N32205-15-R-1006_Rev_FBO.doc

Section B - Supplies or Services and Prices

CATEGORY "A" WORK ITEMS

FFP

PREPARE FOR AND ACCOMPLISH THE REGULAR OVERHAUL AND DRY DOCKING (ROH/DD) OF USNS LENTHALL (T-AO 189). Proposed Hazardous Waste handling fee rate in accordance with Work Item 023, _______% Proposed unit price per KWh $_________in accordance with Work Item 011, 7.1.1.4 Proposed unit price per gallon of potable water $_________ in accordance with Work Item 011, 7.1.3.2 Proposed unit price per gallon of distilled water $_________ in accordance with Work Item 011, 7.1.4.2 Proposed unit price per crane usage $__________ in accordance with Work Item 011, 7.9.1

FOB: Destination

NET AMT

ADDITIONAL GOVERNMENT REQUIREMENTS (AGR)

$________________FFP 10,000 MAN-HOURS @ $_____________PER MAN-HOUR = $_____________

NET AMT

OTHER DIRECT COST (ODC)

Base: $500,000 Proposed G&A Rate ________% Subtotal $_______________ Proposed Profit Rate ________% Subtotal $_______________

NET AMT

FFP

WORK ITEM 025 - PHYSICAL SECURITY AT PRIVATE CONTRACTOR''S FACILITY IN FORCE PROTECTION CONDITIONS BRAVO, CHARLIE AND DELTA TOTAL FOR WI 025 $______________

NET AMT

FFP

WORK ITEM 030 - CONTINUATION OF SERVICES TOTAL FOR WORK ITEM 030 $ ____________________

NET AMT

FFP

WORK ITEM 113 - ULTRASONIC THICKNESS GAUGING (ADDITIONAL READINGS) TOTAL FOR WORK ITEM 113 $___________________

NET AMT

FFP

WORK ITEM 114 - STRUCTURAL STEEL REPAIRS (ADDITIONAL) TOTAL FOR WORK ITEM 114 $____________________

NET AMT

FFP

WORK ITEM 912 - ZINC ANODE REPLACEMENT TOTAL FOR WORK ITEM 912 $_______________

NET AMT

FFP

WORK ITEM 913 - DRY DOCKING AND UNDOCKING SHIP TOTAL FOR WORK ITEM 913 $____________________

NET AMT

Section C - Descriptions and Specifications

CLAUSES INCORPORATED BY FULL TEXT

C-1

GENERAL

The Contractor shall prepare for and accomplish the voyage repairs, overhaul, or alterations of the USNS LENTHALL (T-AO 189) as specified herein and in accordance with the Work Package as provided in Attachment J-1.

1.

Eligible contractors must be capable of performing the full scope of the solicitation within their own facilities, utilizing their own shops and work force or be capable of subcontracting for these elements beyond their managerial, technical, or physical capability or capacity. Contractors must assume full responsibility for the integrated scheduling, cost, and quality of subcontractor performance.

2.

Eligible contractors must be a company recognized as engaged in ship repair work and possess an organization capable of the full scope of planning, engineering, quality control, shipboard/off ship production and component/system testing and trials. The contractor shall provide industry certifications such as, MSRA, ABR, or ISO Certifications that would further emphasize the contractor's ability to perform the work. To be determined responsible, a prospective contractor must submit acceptable evidence to demonstrate the prospective contractor's ability to accomplish the work. This will include a conclusive demonstration of having the necessary organization, experience, accounting and operational controls, and technical skills, or the ability to obtain them (including, as appropriate, such elements as production control procedures, property control systems, quality assurance measures, and safety programs applicable to materials to be produced or services to be performed by the prospective contractor and subcontractors) at the time of award. The contractors' proposal shall provide a documented and positive demonstration of established organizational elements as set forth below. These characteristics will be evaluated to determine a firm's eligibility for contract award: To be determined responsible, a prospective contractor must possess a Master Ship Repair Agreement (MSRA), Agreement for Boat Repair (ABR) or submit acceptable evidence in lieu of the aforementioned to effectively communicate and demonstrate the prospective contractor’s ability to obtain required resources.

This will include a conclusive demonstration of having the necessary organization, experience, accounting and operational controls, and technical skills, or the ability to obtain them (including, as appropriate, such elements as production control procedures, property control systems, quality assurance measures, and safety programs applicable to materials to be produced or services to be performed by the prospective contractor and subcontractors) at the time of award.

The contractors’ proposal shall provide a documented and positive demonstration of established organizational elements as set forth below. These characteristics will be evaluated to determine a firm’s eligibility for contract award:

a. Administration/Management Control. Established organization geared toward ship repair at all levels of size, value and complexity, and toward technology innovation and process improvement. Clear lines of authority. Delegation of responsibility. Mid-level managerial positions in place. Competent and experienced employees with ship repair experience. Capability to develop and integrate planning, estimating and scheduling functions. Defined managerial responsibilities for production, quality assurance, material procurement/control and subcontractor control.

b. Financial Control. Segregation of accounting costs. Adequate accounting system. Favorable cash flow-ratios. Availability of a line of credit or other source of financial income to support the work effort. Prompt payment of subcontractors and suppliers.

c. Production Control. A production organization. On board (or ability to obtain) trade mix/skills to perform ship repair work. Control of production efforts. Integration of other key functions with production. Use of scheduling techniques. Methods of progressing. Training available to trades employees.

d. Production Technical Support. Engineering and design support capabilities (in-house or subcontracted) with sufficient capability to diagnose and evaluate technical problems and issues and to make competent technical recommendations to MSC when necessary and appropriate. They shall be fully cognizant of ABS rules and USCG regulations and how they apply and impact this specification package

e. Material/Procurement Control. A material purchasing department with staff. Procedures for control of material (purchasing, monitoring, receipt, inspection, segregation, issuance, nonconformance and disposal). An inventory system – ordering, tagging warehousing. CFM/GFM storage, control and protection. Existing environmentally-controlled warehouse space. Material handling equipment. Familiarity with the Navy logistics support system.

f. Subcontractor Control. Procedures for selecting, scheduling, managing, monitoring and controlling subcontractors.

g. Quality Control/Test and Trials. A quality control organization/department/staff. Quality assurance procedures/manual. Calibration and metrology system availability. Test memo writing capability. Nondestructive Testing capabilities. Welding procedures and welders’ qualifications. Ability to perform trend analysis. Quality control system shall be certified or equivalent to ISO 9001:2001 standards

h. Safety/security. Safety Organization/Manager or Engineer. Safety manual/procedures. Safety training. First-aid capabilities or medical services. Fire protection/procedures. Physical yard security/security procedures.

i. Hazardous Material/Waste Control. Proper procedures and facilities to meet the legal requirements for removal, storage and disposal of hazardous waste. Segregated storage. Documentation of licensed subcontractors responsible for control of hazardous waste removal, storage and disposal. Appropriate state/federal agency issued hazardous waste generator number. Disposal records which indicate type of material, date and place of disposal.

j. Facilities. Although facility requirements may vary with the work authorized for a specific ship, the contractor must be a ship repair company that possesses or has available the following facilities:

· Pier, with services in place in which the CLASS size ship can access and be berthed at

· Structural Shop

· Machine Shop

· Pipe Shop

· Electrical/Electronic Shop

· Carpentry Shop

· Rigging Equipment

· Dry-dock – when required for docking of vessel in performance of the specification

4.

The government reserves the right to perform site survey for verification of policies, procedures, capabilities and facilities prior to award.

C – 2 List of Standard Work Items included for this solicitation:

GENERAL REQUIREMENTS

Intent, Scope, General Conditions and Definitions

NSP

Technical and Manufacturer’s Representatives

Approach, Berth and Mooring Requirements

Testing and Quality Assurance

Electrical Safety Procedure Requirements

Heavy Weather Plan

Furnish Office for Overhaul Management Team (OMT)

A

Furnish General Services (TAO)

Telephone Services

Project Planning and Production Status Monitoring Reports

Preparation of Weight and Moment Report

Integrated Logistics and GFM Support Requirements

Fire Protection and Ship’s Safety Program

Handling Ship’s Stores

Delivery and Redelivery of the Vessel

Shipboard Access and Security

Gas Free Certificates

Clean and Gas Free Tanks, Voids, Cofferdams and Spaces

Dock Trials and Sea Trial

Hazardous Waste Disposal at a Contractor’s Facility

Physical Security at Contractor’s Facility

Physical Security at Contractor’s Facility

B

Continuation of Services

HULL STRUCTURE

Non-Destructive Testing (NDT) Kingpost Areas (ABS)

A

Tank Rafting & Inspections (ABS Intermediate Survey)

Ultrasonic Thickness Gauging (ABS Special Survey)

Deck Non-Skid Renewal

Structural Steel Repairs

Cargo Feed Water Tanks Port and STBD Blasting & Recoating A Tank Deck Overhead Mechanical Cleaning & Recoating

A FAS Station 8 King Post Blast and Coat

FAS Station 8 King Maintenance Platform Repairs

Main Deck Steel Replacement

Ultrasonic Thickness Gauging (Additional Readings)

B Structural Steel Repairs (Additional)

Port and STBD Upper Sea-Chest Steel Replacement

MACHINERY, PROPULSION

Main Engine 12,000 Hour Overhaul

Main Engine Turbochargers Overhaul

STBD Main Engine Clutch and Coupling

Main Engine Coolers

Main Engine Exhaust Resilient Mounts

ELECTRICAL

Switchboards and Motor Controllers Cleaning

Circuit Breaker Inspection & Repair

Recondition AC Motors

Weather deck Kick Pipe Repairs

Cargo Console Installation

Cargo System Wire Replacement

Cargo Console Mechanical Support

Cargo Console Painting

COMMUNICATION & NAVIGATION EQUIPMENT

Radar/ECDIS Preventive Maintenance

Gyro Compass Repeater System Annual

GMDSS Recertification

SVDR Recertification

Magnetic Compass Inspection & Alignment

URT 23 Replacement with RM 500's

Sperry Dual Steering System

MACHINERY, AUXILIARY

STBD PTO CLUTCH AND COUPLING OVERHAUL

A

NR. 2

Main Salt water Circulation Pump Overhaul

Main Salt Water Check Valve No.2 and two Spares Overhaul A Engine Room Oily Water Separator Replacement

Clayton Boiler Replacement

Replace start Air Compressors

Overhaul Tank Vent Valves

Refrigeration & Air Conditioning Systems Repair & Groom

A

T-ALT XXX Install New Lube Oil Purifier Replacement Westfalia A

Main Engine 1, 2 &3 Lube Oil Pump Overhaul

Cargo Oil Content Monitor Calibration & Repair

Miscellaneous Hose Replacement

Miscellaneous Insulation & Lagging Repairs

Conex Box Replacement

Main Reduction Gear Annual Inspection

Inspection Machinery Spaces Cranes and Hoist

Incinerator Inspection and Maintenance

OUTFITTING, FURNISHING & HABITABILITY

Annual Inspection & Repair of Fire Fighting Equipment

A

Annual Inspection of Fire and AFFF Hoses

Annual Life Raft Recertification

Inspection & Repair of Lifeboats

Inspection & Repair of Rescue Boats

Port RHIB Davit Annual Servicing

Annual SCBA Compressor/Refill Station Servicing

Annual Inspection of SCBA Equipment

Annual Personnel Elevator Recertification(PLC Upgrade)

A

Annual Servicing Of Immersion Suites

Terrazzo Deck Covering Replacement

Carpet & Tile Replacement

Joiner Bulkhead Panel Replacement

Window Re-Gasketing 02 level

Annual Inspection of Accommodation Ladders

PRC Deck Covering Replacement

HEATING, VENTILATION AND AIR CONDITIONING

Galley Ventilation Systems Cleaning

DRYDOCKING AND UNDOCKING

Drydocking and Undocking Ship

Hull Cleaning and Painting

Anchors and Chains Cleaning and Painting

Overhauling Sea Valves

Cathelco Marine Growth Inhibitor Anodes Replacement

A

Rudder and Stern Frame Examination

Inspection of Bilge Keels

24 Inch Sea Suction Valve Replacement

CRP Propeller Maintenance

Stern Tube Seal Maintenance

Cathodic Protection System Maintenance

Zinc Anode Replacement

Drydocking and Undocking Ship

UNREP EQUIPMENT

Cargo Boom Topping Winch Replacement

Repair Gypsy Winch Foundations and O/H Motors

Sliding Block Transfer Head Refurbishment

Repair Saddle Winch Electric Motor and Brake Station 8

A

Repair Hauling Winch Electric Cooling Fan Motors Station 3&4 A

Refurbish Ram Tension Upper & Lower Sheave block Assemblies A

Winch Control Booth and Windows Refurbishment and Repair A

Station 3 High Line Winch Main and Replenishment Pump

Overhaul Repair Saddle Winch Electric Motor Station 2 and Number 3 A

Manufacture and Replace Ram Tensioner Sight Glass Drain

Valve Brackets

Manufacture or Repair Winch Booth Door , Door Hinges and

Door Frame Jump Hinges

Manufacture and Install Controlex Cable Brackets

Stations 1,2,3,4,6,7,and 8

Manufacture ASD Shroud Assemble and Install

Install New Kick Stuffing Tubes Station 7 Span wire

Winch and ASD Air Module

Sliding Block Electric Motor and Brake Overhaul

Ultrasonic Testing of Hauling, Span wire, ASD and

Ram Tensioner Deck and FND Area Single Drum Span Wire Winch Motor Overhaul

Section D - Packaging and Marking

WOOD PACKAGING MATERIAL (WPM) - ADDITIONAL DELIVERY INSTRUCTIONS

In accordance with the requirements of International Standards for Phytosanitary Measures (ISPM) 15, the following commercial heat treatment process has been approved by the American Lumber Standards Committee (ALSC) and is required for all Wood Packaging Material (WPM). WPM is defined as wood pallets, skids, load boards, pallet collars, wooden boxes, reels, dunnage, crates, frames, and cleats. Packaging materials exempt from the requirements are materials that have undergone a manufacturing process such as corrugated fiberboard, plywood, particleboard, veneer and oriented strand board. All WPM shall be constructed from Heat Treated (HT to 56 degrees Centigrade for 30 minutes) lumber and certified by an accredited agency recognized by the ALSC in accordance with Wood Packaging Material Policy and Wood Packaging Material Enforcement Regulations (see URL: http://www.alsc.org). All materials must include certification markings in accordance with ALSC standards and be placed in an unobstructed area that will be readily visible to inspectors. Pallet markings shall be applied to the stringer or block on diagonally opposite sides and ends of the pallet and be contrasting and clearly visible. All dunnage used in configuring and/or securing the load shall also comply with ISPM 15 and be marked with an ALSC approved "DUNNAGE" stamp. Failure to comply with the requirements of this restriction may result in refusal, destruction, or treatment of materials at the point of entry.

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLAUSES INCORPORATED BY REFERENCE

Section F - Delivery and Performance

DELIVERY INFORMATION

CLAUSES INCORPORATED BY REFERENCE

F-1

SHIP AVAILABILITY PERIOD

It is anticipated that ship will arrive at Contractor’s yard on or about 04 August 2015. All work shall be completed in no more than fifty-five (55) calendar days from actual start date designated by the Government at time of contract award.

CLAUSES INCORPORATED BY FULL TEXT

52.211-11 LIQUIDATED DAMAGES--SUPPLIES, SERVICES, OR RESEARCH AND DEVELOPMENT (SEP 2000)

(a) If the Contractor fails to deliver the supplies or perform the services within the time specified in this contract, the Contractor shall, in place of actual damages, pay to the Government liquidated damages of $124,454.00 per calendar day of delay [Contracting Officer insert amount].

(b) If the Government terminates this contract in whole or in part under the Default--Fixed-Price Supply and Service clause, the Contractor is liable for liquidated damages accruing until the Government reasonably obtains delivery or performance of similar supplies or services. These liquidated damages are in addition to excess costs of repurchase under the Termination clause.

(c) The Contractor will not be charged with liquidated damages when the delay in delivery or performance is beyond the control and without the fault or negligence of the Contractor as defined in the Default--Fixed-Price Supply and Service clause in this contract.

(End of clause)

CLAUSES INCORPORATED BY REFERENCE

Section G - Contract Administration data

252.232-7006

Wide Area WorkFlow Payment Instructions

MAY 2013

Military Sealift Command

Administering Contracting Officer

Military Sealift Command

Ship Yard Representative

Port Engineer

Section H - Special Contract Requirements

H-1

OPTION FOR INCREASED QUANTITIES

The Government may require the delivery of the numbered line items identified in Section B as option items in any amount up to the unit quantities and at the unit prices stated in the Contractor Price Breakdown. The Contracting Officer may exercise the options by giving the Contractor written notification or via standard modification (SF30). Delivery of option items shall be within the performance period identified in Section F unless the parties otherwise agree.

CLAUSES INCORPORATED BY FULL TEXT

H-2

PREVENTION OF THE DISCHARGE OF OIL AND HAZARDOUS SUBSTANCES

(a) POLICY. In compliance with Executive Order Number 11752 (38 F.R. 34793), the policy of the Department of the Navy is to conform to the provisions of the Federal Water Pollution Control Act, as amended (33 U.S.C. 1251 et seq), and the Oil Pollution Act of 1990, as amended (33 U.S.C. 2701 et seq), insofar as these Acts prohibit the discharge of oil, oily mixtures, and hazardous substances, and regardless of whether or not these Acts pertain specifically to the Naval vessel and shore activities. The provisions of this clause are intended to implement that policy with respect to the vessel(s) being constructed or undergoing repair and overhaul under this contract.

(b) Definitions. For the purpose of this clause, the terms "oil," "oily mixtures," "hazardous substance," and "discharge" shall have the meanings as defined in the Acts referred to in Paragraph (a) of this clause and other environmental statutes.

(c) Trials. Prior to commencement of any dock or sea trials hereunder, the Contractor shall assure the COR by demonstrations, completed test memoranda, or other means reasonably acceptable to the COR that all equipment, the function of which is to prevent the accidental discharge of oil, oily mixtures, or hazardous substances from the vessel, that the Contractor is required by the specifications to install, are fully operable.

(d) Reports. The contractor shall, as soon as he has knowledge of any discharge of oil, oily substance, or hazardous substance from the vessel, immediately notify the COR thereof and shall immediately take all reasonable steps to prevent further discharge. Within 24 hours thereafter, the Contractor shall file with the COR the "Oil or Hazardous Substance Discharge Report" set out in the DD Form 1423 herein.

(e) Liability. The Contractor shall not be liable for the costs incurred by the Government for the removal of such oil, oily mixture, or hazardous substance, except that the Contractor shall be liable to the Government for all such costs of removal where such discharge was the result of willful negligence or willful misconduct within the privity and knowledge of the Contractor.

CLAUSES INCORPORATED BY FULL TEXT

H-3

ADDITIONAL GOVERNMENT REQUIREMENTS CLIN 0002

(a) The contractor agrees that CLIN 0002 AGR man-hours, if ordered, shall be performed concurrently with CLIN 0001 and any or all Cat B CLINS exercised, during the contract period of performance, without impacting, accelerating, or causing delay or disruption to the work required by the aforementioned work items, to any other Government Contract, or to any other work in progress for the Government.

(b) Whenever the Government orders AGR pursuant to this clause, the contractor shall submit a price proposal for such work. This proposal shall be submitted within 3 days of the receipt of the Government's request for a proposal, or within such additional time provided in writing by the Contracting Officer. The contractor's failure to submit its proposal within the 3 days, or such extended period of time, may be considered a failure of the parties to negotiate a fair and reasonable price for the AGR and will permit the Contracting Officer to take any of the three options set forth in subparagraph (c) below. AGR proposals shall be priced using the fully loaded rate set forth in Section B, CLIN 0002. The Contractor shall indicate the fully loaded manhour labor rate (including profit, G&A, QA, supervision, support functions, and all indirect charges). This rate will be used in evaluating the Contractor's proposal and also will be used for negotiating changes as required by this clause.

(c) Upon receipt of the Contractor's price proposal for the AGR the Contractor and the Contracting Officer shall negotiate the scope of the effort. If a fair and reasonable price cannot be negotiated between the Contractor and the Contracting Officer, the Contracting Officer reserves the right to:

(1) Have the work performed by the Government;

(2) Issue a unilateral modification

(3) Cancel the requirement.

(d) The Contractor knowingly and voluntarily waives all claims against the Government and/or other third party contractors for delay, disruption, loss of efficiency, or other impact arising out of or based upon the presence of Government or other contractor employees performing the AGR at this contractor's facility. Furthermore, in cases described in sub-paragraphs (c)(1) and (2) above, the Contractor waives any right to claims of interference under the Clause entitled "Access to Vessels".

(e) The Contractor warrants and hereby certifies that its price for the firm fixed portion of this Contract (CLIN

0001) does not include any amount for the "Additional Government Requirements" (CLIN 0002). The exercise of

“Additional Government Requirements” (CLIN 0002) in whole or in part will not constitute an order for additional work, nor shall it obligate the Government to order additional work or obligate the Contractor to perform any additional work. Exercise of “Additional Government Requirements” (CLIN 0002) will be for the purpose of providing funding. In the event the Government requires additional work, authorization to proceed shall be made by only the Contracting Officer through a written Technical Direction Letter (TDL). A TDL may authorize individual or multiple Additional Requirements. Upon receipt of a TDL the Contractor may proceed with the work authorized therein, provided sufficient funding remains on each applicable CLIN. Each TDL shall contain, at a minimum, a serial number for reference purposes, the work to be performed, the agreed price, the applicable CLINs and the amount that may be invoiced to each, and the total authorized value for all issued TDLs. The Contractor is to perform and invoice against CLIN 0002 ONLY for work that has been AUTHORIZED in a TDL. All funding remaining on CLINs 0001 through 0006 at Contract completion shall be de-obligated.

(f) AGR does not include work performed pursuant to the clause of this Contract entitled "Inspection of and Manner of doing work," "Guarantees," or other contract provisions relating to the corrections of defects.

CLAUSES INCORPORATED BY FULL TEXT

H-4

EMPLOYMENT OF NAVY PERSONNEL RESTRICTED

In performing this contract, the contractor will not use as a consultant or employ (on either a full or part-time basis) any active duty Navy personnel (civilian or military) without the prior approval of the contracting officer. Such approval may be given only in circumstances where it is clear that no laws and no DOD or Navy instructions, regulations, or policies are contravened and no appearance of a conflict of interest will result.

H-5

ASBESTOS REMOVAL REQUIREMENTS

(a) During the performance of this Contract the contractor and any subcontractors may be required to perform work which involves the removal or disturbance of asbestos or asbestos containing products. This clause applies to each instance of asbestos removal or disturbance.

(b) The contractor shall comply with the precautions required in 29 CFR 1910.1001, 29 CFR 1926.58 and 40 CFR Part 61 and all other applicable Federal, State, and Local restrictions. The contractor shall forward a copy of all required notices, licenses and permits to the Contracting Officer immediately upon issuance or receipt.

(c) The latest change to the Federal, State and Local Regulations in effect at the time of issuance of the contract shall govern. Compliance with these regulations is mandatory and is necessary to protect the employees of the Contractor and Naval personnel from exposure to asbestos fibers in excess of the Occupational Safety and Health Administration (OSHA) Action level airborne concentration (currently 0.1 fibers per cubic centimeter (f/cc) of air).

(d) During removal or disturbance, the contractor shall control airborne asbestos concentrations outside the removal boundary to less than 0.1 f/cc at all times.

(e) After removal or disturbance is complete, the areas within the removal boundary shall not be released for re-occupancy until clearance air sampling demonstrates these spaces have concentrations of asbestos less than 0.1 f/cc.

(f) In all respects, the performance of air sampling and analysis shall be performed in accordance with the OSHA Reference Method (Appendix A of 29 CFR 1910.1001), with the following additional specifications:

(1) Aggressive clearance sampling shall be performed on 25 mm cassettes at 2.0 liters per minute for a minimum of four hours.

(2) In performing the clearance sampling, the pump shall be placed within the compartment where the removal or disturbance occurred. When this operation is conducted in a multilevel space, at least one pump shall be placed on each level.

(3) Air sampling shall be performed by a person competent in sampling procedures and overseen by an industrial hygienist certified for comprehensive practice (CIH) by the American Board of Industrial Hygiene.

(4) Laboratory analysis of samples shall be performed by a participant in the American Industrial Hygiene Association (AIHA) Proficiency in Analytical Testing (PAT) Program rated proficient for asbestos and air.

(g) Personal sampling shall be conducted using breathing zone air samples, which are representative of the 8-hour Time-Weighted Average (TWA) exposure of each individual. Samples shall be collected and analyzed using the OSHA Reference Method contained in either 29 CFR 1910.1001 (as amended) or 29 CFR 1926.58 (as amended).

(h) The contractor agrees to indemnify MSC for any fines assessed by Federal, State or Local Agencies, for the contractor's failure to properly follow applicable Regulations.

(i) The contractor shall insert this clause in all subcontracts entered into under this contract.

H-6

SUBCONTRACTOR SUBSTITUTION

Post-award substitution of any major subcontractor should not be effected unless the proposed substitution is submitted to the Contracting Officer and official approval is obtained. The post-award substitution OR insertion of a second-tier subcontractor will be treated in the same manner as the substitution of a major subcontractor and will require specific approval by the Contracting Officer.

H-7

SUBSTITUTION OF KEY PERSONNEL

(a) General Provision. The Contractor agrees to assign to this contract those persons identified as key personnel whose resumes were submitted with the proposal and who are necessary to fulfill the requirements of this contract. No substitution of key personnel shall be made except in accordance with this clause.

(b) Guidance on Substitutions. During the first thirty (30) days of the contract performance period no personnel substitutions by the Contractor will be made unless substitutions are necessitated by an individual’s sudden illness, death, or termination of employment. In any of these events, the Contractor shall promptly notify the Contracting Officer and provide the information required by paragraph (c) below. After the initial thirty (30) day period, all proposed substitutions must be submitted, in writing, at least seven (7) days in advance of the proposed substitutions) to the Contracting officer and provide information required by paragraph (c) below.

(c) Request for Substitution. All requests for substitution must provide a detailed explanation of the circumstances necessitating the proposed substitution, a resume for the proposed substitute, and any other information as requested by the Contracting Officer. All proposed substitutes must have qualifications equal to or higher than the qualifications of the person to be replaced. The Contracting Officer or their authorized representative will evaluate such requests and promptly notify the Contractor of the approval or disapproval thereof.

H – 8

WAIVER OF CLAIMS

All requests for equitable adjustment to the contract price and any other claims whatsoever for monies due under this contract must be submitted to the Contracting officer pursuant to the clause entitled “Disputes” within six (6) months of the redelivery of the vessel. All requests for equitable adjustment that are not submitted within the six (6) month limit shall be deemed to have been waived by the contractor.

H – 9

UTILIZATION OF TRAVEL AND PERDIEM IN CONDUCTING CHANGE ORDERS

The Contractor shall demonstrate due diligence in the assessment, evaluation, and determination resulting in the proposed utilization of other than local specialized labor resources.

Only with Contracting Officer approval to proceed will a contractor, technical representative, or subcontractor be reimbursed for reasonable per diem costs (transportation, travel expenses, lodging, meals, and incidental expenses) required in connection with the associated change order. Per Diem costs are considered reasonable, allowable and reimbursable only to the extent that they do not exceed the allowed per diem rate in effect at the time of travel as set forth in the Federal Travel Regulations, Joint Travel Regulations, or Standardized Regulations as set forth in FAR 31.205-46.

Section I - Contract Clauses

CLAUSES INCORPORATED BY REFERENCE

MSC SPECIFIC WIDE AREA WORKFLOW (WAWF) INSTRUCTIONS (AUG 2012)

The information contained in this instruction is supplemental to DFARS 252.232-7006.

The information contained in the table in DFARS 252.232-7006 is for WAWF purposes only. Information included in DFARS 252.232-7006 and this WAWF instruction apply only to WAWF Invoicing and WAWF Receiving Reports. Contradictory information elsewhere in this contract, e.g. Ship to DoDAAC, shall be followed per the terms and conditions of the contract.

When entering the invoice into WAWF, the Contractor shall fill in the DoDAAC fields or DoDAAC extensions exactly as shown in the table in DFARS 252.232-7006. Fields that should not be filled in when entering the invoice into WAWF will be indicated with the direction, “Leave Blank.”

In some situations the WAWF system will pre-populate the “Pay DoDAAC,” “Admin By DoDAAC” and “Issue By DoDAAC.” The Contractor shall verify that those DoDAACs automatically entered by the WAWF system match the information in the table in DFARS 252.232-7006. If these DoDAACs do not match, then the Contractor shall correct the field(s).

If Receiving Reports are required, ensure that the “Inspection” and “Acceptance” defaults of “destination” for both fields are not changed in the WAWF online interface.

The CLINs on the WAWF invoice shall be entered exactly as set forth in the contract document including CLIN number (e.g. 0001), Quantity (may be adjusted for actual quantity or dollar value delivered and invoiced), and Unit Price (e.g. $1.00). The dollar amounts on each CLIN or SubCLIN on the WAWF invoice shall reflect final performance values, but in no instance can the dollar amount for each CLIN or SubCLIN exceed what is specified in the contract document. The Contractor shall bill to the lowest level, e.g., the SubCLIN level. The Quantity and Unit of Measure fields must be filled out exactly as indicated in the CLINs and SubCLINs to reduce the possibility of the invoice being delayed or rejected during processing.

Before closing out of an invoice session in WAWF, but after submitting the document or documents, the Contractor will be given the option to send additional email notifications by clicking on the “Send More Email Notifications” link that appears on the page. The Contractor shall click on this link and add the Technical Point of Contact’s (TPOC) or Contracting Officer’s Representative’s (COR) email address in the first email address block and add any other additional email addresses desired in the following blocks. This additional notification to the Government is important to ensure the acceptor/receiver is aware that the invoice documents have been submitted into the WAWF system.

(End of instructions)

CLAUSES INCORPORATED BY REFERENCE

252.247-7024 Notification of Transportation of Supplies by Sea (MAR 2000)

(a) The Contractor has indicated by the response to the solicitation provision, Representation of Extent of Transportation by Sea, that it did not anticipate transporting by sea any supplies. If, however, after the award of this contract, the Contractor learns that supplies, as defined in the Transportation of Supplies by Sea clause of this contract, will be transported by sea, the Contractor --

(1) Shall notify the Contracting Officer of that fact; and

(2) Hereby agrees to comply with all the terms and conditions of the Transportation of Supplies by Sea clause of this contract.

(b) The Contractor shall include this clause; including this paragraph (b), revised as necessary to reflect the relationship of the contracting parties--

(1) In all subcontracts under this contract, if this contract is a construction contract; or

(2) If this contract is not a construction contract, in all subcontracts under this contract that are for--

(i) Noncommercial items; or

(ii) Commercial items that--

(A) The Contractor is reselling or distributing to the Government without adding value (generally, the Contractor does not add value to items that it subcontracts for f.o.b. destination shipment);

(B) Are shipped in direct support of U.S. military contingency operations, exercises, or forces deployed in humanitarian or peacekeeping operations; or

(C) Are commissary or exchange cargoes transported outside of the Defense Transportation System in accordance with 10 U.S.C. 2643.

(End of clause)

CLAUSES INCORPORATED BY REFERENCE

252.204-7012 SAFEGUARDING OF UNCLASSIFIED CONTROLLED TECHNICAL INFORMATION (NOV 2013)

(a) Definitions. As used in this clause--

Adequate security means protective measures that are commensurate with the consequences and probability of loss, misuse, or unauthorized access to, or modification of information.

Attribution information means information that identifies the Contractor, whether directly or indirectly, by the grouping of information that can be traced back to the Contractor (e.g., program description or facility locations).

Compromise means disclosure of information to unauthorized persons, or a violation of the security policy of a system, in which unauthorized intentional or unintentional disclosure, modification, destruction, or loss of an object, or the copying of information to unauthorized media may have occurred.

Contractor information system means an information system belonging to, or operated by or for, the Contractor.

Controlled technical information means technical information with military or space application that is subject to controls on the access, use, reproduction, modification, performance, display, release, disclosure, or dissemination. Controlled technical information is to be marked with one of the distribution statements B-through-F, in accordance with DoD Instruction 5230.24, Distribution Statements on Technical Documents. The term does not include information that is lawfully publicly available without restrictions.

Cyber incident means actions taken through the use of computer networks that result in an actual or potentially adverse effect on an information system and/or the information residing therein.

Exfiltration means any unauthorized release of data from within an information system. This includes copying the data through covert network channels or the copying of data to unauthorized media.

Media means physical devices or writing surfaces including, but is not limited to, magnetic tapes, optical disks, magnetic disks, large-scale integration memory chips, and printouts onto which information is recorded, stored, or printed within an information system.

Technical information means technical data or computer software, as those terms are defined in the clause at DFARS 252.227-7013, Rights in Technical Data--Non Commercial Items, regardless of whether or not the clause is incorporated in this solicitation or contract. Examples of technical information include research and engineering data, engineering drawings, and associated lists, specifications, standards, process sheets, manuals, technical reports, technical orders, catalog-item identifications, data sets, studies and analyses and related information, and computer software executable code and source code.

(b) Safeguarding requirements and procedures for unclassified controlled technical information. The Contractor shall provide adequate security to safeguard unclassified controlled technical information from compromise. To provide adequate security, the Contractor shall—

(1) Implement information systems security in its project, enterprise, or company-wide unclassified information technology system(s) that may have unclassified controlled technical information resident on or transiting through them. The information systems security program shall implement, at a minimum—

(i) The specified National Institute of Standards and Technology (NIST) Special Publication (SP) 800-53 security controls identified in the following table; or

(ii) If a NIST control is not implemented, the Contractor shall submit to the Contracting Officer a written explanation of how—

(A) The required security control identified in the following table is not applicable; or

(B) An alternative control or protective measure is used to achieve equivalent protection.

(2) Apply other information systems security requirements when the Contractor reasonably determines that information systems security measures, in addition to those identified in paragraph (b)(1) of this clause, may be required to provide adequate security in a dynamic environment based on an assessed risk or vulnerability.

Table 1--Minimum Security Controls for Safeguarding

Minimum required security controls for unclassified controlled technical information requiring safeguarding in accordance with paragraph (d) of this clause. (A description of the security controls is in the NIST SP 800-53, ``Security and Privacy Controls for Federal Information Systems and Organizations'' (http://csrc.nist.gov/publications/PubsSPs.html).)

Access Control

AC-2

AC-3(4)

AC-4

AC-6

AC-7

AC-11(1)

AC-17(2)

AC-18(1)

AC-19

AC-20(1)

AC-20(2)

AC-22

Audit & Accountability

AU-2

AU-3

AU-6(1)

AU-7

AU-8

AU-9

Identification and Authentication

IA-2

IA-4

IA-5(1)

Media Protection

MP-4

MP-6

System & Comm Protection

SC-2

SC-4

SC-7

SC-8(1)

SC-13

SC-15

SC-28

Physical and Environmental Protection

PE-2

PE-3

PE-5

Incident Response

IR-2

IR-4

IR-5

IR-6

Configuration Management

CM-2

CM-6

CM-7

CM-8

Program Management

PM-10

System & Information Integrity

SI-2

SI-3

SI-4

Maintenance

MA-4(6)

MA-5

MA-6

Risk Assessment

RA-5

Awareness & Training

AT-2

Contingency Planning

CP-9

Legend:

AC: Access Control

AT: Awareness and Training MP:

AU: Auditing and Accountability

CM: Configuration Management

CP: Contingency Planning

IA: Identification and Authentication

IR: Incident Response

MA: Maintenance

MP: Media Protection

PE: Physical & Environmental Protection

PM: Program Management

RA: Risk Assessment

SC: System & Communications Protection

SI: System & Information Integrity

(c) Other requirements. This clause does not relieve the Contractor of the requirements specified by applicable statutes or other Federal and DoD safeguarding requirements for Controlled Unclassified

Information as established by Executive Order 13556, as well as regulations and guidance established pursuant thereto.

(d) Cyber incident and compromise reporting.

(1) Reporting requirement. The Contractor shall report as much of the following information as can be obtained to the Department of Defense via (http://dibnet.dod.mil/) within 72 hours of discovery of any cyber incident, as described in paragraph (d)(2) of this clause, that affects unclassified controlled technical information resident on or transiting through the Contractor's unclassified information systems:

(i) Data Universal Numbering System (DUNS).

(ii) Contract numbers affected unless all contracts by the company are affected.

(iii) Facility CAGE code if the location of the event is different than the prime Contractor location.

(iv) Point of contact if different than the POC recorded in the System for Award Management (address, position, telephone, email).

(v) Contracting Officer point of contact (address, position, telephone, email).

(vi) Contract clearance level.

(vii) Name of subcontractor and CAGE code if this was an incident on a subcontractor network.

(viii) DoD programs, platforms or systems involved.

(ix) Location(s) of compromise.

(x) Date incident discovered.

(xi) Type of compromise (e.g., unauthorized access, inadvertent release, other).

(xii) Description of technical information compromised.

(xiii) Any additional information relevant to the information compromise.

(2) Reportable cyber incidents. Reportable cyber incidents include the following:

(i) A cyber incident involving possible exfiltration, manipulation, or other loss or compromise of any unclassified controlled technical information resident on or transiting through Contractor's, or its subcontractors', unclassified information systems.

(ii) Any other activities not included in paragraph (d)(2)(i) of this clause that allow unauthorized access to the Contractor's unclassified information system on which unclassified controlled technical information is resident on or transiting.

(3) Other reporting requirements. This reporting in no way abrogates the Contractor's responsibility for additional safeguarding and cyber incident reporting requirements pertaining to its unclassified information systems under other clauses that may apply to its contract, or as a result of other U.S. Government legislative and regulatory requirements that may apply (e.g., as cited in paragraph (c) of this clause).

(4) Contractor actions to support DoD damage assessment. In response to the reported cyber incident, the Contractor shall—

(i) Conduct further review of its unclassified network for evidence of compromise resulting from a cyber incident to include, but is not limited to, identifying compromised computers, servers, specific data and users accounts. This includes analyzing information systems that were part of the compromise, as well as other information systems on the network that were accessed as a result of the compromise;

(ii) Review the data accessed during the cyber incident to identify specific unclassified controlled technical information associated with DoD programs, systems or contracts, including military programs, systems and technology; and

(iii) Preserve and protect images of known affected information systems and all relevant monitoring/packet capture data for at least 90 days from the cyber incident to allow DoD to request information or decline interest.

(5) DoD damage assessment activities. If DoD elects to conduct a damage assessment, the Contracting Officer will request that the Contractor point of contact identified in the incident report at (d)(1) of this clause provide all of the damage assessment information gathered in accordance with paragraph (d)(4) of this clause. The Contractor shall comply with damage assessment information requests. The requirement to share files and images exists unless there are legal restrictions that limit a company's ability to share digital media. The Contractor shall inform the Contracting Officer of the source, nature, and prescription of such limitations and the authority responsible.

(e) Protection of reported information. Except to the extent that such information is lawfully publicly available without restrictions, the Government will protect information reported or otherwise provided to DoD under this clause in accordance with applicable statutes, regulations, and policies. The Contractor shall identify and mark attribution information reported or otherwise provided to the DoD.