes for mailing samples to the MSC-designated fuel laboratory. All shipping containers shall meet the minimum requirements of Paragraph 8.0.

2.3.1.5 Ten (10) Instruction Sheets for shipping fuel samples to the MSC Fuel Laboratory.

2.3.1.6 Forty (40) serialized seals that fit the protective caps.

2.3.2 Cubitainer Kit. The Contractor shall provide a cubitainer kit that fits a sample flanges with a thread size of 38mm. Each kit shall contain the following items:

2.3.2.1. Ten (10) 1-gallon disposable cubitainers with caps

2.3.2.2. One (1) spout

2.3.3 Fuel Sample Storage Cabinet. The Contractor shall provide a cabinet which can hold at least thirty-six (36) 750ml fuel sample bottles.

2.3.4 Fuel Sample Mailer Kits. The Contractor shall provide pre-addressed mailers kits comprised of ten (10) pre-addressed mailer kits. These addresses shall be preprinted on the following three (3) mailer kit types.

2.3.4.1 Fuel Oil Domestic Mailer Kit. Ten (10) Domestic mailers.

2.3.4.2. Fuel Oil International Mailer Kit. Ten (10) International mailers.

2.3.4.3. Fuel Oil USPS Priority Mailer Kit. Ten (10) USPS Priority mailers.

2.3.5 Mailer Kit Fees. The shipping costs associated with fuel sample mailer kit use will be handled under a separate contract.

3.0 SHIPBOARD TEST EQUIPMENT, REAGENTS, AND MAINTENANCE

The Contractor shall provide shipboard lube and fuel oil test equipment. The fuel oil test equipment shall be capable of testing density. The lube oil test equipment shall be capable of testing for total base number, fresh water, viscosity of lube oil, and insolubles. The Contractor shall provide all components, reagents, and chemicals used in conducting the shipboard tests.

All reagents delivered to the Government shall have, at a minimum, 50% shelf life at the time of delivery.

3.1 Fuel Density Meter: The shipboard fuel oil testing equipment shall include, at a minimum, a density meter with the following salient characteristics:

3.1.1 Range. The meter shall have a measurement range of 0-1.000 g/cm3 at 15 degrees Celsius in vacuo, ISO 8217, fuel grades DMA to RMG.

3.1.2 Test Time. Two (2) minutes.

3.1.3 Calculations. Density in kg/m3 at 15 degrees Celsius in vacuo; centiPoise to centiStokes; calculated carbon aromaticity index.

3.1.4 Accuracy. Within +/- 0.0001 g/cm3 (800-1010 kg/m3).

3.1.5 Power supply. Battery operated.

3.1.6 Operating temperature range. 0-40 degrees Celsius (32-104 degrees Fahrenheit).

3.2 Lube Oil Test Center: The Lube Oil Center Test Center shall consist of the Kittiwake Lube Oil Test Center (OTC), an illustrated instruction manual and test center training CD, which describes how to conduct each test. The shipboard lube oil test equipment shall be have the following physical properties:

3.2.1 Capabilities. The test center shall be capable of testing oil for diesel and gas engines and turbines, as well as hydraulics and gear oils. The test center shall be capable of testing Total Base Number (0-70 TBN), Water (0-6000 ppm), Insoluble Index (0-3/5%), and Viscosity (lube and residual fuel) (20-800 cST).

3.2.2 Power supply. The test center shall be capable of running on auto-selected 110/240 VAC.

3.2.3 Dimensions. The test center shall be 57.5 cm x 36 cm x 31 cm.

3.2.4 Weight. The test center shall not exceed 18 kg.

3.2.5 Operating temperature range. 10-50 degrees Celsius (50-122 degrees Fahrenheit).

3.2.6 Software. Version 3.01 software.

3.3 Lube Oil Test Center Components: The Contractor shall supply the following components for the Kittiwake Lube OTC:

3.3.1 Unheated Viscometer. The viscometer shall have a test range of 20-500 cST at 40 degrees Celsius (test time – 1 minute).

3.3.2 Main Control Unit. The main control unit of the test center console shall have Version 3.01 software.

3.3.3 Water-In-Oil Test Cell. The test cell shall have a test range of 0-2.5% (test time – 3 minutes for standard and low range; test time – 7 minutes for high range).

3.3.4 TBN Test Cell. The cell shall have a test range of 0-55 mg KOH (test time – 2.5 minutes).

3.3.5 Insoluble Test Cell. The cell shall have a test range of 0-3.5% w/w (IP 316) 0-1.75% (Mobil soot index) (test time – 20 seconds).

3.4 Lube Oil Test Center Consumables: The Contractor shall provide all reagents and chemicals used in conducting the shipboard test for the Kittiwake Lube OTC.

Reagent B is considered hazardous material and all shipping costs associated with this product shall be paid in accordance with the line item in Attachment (B).

3.4.1 Kittiwake Lube OTC Reagent Pack. The Contractor shall provide the Kittiwake Lube OTC Reagent Pack, which weighs 2.5 kg. The reagent pack shall be sufficient to perform fifty (50) tests. The reagent pack has the following components:

3.4.1.1 Three (3) 10ml syringes

3.4.1.2 One (1) 500ml bottle of Reagent C

3.4.1.3 One (1) 500ml bottle of Reagent J

3.4.1.4 One hundred (100) polythene disposable gloves

3.4.1.5 One (1) TBN Cell Seal

3.4.1.6 Two (2) 500ml bottles of Reagent A

3.4.1.7 One (1) box of Reagent B which should contain fifty (50) packs *

3.4.1.8 One (1) Water Cell Seal

3.4.1.9 One (1) box of dropper pipette which should contain fifty (50) each

3.4.1.10 Three (3) bottle caps with pourers

3.4.1.11 Three (3) 5ml syringes

3.4.1.12 One (1) 10ml sample holding container

*Reagent B is hazardous material

3.4.2 Kittiwake Water-In-Oil Reagent Pack. The Contractor shall provide the Kittiwake Water-In-Oil Reagent Pack, which weighs 1.5 kg. The reagent pack shall be sufficient to conduct fifty (50) individual tests. The reagent pack has the following components:

3.4.2.1 One (1) disposable tweezers

3.4.2.2 Three (3) 5ml syringes

3.4.2.3 One (1) scissors

3.4.2.4 One hundred (100) polythene disposable gloves

3.4.2.5 One (1) box Reagent B which should contain fifty (50) packs *

3.4.2.6 Two (2) 500ml bottles of Reagent A

*Reagent B is hazardous material

3.4.3 Kittiwake TBN Reagent Pack. The Contractor shall provide the Kittiwake TBN Reagent Pack, which weighs 1.1 kg. The reagent pack shall be sufficient to conduct fifty (50) individual tests. The reagent pack has the following components:

3.4.3.1 Three (3) 10ml disposable syringes

3.4.3.2 One hundred (100) polythene disposable gloves

3.4.3.3 One (1) 500ml bottle of Reagent C

3.4.4 Kittiwake Insoluble Reagent Pack. The Contractor shall provide the Kittiwake Insoluble Reagent Pack, which weighs 1.5kg. The reagent pack shall be sufficient to conduct fifty (50) individual tests. The reagent pack has the following components:

3.4.4.1 One (1) 500 ml bottle of Reagent J

3.4.4.2 One hundred (100) polythene disposable gloves

3.4.4.3 One (1) 10ml sample holding container

3.4.4.4 Twenty-five (25) Disposable Dropper Pipettes

3.4.4.5 One (1) bottle cap with pourers

3.5 Lube Oil Test Center Training CD: Kittiwake Lube OTC Training CD shall describe and illustrate the use of the equipment and provide step-by-step instructions on conducting each test.

3.6 Lube Oil Test Center Maintenance: The Contractor shall maintain a pool of five (5) Government-furnished Kittiwake Lube Oil Test Centers that are operationally ready for issue.

3.6.1.1 Refurishment and Recalibration. Kittiwake Lube Oil Test Centers requiring maintenance shall be refurbished and recalibrated per the below description:

3.6.1.1 Case. The case (non-electronic items) and consumable items shall be inventoried and refurbished or replaced as necessary. The following items shall be checked:

3.6.1.1.1 Cell Thread Grease (1 unit)

3.6.1.1.2 Test Tube (2 units)

3.6.1.1.3 5ml Syringe (3 units)

3.6.1.1.4 10ml Syringe (3 units)

3.6.1.1.5 Scissors (1 unit)

3.6.1.1.6 Gloves (1 unit)

3.6.1.1.7 Tweezers (2 units)

3.6.1.1.8 1ml Pipette (50 units)

3.6.1.1.9 Polytop Pour Cap (3 units)

3.6.1.1.10 Allen Key 2mm (1 unit)

3.6.1.1.11 Spares Kit (1 unit)

3.6.1.1.12 Training CD (1 unit)

3.6.1.1.13 Instruction Manual (1 unit)

3.6.1.1.14 Safety Sheet (1 unit)

3.6.1.1.15 Foam OTC cut-out (1 unit)

3.6.1.1.16 Foam OTC base (1 unit)

3.6.1.1.17 Rubber Strips (4 units)

3.6.1.1.18 Ball Strainer (1 unit)

3.6.1.1.19 Beaker (1unit)

3.6.1.2 Electronic Components. Electronic components that are functional and repairable shall be refurbished and recalibrated.

3.6.1.3 Unheated Viscometer. The unheated viscometer, if functional and repairable, shall be refurbished and recalibrated.

3.6.1.4 Cells. The Water-In-Oil, TBN, and Insolubles Cells, if functional and repairable, shall be refurbished and recalibrated.

3.6.1.5 Replacement Items. The following items shall be replaced as part of the refurbishment and recalibration for Paragraphs 3.6.2, 3.6.3, and 3.6.4:

3.6.1.5.1 Console keypad

3.6.1.5.2 Battery

3.6.1.5.3 Power lead

3.6.1.5.4 Unheated Viscometer – plug with vent

3.6.1.5.5 Cap

3.6.1.5.6 Ball – 23mm

3.6.1.5.7 Water-In-Oil Cell – cap

3.6.1.5.8 Nitrite Water Seal

3.6.1.5.9 TBN Cell – cap

3.6.1.5.10 Nitrite Seal

3.6.1.5.11 Insolubles Cell - cap

3.6.2 Enhancement. As required, the operating system of the Kittiwake Oil Test Centers shall be enhanced to Version 3.01, which includes an update to the Viscometer Heat Wire, Battery Indicator, new Motherboard, and RS232 Port.

3.6.3 Case Replacement. Case replacements shall be handled through the ODC provision, Paragraph 12.2.

3.6.4 Maintenance Report. The Contractor shall provide a Kittiwake Unit Maintenance Report (Attachment (B), DI-001) which will identify the unit serial number, date of maintenance and calibration, “as found condition,” and “as released condition” per Attachment (B), DI-001.

3.7 Lube Oil Viscosity Tester:

The Contractor shall provide a lube oil viscosity tester. The Lube Oil Viscosity tester shall provide a quick test of SAE 30 to 40 engine oil to assess and compare the oil viscosity of a new oil to used oil. Its primary function is to determine fuel dilution or a change in viscosity that would reduce the effectiveness of the lubricant.

4.0

KEY PERSONNEL

4.1 Key Personnel Minimum Qualifications:

The Program Manager is identified as key personnel under this Contract.

4.1.1 Program Manager. The Program Manager shall have either

· A minimum of a Bachelor of Science degree in Marine, Mechanical, Chemical, or Electrical Engineering

· At least (4) four years program management experience managing fuel oil and/or lube oil products.

4.2 Substitution of Key Personnel:

4.2.1 Key Personnel. Key personnel may not be removed from the Contract without express approval of the Contracting Officer, in accordance with MSC 5252.237-9801 SUBSTITUTION OF KEY PERSONNEL (AUG 1990). The resume of a proposed substitute shall be provided anytime a substitution is required.

4.3 Key Personnel Resume (Attachment (B), DI-002):

The resume for Key Personnel shall be delivered in accordance with Attachment (B), DI-002.

5.0

PROGRAM MANAGEMENT

All items in Paragraph 5.0 are not separately priced. They shall be included in the cost of the other products and services of this Contract.

5.1 Program Management Staff:

The Contractor shall provide sufficient personnel to manage MSC’s Fuel Oil and Lube Oil Handling program.

The Program Manager is responsible for the overall management of the Contract. The Program Manager shall be the single point of contact for all matters pertaining to the performance of the Contract. The Program Manager is expected to be available during working hours. The Program Manager shall keep MSC informed of all changes to any foreign or domestic environmental requirements that impact the supplies and services provided under this Contract. All recommendations for substitution of personnel as defined by the Contract shall originate from the Program Manager. The Program Manager shall ensure the Government is provided a single point of contact to process and provide status on all orders. Program Manager is responsible for all matters pertaining to F.O. and L.O Handling products and servicing of the test equipment under this Contract. Program Manager shall be available by cell phone for emergency supply as needed during non-working hours.

The Program Manager shall ensure the following functions are managed to support Contract requirements:

5.1.1 The process of receiving, processing, and tracking the status of all orders placed

5.1.2 Making worldwide deliveries; tracking and managing backorders

5.1.3 Restocking; managing inventories

5.1.4 Coordinating with production

5.1.5 Billing (e.g. submitting and managing invoices)

5.1.5 Producing reports

5.1.6 Communicating with all parties involved in the transactions.

5.2 Working Hours:

Working hours where referred to in this Contract, unless specifically defined otherwise, are defined as 0900-1700 local time on weekdays at the Contractor’s primary location any day the U.S. Federal Government is open for business excluding U.S. Federal holidays.

5.3 Semi-Annual Business Meeting:

5.3.1 Semi-Annual Business Meeting. Semi-Annual Business Meetings will be scheduled approximately every six (6) months during the period of performance of the Contract at a location and time agreed to by MSC and the Contractor. The Semi-Annual Business Meeting shall facilitate a review of all data and reports generated over the preceding six months. The Contractor shall record and distribute Meeting Minutes per Attachment (B), DI-003.

5.3.2 Semi-Annual Report (Attachment (B), DI-004). The Contractor shall provide semi-annual reports of all activities, including a summary of all products and services, to include the following:

5.3.2(a) Product name and quantity delivered during the past 180 days to each ship

5.3.2(b) Product name and quantity by ports

5.3.2(c) Status of Kittiwake Pool

5.3.2(d) Number of Kittiwake Units Serviced

Semi-Annual Reports will begin six (6) months after issuance of the first order under this Contract. The report shall be distributed semi-annually per Attachment (B), DI-004. The Semi-Annual Report will be discussed at the Semi-Annual Business Meeting.

5.4 Program Office:

The Contractor shall provide a Program Office capable of conducting business during working hours. The Program Office includes personal computers for the Program Manager and appropriate staff members, which shall have the ability to access the Internet and email. This office shall have the ability to send and receive faxes as well. The Contractor shall set up an order tracking system to receive orders from MSC.

5.4.1 Points of Contact and Field Office List (Attachment (B), DI-005). The Contractor shall provide a contact list for the Program Manager and appropriate staff members. The contact list shall include a phone number, cell phone number, fax number, mailing address, and email address for each contact listed. The Contractor shall also provide and update, on a yearly basis, a worldwide directory of field offices which shall include phone number, cell phone number, fax number, and email address for appropriate points of contact.

5.5 Product Handbooks (Attachment (B), DI-006):

The Contractor shall develop hard copy handbooks and CDs for distribution to all of ships and selected shore side staff that provides information on the products and services available under this Contract. The handbook shall also include the MSDS for all products supplied. The CD associated with the handbook shall contain, at a minimum an electronic version of all items in the handbook. The Contractor shall be responsible for updating and revising handbooks when Contract is modified.

5.6 Order Status Reporting:

5.6.1 Notifications.

5.6.1.1 Order Confirmation: The Contractor shall provide email confirmation of the receipt of each order submitted by the Government. This notification shall be provided to the Government no later than close of business on the business day which the Contractor is deemed to have received the order.

5.6.1.2 Product Availability: The Contractor shall provide email to the Government regarding the specific products, and associated quantities, ordered by the Government that are available (either in local inventory or via just-in-time freight from the outside the local delivery area) for delivery as requested by the Government for each order. This notification shall be based upon the Contractor’s inventory records. This notification shall be provided no later that the first business day following the date on which the Contractor is deemed to have received an order for delivery in CONUS or the second business day following the date on which the Contractor is deemed to have received an order delivery OCONUS.

Any reagent that is available with less than a 50% original shelf life will require a waiver submitted by email to the COR. The COR can approve the waiver for the product.

5.6.1.3 Planned Delivery Date: The Contractor shall provide email to the Government regarding each delivery (or partial delivery) planned by the Contractor for each order submitted by the Government. The notification shall identify the specific products, quantities, and planned delivery date for each delivery (or partial delivery). This notification shall be provided no later than the first business day following the date on which the Contractor is deemed to have received an order for delivery in CONUS or the second business day following the date on which the Contractor is deemed to have received an order for delivery OCONUS.

5.6.1.4 Actual Delivered: The Contractor shall provide email to the Government confirming the specific products and associated quantities ordered by the Government that were actually delivered for each planned delivery (or partial delivery). This notification shall be based upon proof of delivery documentations signed by the individual accepting delivery of the products on behalf of the Government. This notification shall be provided no later than the second business day for deliveries in CONUS, or the third business day for deliveries OCONUS immediately following the date on which the delivery (or partial delivery) occurred.

5.6.1.5 Failure to Make Delivery: The Contractor shall provide email notification to the Government regarding any instances in which the Contractor failed to make a scheduled delivery (or partial delivery). The notification shall include an explanation of the prevailing circumstances that precluded making the scheduled delivery. This notification shall be provided no later that the first business day immediately following the scheduled delivery date.

5.6.1.6 Back Orders: The Contractor shall identify the specific products, quantities, and planned delivery date for each backordered and/or outstanding item for each order submitted by the Government. This information shall be available no later than the first business day following the date on which the Contractor is deemed to have received an order, or failed to make a scheduled delivery, for delivery in CONUS; or the second business day following the date on which the Contractor is deemed to have received an order, or failed to make a scheduled delivery, for delivery OCONUS.

5.7 Weekly TDL Report Attachment (F), DI-008:

The Contractor shall provide a weekly TDL report with actual final delivery date for each line item on a TDL. If there are multiple shipments for one line item, they shall be recorded as quantity delivered and the date (e.g. 10 liters [7/4/07]; 15 liters [7/7/07] to account for total 25 liters). The report will also identify all the outstanding line items on a given TDL that have not been delivered and current updated status for final TDL delivery completion. Upon final TDL delivery completion, the current status will reflect, “FINAL DELIVERY COMPLETE” on the next Weekly TDL Report. On the following Weekly Outstanding TDL Report, these TDLs will be removed in their entirety. Any line item on a given TDL that has appeared on subsequent Weekly Outstanding TDL Reports for a period of 90 days will be canceled and re-ordered on a new TDL based on vessel’s current requirements.

6.0

OTHER SERVICES

6.1 Phase-in Services:

Following Contract award, there shall be a ninety (90) day phase-in period, during which the Contractor shall, with Government input, develop a plan of action (Attachment (B), DI-007) to ensure a smooth transition of products and services from the predecessor contract to the current Contract. The Government may request limited scale product/services deliveries during the final thirty (30) days of the phase-in period.

The Contractor can expect to begin receiving full-production scale orders for delivery of all products and services immediately following the completion of the phase-in period. There is no gradual production/delivery ramp-up period associated with this Contract.

Within fourteen (14) days after Contract award, the Contractor and MSC shall schedule and attend a meeting with the COR, Program Manager and staff, and the cognizant MSC personnel in Building 157, Washington Navy Yard, Washington, DC. The Contractor shall participate in a minimum of two (2) one-day meetings at MSC Headquarters in Washington, DC in connection with discussion on all aspects of the Contract. The Rate Table cost for phase-in services shall include all expenses (e.g., travel, labor, per diem) associated with the phase-in services, including travel to Washington, DC, for meetings. Meetings shall be documented by the Contractor per Attachment (B) DI-003.

The Contractor will take receipt of all Government Furnished Material (GFM) Kittiwake Oil Test Centers. The units will establish the pool of ready-to-issue test centers to support the Kittiwake Maintenance line item.

The Contractor shall develop final report formats for the following DIs within Attachment (B):

1. Kittiwake Unit Maintenance Report (DI-001)

2. Semi-Annual Report (DI-004)

3. Product Handbooks (DI-006)

6.2 Phase-out Services:

The Contractor will be responsible for shipping all GFM Kittiwake Oil Test Centers back to the Government at the conclusion of the Contract.

7.0 MANAGEMENT, HANDLING, TRANSPORTATION, RECYCLING & DISPOSAL OF HAZARDOUS MATERIAL AND HAZARDOUS WASTE

7.1 Material Safety Data Sheets: The Contractor shall provide MSDS for any reagents provided by this Contract in PDF format.

8.0

PACKAGING AND MARKING.

The Contractor shall prepare all shipments under this Contract in accordance with ASTM-D-3951-98(2004) “Standard Practice for Commercial Packaging, Preservation, Packaging, Packing and Marking” of all deliverable Contract line items and must ensure the material is received in a serviceable, ready for issue condition when received at the ultimate destination. The use of asbestos, loose filled polystyrene, excelsior, shredded newspaper or other non-environmentally friendly material is prohibited.

The Contractor shall prepare all regulated hazardous material in accordance with the requirements of 49 CFR or the applicable modal transport regulation. In addition, compliance with FED-STD 313 (Symbols for Packages and Containers for Hazardous Industrial Chemicals and Materials) is mandatory.

All shipments utilizing coniferous and non-coniferous wood pallets, skids, load boards, pallet collars, boxes, reels, dunnage, crates, frames, cleats constructed of non-manufactured wood shall be constructed from Heat Treated (HT to 56 degrees Centigrade for 30 minutes) or fumigated (using methyl bromide) material and certified by an accredited agency recognized by the American Lumber Standards Committee (ALSC) in accordance with Wood Packaging Material Regulations both dated 15 Nov 2002.

9.0

PRODUCT SUBSTITUTION/TECHNOLOGY IMPROVEMENT

The Government will allow the Contractor to substitute products and incorporate technology improvements subject to the requirements and limitations below.

9.1 Permanent Product Substitution:

The Contractor shall provide the Government at least 60 days’ advance notice of intent to discontinue the supply of products under the scope of this Contract. The notice shall advise the Government of the specific product(s) to be discontinued, justification for discontinuation, and identify the salient characteristics of the proposed product(s) to be substituted. Substitute products shall be provided at no additional cost to the Government.

For each product offered as a substitute, the Contractor will certify and provide documentation to support that:

1) The functionality of the substitute product is equal to or greater than the product for which the substitute is offered.

2) The unit price of the substitute product is no greater than the unit price of the product for which the substitute is offered.

3) The maintenance effort of the substitute product is no greater than the maintenance effort of the product for which the substitute is offered.

4) All support costs which are borne by the Government will be no greater as a result of the substitute product.

9.2 Approval for Product Substitution:

The Government shall, at its sole discretion, determine the technical acceptability of any product offered as a product substitution. In the event that a product fails to meet all of the above criteria, the substitute will be considered under the changes clause with consideration for the value lost and/or increase in cost to the Government.

9.3 Limits for Product Substitution:

No substitutes are authorized for the first 180 days of the Contract.

9.4 Technology Improvements:

After Contract award, the Government may solicit, and the Contractor is encouraged to propose independently, technology improvements to the equipment, products, software specifications or other items required for performance under this Contract. These improvements may be proposed to save money, to improve performance, to save energy or for any other purpose which presents a potential benefit advantage to the Government.

9.4.1 Submittal of Technology Improvement Proposals.

The Contractor will submit a proposal that includes pricing to the Contracting Officer for evaluation. The price proposal shall reflect the same pricing strategy for the new item as was implemented under this Contract for the item being replaced. The proposals will at a minimum contain the following information:

1) A description of the difference between the existing Contract requirement and the proposed change with the comparative advantages and disadvantages of each

2) Itemized requirements of the Contract which must be changed if the proposal is adopted with the proposed revisions to the Contract language

3) An estimate of the changes in performance or cost, if any, that will result from the change

4) An evaluation of the effects the proposed change would have on collateral costs to the Government, such as Government furnished property costs, costs of ship equipment maintenance, operation and conversion costs

5) A statement of the time by which a Contract modification must be issued so as to obtain the maximum benefits of the changes for the remainder of this Contract including supporting rationale

6) Any effect on Contract time and delivery schedules shall be identified.

9.4.2 Implementation of Technology Improvement Proposals.

Those proposed technology improvements that are acceptable to the Government will be processed as Contract modifications.

10.0

DELIVERY OF GOODS AND SERVICES

10.1 Delivery Verification:

Final inspection and acceptance of the supplies to be furnished hereunder shall be made at the destination by the receiving activity. At the time of each delivery under this Contract, the Contractor shall prepare and furnish to the Government/Commercial Receiving Activity either Contractor’s own shipping / inspection / receiving documentation or a Material Inspection and Receiving Report (DD 250). The delivery receipt shall contain at a minimum: the ship name, the order number, the intended delivery date(s), the delivery location, the product names, and the quantities delivered. The receiving activity shall execute acceptance certification on the submitted documentation. The delivery receipt shall also include a clearly marked section in which the persons accepting delivery of the products on behalf of the Government are acknowledging acceptance of the products. Persons signing acceptance certification documentation shall include their full printed name, title, employer and, if a shoreside receiving facility, phone number.

The information on the delivery receipt regarding the ship name, order number, actual delivery date(s), delivery location, product names, and quantities delivered shall be pre-printed. Handwritten changes and annotations on the delivery shall not be accepted or acknowledged by the Government unless said changes and annotations are clearly initialed and dated by the person(s) accepting delivery of the products on behalf of the Government.

Contractor shall maintain original signed and certified documents. Documents may be audited as per FAR Clause 52.212-4 Addendum.

10.2 Required Time and Place of Delivery/Performance:

The specific date and place of delivery for supplies and/or performance for services for each order placed under this Contract will be specified in the individual order. The Contractor shall make deliveries to locations cited in Attachment (A). The required delivery time limits are outlined in Attachment (A).

The Contractor shall deliver all products and services ordered by the Government, subject to any minimum and maximum order size limitations specified in the FAR Clause 52.216-19, on the date specified in each order in all instances in which the Government has provided adequate order lead time for the applicable main port.

Adequate lead time is deemed to have been provided in those instances in which the period of time between the date on which the order was deemed to have been received by the Contractor and the date on which the Contractor is requested to make the delivery is equal to or greater than the required delivery period for the applicable main port, per Attachment (A).

The Contractor’s obligation to deliver all products and services within the specific time constraints defined for each main port shall not be contingent upon:

1. Whether or not the product ordered by the Government is manufactured in the specific main port in which delivery is requested.

2. Whether or not the product ordered by the Government is normally stocked for sale to MSC, or other commercial or Government customers, in the specific main port or geographic zone in which delivery is requested.

3. Whether or not pre-existing stock inventory is available in the specific main port in which delivery is requested.

4. The terms and conditions of any manufacturing, warehousing, inventory management, transportation or other trade/business agreements into which the Contractor has entered, or plans to enter, with its affiliates, trade partners or other subcontractors.

5. The Contractor’s customary business practices as they relate to commercial or other Government customers.

For purposes of calculating delivery deadlines and deductions, the “business day” on which an order (verbal or email) was received by the Contractor shall be deemed to be the first business day immediately following the date on which the order (verbal or email) was submitted to the Contractor.

It is the Government’s expectation that the Contractor shall use a combination of establishing and maintaining stock inventories in main ports and just-in-time manufacturing/stock management/delivery arrangements as deemed appropriate and most cost effective by the Contractor in order to meet the required product delivery times for each main port. The Government does not warrant the adequacy of the stock inventory points selected by the Contractor, the adequacy of the stock inventory the Contractor elects to maintain at each stocking point or the adequacy of the just-in-time manufacturing/stock management/delivery arrangements established by the Contractor.

Delivery prior to midnight (local time) on the specified delivery date shall be deemed to constitute an on-time delivery.

10.3 Products Found at Delivery in Leaking or Broken Containers, or Less than 50% Shelf Life for Reagents:

The Contractor is responsible for the removal and return of products that at the time of delivery are found to be in a leaking container, unsealed container, and/or less than 50% shelf life remaining for reagents. The Government will not be responsible for any fees relating to the removal and return of such nonconforming products. All costs for the removal and return of nonconforming products (including transportation and restocking/handling) shall be the sole responsibility of the Contractor. Additionally, the Contractor shall be responsible for delivering conforming products at his cost within the delivery time frames cited in Attachment (A), commencing as of Government notification that nonconforming products were delivered.

11.0

CONTRACT ADMINISTRATION DATA

11.1 Contracting Officer’s Representative (COR) – Functions And Limitations:

The COR will represent the Contracting Officer in the administration of technical details within the scope of this Contract and will manage inspection of products and services. The COR is not otherwise authorized to make any representations or commitments of any kind on behalf of the Contracting Officer or the Government. The COR does not have the authority to alter the Contractor's obligations or to change the specifications in the Contract. If, as a result of technical discussions, it is desirable to alter contractual obligations or statements of work, a modification must be issued in writing and signed by the Contracting Officer.

The following individual is appointed as Contract Officer’s Representative under this Contract:

Name:

Address:

Telephone Number:

11.2 Ordering Officer(s) (OOs):

The following individuals are appointed as authorized Ordering Officer(s) for issuing DOs and TDLs under this Contract.

12.0

SPECIAL CONTRACT REQUIREMENTS

12.1 Delivery Order (DO) and Technical Direction Letter (TDL) Procedures:

12.1.1 Delivery Orders (DOs).

Products and services will be ordered by the Ordering Officer through a DO.

12.1.2 Technical Direction Letters (TDLs).

Specific details as to the products and services required, ship, delivery destination, and required delivery date will be provided through TDL. The TDL may be provided via fax/email or electronically.

12.1.2.1 A TDL will contain the following information, if applicable, consistent with the terms of the Contract:

a. Date of order

b. Contract number and delivery order number

c. Item number and description, quantity, and unit price

d. Delivery or performance date

e. Place of delivery or performance (including consignee)

f. Any other pertinent information (i.e. Port Engineer/MSC Representative)

12.1.3 Verbal Orders.

Verbal orders may be placed by an Ordering Officer in situations when a completed TDL can not be issued immediately. The Contractor shall confirm verbal orders via e-mail to MSC per Paragraph 5.6.1.1. The Ordering Officer will validate by TDL, or equivalent, any verbal order placed.

12.1.4 Variation in Quantity for each DO.

The quantities for individual line items set forth in the TDL may be greater or less than the quantities set forth in corresponding DO as long as the cumulative dollar amount of all TDLs corresponding to a DO does not exceed the DO amount. A modification to the DO must be executed before additional quantities may be ordered that exceed the DO amount.

12.2 Other Direct Cost (ODC) Provision:

In the event that additional services and/or supplies are required, the Contractor shall submit a proposal in writing to the Contracting Officer. Prior approval from the Contracting Officer in writing must be obtained before additional services and/or supplies may be obtained by the Contractor. Any prior procurement of services, supplies, per diem, and/or travel is done at the Contractor’s risk.

The Government will reimburse the Contractor only for the actual price paid. “Actual price" paid by the Contractor includes tax paid, if any, and reduced by any and all credits and rebates, whether accrued or realized, associated with the services/supplies provided or the per diem/travel incurred. “Actual price” for supplies, services, per diem, and/or travel does not include material handling charges, overhead, general and administrative costs, profit, or any other indirect cost that is in any way associated with the Contractor’s purchase or provision of such supplies, services, per diem, or travel. Actual price for the services, supplies, per diem, and/or travel will be ordered under the line item titled Other Direct Cost (ODC).

The Contracting Officer may reduce the reimbursement by any amount above that which the Contracting Officer finds, in his/her sole discretion, is greater than that which is fair and reasonable for the supplies, services, travel, and/or per diem giving due consideration to the facts and circumstances prevailing at the time that the Contractor procured the supplies, services, per diem, or travel. Disputes as to the amount by which any reimbursement is reduced shall be resolved in accordance with the “Disputes” clause of the Contract. It shall be the Contractor’s burden to demonstrate that the price it paid for the supplies, services, per diem and/or travel was fair and reasonable.

12.3 Licenses, Permits, and Precautions:

The Contractor shall, at Contractor expense, be responsible for obtaining any necessary licenses and permits, and for complying with any applicable laws, codes, and regulations, in connection with the performance of work.