N4008423R6301.pdf

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until 10:00 AM local time 01 Jun 2023

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59 - 68 X H 69 - 75 keiko.ujiie1.JA@fe.navy.mil

RATING PAGE OF PAGES

7. ISSUED BY

(Date)

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official written notice.

Previous Edition is Unusable 33-134 STANDARD FORM 33 (REV. 9-97)

Prescribed by GSA FAR (48 CFR) 53.214(c)

1 75

(If other than Item 7)

15A. NAME 16. NAME AND TITLE OF PERSON AUTHORIZED TO

AND

ADDRESS

SIGN OFFER (Type or print)

OF

OFFEROR

AMENDMENT NO. DATE

15B. TELEPHONE NO (Include area code) 17. SIGNATURE15C. CHECK IF REMITTANCE ADDRESS

IS DIFFERENT FROM ABOVE - ENTER

SUCH ADDRESS IN SCHEDULE.

18. OFFER DATE

1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

2. CONTRACT NO.

N40084 8. ADDRESS OFFER TO

See Item 7

9. Sealed offers in original and 1 copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if handcarried, in the depository located in

CAUTION - LATE Submissions, Modifications, and Withdrawals: See Section L, Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and

Bldg 200, 2nd Floor, CON conditions contained in this solicitation.

10. FOR INFORMATION

CALL:

A. NAME (NO COLLECT CALLS)

KEIKO UJIIE 0956-50-2502

11. TABLE OF CONTENTS

SOLICITATION/ CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/ COSTS

2 - 12

X I CONTRACT CLAUSES

DESCRIPTION/ SPECS./ WORK STATEMENT X

PACKAGING AND MARKING

13 J LIST OF ATTACHMENTS

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

X K

REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

CONTRACT ADMINISTRATION DATA 16 - 18 X

SPECIAL CONTRACT REQUIREMENTS

OFFER (Must be fully completed by offeror) 19 - 22 X M

L INSTRS., CONDS., AND NOTICES TO OFFERORS

EVALUATION FACTORS FOR AWARD

NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

is inserted by the offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT

(See Section I, Clause No. 52.232-8)

14. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments

AMENDMENT NO. DATE

to the SOLICITATION for offerors and related documents numbered and dated):

FACILITY

12. In compliance with the above, the undersigned agrees, if this offer is accepted within calendar days (60 calendar days unless a different period

SOLICITATION, OFFER AND AWARD

X

(X) SEC. DESCRIPTION (X) SEC. DESCRIPTION PAGE(S)

PART I - THE SCHEDULE

26. NAME OF CONTRACTING OFFICER (Type or print) 27. UNITED STATES OF AMERICA 28. AWARD DATE

EMAIL:TEL: (Signature of Contracting Officer)

CODE CODE

B. TELEPHONE (Include area code) C. E-MAIL ADDRESS

AWARD (To be completed by Government)

19. ACCEPTED AS TO ITEMS NUMBERED 20. AMOUNT 21. ACCOUNTING AND APPROPRIATION

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION:

10 U.S.C. 2304(c)( ) 41 U.S.C. 253(c)( ) (4 copies unless otherwise specified)

23. SUBMIT INVOICES TO ADDRESS SHOWN IN ITEM

24. ADMINISTERED BY (If other than Item 7) CODE 25. PAYMENT WILL BE MADE BY CODE

PART IV - REPRESENTATIONS AND INSTRUCTIONS

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS

23 - 46

PART II - CONTRACT CLAUSES

NAVFAC FAR EAST

FEAD SASEBO

PSC 476 BOX 66

FPO AP 96322-1160

FAX:

TEL:

FAX:

TEL:

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

SOLICITATION

6. REQUISITION/PURCHASE NO.5. DATE ISSUED

03 Apr 2023

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

[ X ]

3. SOLICITATION NO.

N4008423R6301

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0001 1 Base Period Recurring Work

FFP

Base Operating Service (BOS) Utilities Operation and Maintenance and Shorefront Service (Utilities O&M) at Command Fleet Activities Sasebo (CFAS), Japan (BOS Utilities O&M at CFAS).

The price for this Contract Line Item Number (CLIN) is made up of all items being awarded for the Base Period (Recurring), and are identified in the Exhibit Line Item Numbers (ELINs) in Attachment J-0200000-16.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will be made in Yen.

FOB: Destination

NET AMT

ITEM NO SUPPLIES/SERVICES MAX

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

0002 UNDEFINED

Base Period Non-Recurring Work

FFP

BOS Utilities O&M at CFAS.

The price for this CLIN is made up of all items being awarded for the Base Period (Non-Recurring), and are identified in the ELINs in Attachment J-0200000-16.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will

MAX

0003 1 OPTION First Option Period Recurring Work

FFP

BOS Utilities O&M at CFAS.

The price for this CLIN is made up of all items being awarded for the First Option Period (Recurring), and are identified in the ELINs in Attachment J-0200000-16.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will

UNIT UNIT PRICE MAX AMOUNT

0004 UNDEFINED

OPTION First Option Period Non-Recurring Work

FFP

BOS Utilities O&M at CFAS.

The price for this CLIN is made up of all items being awarded for the First Option Period (Non-Recurring), and are identified in the ELINs in Attachment J- 0200000-16.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will

0005 1 OPTION Second Option Period Recurring Work

FFP

BOS Utilities O&M at CFAS.

The price for this CLIN is made up of all items being awarded for the Second Option Period (Recurring), and are identified in the ELINs in Attachment J- 0200000-16.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will

UNIT UNIT PRICE MAX AMOUNT

0006 UNDEFINED

OPTION Second Option Period Non-Recurring Work

FFP

BOS Utilities O&M at CFAS.

The price for this CLIN is made up of all items being awarded for the Second Option Period (Non-Recurring), and are identified in the ELINs in Attachment J- 0200000-16.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will

0007 1 OPTION Third Option Period Recurring Work

FFP

BOS Utilities O&M at CFAS.

The price for this CLIN is made up of all items being awarded for the Third Option Period (Recurring), and are identified in the ELINs in Attachment J-0200000-16.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will

UNIT UNIT PRICE MAX AMOUNT

0008 UNDEFINED

OPTION Third Option Period Non-Recurring Work

FFP

BOS Utilities O&M at CFAS.

The price for this CLIN is made up of all items being awarded for the Third Option Period (Non-Recurring), and are identified in the ELINs in Attachment J- 0200000-16.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will

0009 1 OPTION Fourth Option Period Recurring Work

FFP

BOS Utilities O&M at CFAS.

The price for this CLIN is made up of all items being awarded for the Fourth Option Period (Recurring), and are identified in the ELINs in Attachment J- 0200000-16.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will

UNIT UNIT PRICE MAX AMOUNT

0010 UNDEFINED

OPTION Fourth Option Period Non-Recurring Work

FFP

BOS Utilities O&M at CFAS.

The price for this CLIN is made up of all items being awarded for the Fourth Option Period (Non-Recurring), and are identified in the ELINs in Attachment J- 0200000-16.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will

0011 1 Transition Period

FFP

BOS Utilities O&M at CFAS.

The price for this CLIN is made up of item being awarded for the Transition Period.

Preparatory work including attending of Government provided classes.

Navy Treatment Level 1 Operator and Navy Distribution Level 3 Operator class is tentatively scheduled on 04~08 September 2023 (5 days) in PWD Sasebo. The schedule is subject to change.

PROPOSALS SHALL BE PRICED ONLY IN JAPANESE YEN. PROPOSALS

NOT PRICED IN JAPANESE YEN WILL BE CONSIDERED NON-

RESPONSIVE AND WILL NOT BE ELIGIBLE FOR AWARD.

When the contract is awarded, the price of this CLIN will be expressed in U.S.

Dollars for the administrative convenience of the U.S. Government. Payment will

TOTAL AMOUNT

TOTAL AMOUNT OF ALL CLINS, 0001 THROUGH 0011

(TRANSITION PERIOD AND BASE PERIOD THROUGH

FOUTH OPTION PERIOD)

Not-to-Exceed (NTE)

NTE AND MINUMUM GUARANTEE

The maximum or NTE value of an ordering period is the total of all the CLINs in that ordering period. The maximum for any ordering period shall not be exceeded except as may be provided for by formal modification to the contract. Circumstances may change after award such that the Government may need to issue orders which exceed the estimated quantity set forth for any particular CLIN during an ordering period, but will not exceed the maximum value for that ordering period. In this case, the Contractor may agree by signing the task order or starting performance. Concurrently with the award of the basic contract, the Government intends to issue a task order to obligate the contract minimum guarantee for CLIN 0011 Transition Period. Minimum guarantees do not apply to the option periods.

Section C - Descriptions and Specifications

SPECIFICATION

The contractor shall perform in accordance with attachments in Section J – List of Documents, Exhibits and Other Attachments.

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 N/A N/A N/A Government 0002 N/A N/A N/A Government 0003 N/A N/A N/A Government 0004 N/A N/A N/A Government 0005 N/A N/A N/A Government 0006 N/A N/A N/A Government 0007 N/A N/A N/A Government 0008 N/A N/A N/A Government 0009 N/A N/A N/A Government 0010 N/A N/A N/A Government 0011 N/A N/A N/A Government

CLAUSES INCORPORATED BY REFERENCE

52.246-4 Inspection Of Services--Fixed Price AUG 1996

Section F - Deliveries or Performance

DELIVERY INFORMATION

CLIN DELIVERY DATE QUANTITY SHIP TO ADDRESS DODAAC /

CAGE

0001 POP 01-NOV-2023 TO

31-OCT-2024

N/A NAVFAC FAR EAST

FEAD SASEBO

PSC 476 BOX 66

FPO UNITED STATES

0956-50-2502

N40084

0002 POP 01-NOV-2023 TO

31-OCT-2024

N/A (SAME AS PREVIOUS LOCATION)

0003 POP 01-NOV-2024 TO

31-OCT-2025

N/A (SAME AS PREVIOUS LOCATION)

0004 POP 01-NOV-2024 TO

31-OCT-2025

N/A (SAME AS PREVIOUS LOCATION)

0005 POP 01-NOV-2025 TO

31-OCT-2026

N/A (SAME AS PREVIOUS LOCATION)

0006 POP 01-NOV-2025 TO

31-OCT-2026

N/A (SAME AS PREVIOUS LOCATION)

0007 POP 01-NOV-2026 TO

31-OCT-2027

N/A (SAME AS PREVIOUS LOCATION)

0008 POP 01-NOV-2026 TO

31-OCT-2027

N/A (SAME AS PREVIOUS LOCATION)

0009 POP 01-NOV-2027 TO

31-OCT-2028

N/A (SAME AS PREVIOUS LOCATION)

0010 POP 01-NOV-2027 TO

31-OCT-2028

N/A (SAME AS PREVIOUS LOCATION)

0011 POP 01-SEP-2023 TO

31-OCT-2023

N/A (SAME AS PREVIOUS LOCATION)

52.242-15 Stop-Work Order AUG 1989 52.242-17 Government Delay Of Work APR 1984

Section G - Contract Administration Data

PAYMENT OFFICE INSTRUCTIONS

Payments shall be made in accordance with the Payment Instructions table at DFARS PGI 204.7108(b)(2). A link to the table is provided below:

https://www.acq.osd.mil/dpap/dars/pgi/pgi_htm/PGI204_71.htm#payment_instructions

252.204-7006 Billing Instructions OCT 2005

CLAUSES INCORPORATED BY FULL TEXT

252.232-7006 WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (DEC 2018)

(a) Definitions. As used in this clause—

“Department of Defense Activity Address Code (DoDAAC)” is a six position code that uniquely identifies a unit, activity, or organization.

“Document type” means the type of payment request or receiving report available for creation in Wide Area WorkFlow (WAWF).

“Local processing office (LPO)” is the office responsible for payment certification when payment certification is done external to the entitlement system.

“Payment request” and “receiving report” are defined in the clause at 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(b) Electronic invoicing. The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232- 7003, Electronic Submission of Payment Requests and Receiving Reports.

(c) WAWF access. To access WAWF, the Contractor shall—

(1) Have a designated electronic business point of contact in the System for Award Management at https://www.sam.gov; and

(2) Be registered to use WAWF at https://wawf.eb.mil/ following the step-by-step procedures for self-registration available at this web site.

(d) WAWF training. The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the “Web Based Training” link on the WAWF home page at https://wawf.eb.mil/.

(e) WAWF methods of document submission. Document submissions may be via web entry, Electronic Data Interchange, or File Transfer Protocol.

(f) WAWF payment instructions. The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF for this contract or task or delivery order:

(1) Document type. The Contractor shall submit payment requests using the following document type(s):

(i) For cost-type line items, including labor-hour or time-and-materials, submit a cost voucher.

(ii) For fixed price line items—

(A) That require shipment of a deliverable, submit the invoice and receiving report specified by the Contracting Officer.

Select “Navy Construction Invoice/Facilities Management Invoice”.

(B) For services that do not require shipment of a deliverable, submit either the Invoice 2in1, which meets the requirements for the invoice and receiving report, or the applicable invoice and receiving report, as specified by the Contracting Officer.

Select “Navy Construction Invoice/Facilities Management Invoice”.

(iii) For customary progress payments based on costs incurred, submit a progress payment request.

(iv) For performance based payments, submit a performance based payment request.

(v) For commercial item financing, submit a commercial item financing request.

(2) Fast Pay requests are only permitted when Federal Acquisition Regulation (FAR) 52.213-1 is included in the contract.

[Note: The Contractor may use a WAWF “combo” document type to create some combinations of invoice and receiving report in one step.]

(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF when creating payment requests and receiving reports in the system.

Routing Data Table*

Field Name in WAWF Data to be entered in WAWF

Pay Official DoDAAC HQ0721

Issue By DoDAAC N40084

Admin DoDAAC** N40084

Inspect By DoDAAC N40084/ SASEBO

Ship To Code N/A

Ship From Code N/A

Mark For Code N/A

Service Approver (DoDAAC) N/A

Service Acceptor (DoDAAC) N40084/ SASEBO

Accept at Other DoDAAC N/A

LPO DoDAAC N40084/ SASEBO

DCAA Auditor DoDAAC N/A

Other DoDAAC(s) N/A

(4) Payment request. The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

(5) Receiving report. The Contractor shall ensure a receiving report meets the requirements of DFARS Appendix F.

(g) WAWF point of contact.

(1) The Contractor may obtain clarification regarding invoicing in WAWF from the following contracting activity’s WAWF point of contact.

NAVFAC Far East, PWD Sasebo FEAD Contracting Branch Office Telephone Number: 0956-50-2502 Email Address: keiko.ujiie2.ln.@us.navy.mil

(2) Contact the WAWF helpdesk at 866-618-5988, if assistance is needed.

(End of clause)

PAYMENT REMITTANCE INFORMATION

Payment shall be made to a host nation bank account. Therefore each invoice or voucher submitted for payment under this contract shall be made to the contractor’s Japanese bank account as reflected in the contractor’s remittance information.

Section H - Special Contract Requirements

ADDITIONAL TERMS

ADDITIONAL TERMS AND CONDITIONS

1. CORRESPONDENCE IN ENGLISH

The Contractor shall ensure that all contract correspondence that is addressed to the United States Government is submitted in English or with an English translation.

2. AUTHORIZATION TO OPERATE AND CONDUCT BUSINESS IN JAPAN

CONTRACTOR LICENSING REQUIREMENTS: Any contract resulting from this solicitation will be awarded and performed in its entirety in the country of Japan. Contractors must be duly authorized to operate and conduct business in Japan and must fully comply with all laws, decrees, labor standards, and regulations of Japan during the performance of the contract.

STATUS OF FORCES AGREMENT: The U.S. Government will not offer “United States Official Contractor” status under Article XIV of the U.S.-Japan Status of Forces Agreement (SOFA) to any offeror awarded a contract under this solicitation. The U.S. Government may certify qualified employees of a contractor as “Members of the Civilian Component” under Article I(b) of the SOFA.

3. CONCILIATION

(a) Any disagreement arising under this contract which is not resolved by the parties to this contract may be submitted to the U.S.-Japan Joint Committee for Conciliation in accordance with paragraph 10, Article XVIII, of the Status of Forces Agreement under Article VI, of the Treaty of Mutual Cooperation and Security between Japan and the United States of America.

(b) Recourse to the Joint Committee for Conciliation for resolving disputes is available in addition to the procedures set forth in the Contract Disputes Act of 1978 and the Disputes Clause of this contract, 52.233-1. A request for conciliation by the Joint Committee, however, shall not toll the time periods allowed under the Contract Disputes Act for appealing a contracting officer's final decision to either the Armed Services Board of Contract Appeals or U.S. Court of Federal Claims.

(c) Upon filing a request for conciliation with the Joint Committee, the Contractor shall immediately notify the Contracting Officer in writing of the request.

4. CUSTOMS AND TAX EXEPTION

In accordance with the Status of Forces Agreement, the U.S. Government is entitled to an exemption from Japanese customs duties and Japanese commodity and gasoline taxes. The Contractor warrants that all taxes and customs duties pertinent to the procurement for which the U.S. Government is exempt have been excluded from the contract price. The Contractor is required to submit a request in writing to the Contracting Officer for issuance of an import or tax exemption certificate, as appropriate, relieving the Contractor from such customs duties or taxes.

CONSUMPTION TAX EXEMPTION PROCEDURES ON PURCHASE OF GOODS AND SERVICES BY

THE UNITED STATES ARMED FORCES IN JAPAN [JAPANESE LAW NO. 108, 1988]

(a) The Consumption Tax Law (Law No. 108, 1988) was enacted in the Diet of Japan on 24 December 1988, and applied from April 1, 1989. The Government of Japan (GOJ) and the United States Government (USG), in accordance with paragraph 3, Article XII, of the "Agreement Under Article VI of the Treaty of Mutual Cooperation And Security Between Japan And The United States of America Regarding Facilities And Areas And The Status of United States Armed Forces In Japan,” (SOFA) have agreed upon procedures for exempting the United States from the Japanese Consumption Tax on goods and services purchased in Japan for official purposes of the U. S. Armed Forces by the U. S. Armed Forces or its authorized procurement agencies.

(b) The underlying objective is to obtain the full amount of the exemption from the tax on U.S. Forces procurements immediately at the time of purchase and at the same time provide the Contractor a proof of purchase document, acceptable to GOJ tax authorities, which he/she can present to the tax authorities to obtain a tax credit and/or refund for tax already collected and paid by previous sellers.

(c) The exemption from the Japanese Consumption Tax applies not only to prime contractors, but also subcontractors or suppliers at every level regardless of the nationality of the prime contractor whether a Japanese or foreign firm.

(d) By the submission of their offer, the offeror certifies that the Japanese Consumption Tax is not included in the bid/proposal/quote price, nor will it be a part of any subsequent modification to the contract. Procedures for Contractors to obtain a consumption tax credit are described in USFJ Instruction 51-5 that may be obtained from the Procuring Contracting Office.

5. WAIVER OF DEFENSE BASE ACT

The Defense Base Act is currently waived in Japan by the U.S. Department of Labor through March 29, 2026 unless modified, terminated, suspended, or revoked earlier than that date excepting where personnel are U.S. citizens, U.S.

permanent residents, or hired in the U.S. As such, the 52.228-3, Workers' Compensation Insurance (Defense Base Act) does not apply to this requirement while the current waiver is in effect, extended, or a new waiver is issued except where personnel are U.S. citizens, U.S. permanent residents, or hired in the U.S. during.

6. CONTRACTOR SUPPORT OF ELECTRONIC CONTRACTING (FEDMALL)

The contractor is required to offer indefinite quantity (IQ) pre-priced line item services to authorized Government personnel when they are ordering the work directly via the Government wide Commercial Purchase Card (GCPC) program. When receiving GCPC orders against Section B, the contractor shall provide the supplies and services at the offered price without additional markup or handling fee.

The contractor agrees to accept and process electronically submitted GCPC orders for IQ services, including those orders issued through the FedMall. The FedMall is a U.S. Government (USG) owned and operated web-based ordering system that enables any Department of Defense (DoD) or Federal activity to search for and order goods and services. Authorized GCPC users will receive approved accounts on FedMall to view and order IQ line items.

The contractor is required to receive electronic IQ orders from the FedMall using 128-bit encrypted email. The contractor agrees to purchase, install, and utilize the most recent version of PGP Personal software, or a comparable solution, for the purpose of decrypting order notification emails from the FedMall. In addition, the DoD has established the External Certification Authority (ECA) program to support the issuance of DoD-approved certificates to contractors. The ECA program is designed to provide the mechanism for contractors to securely communicate with the DoD and authenticate to DoD Information Systems. The contractor agrees to purchase, install, maintain and use a DoD-approved ECA certificate. Information on obtaining an ECA certificate can be found at http://iase.disa.mil/pki/eca/Pages/certificate.aspx.

The contractor shall post updates on order delivery schedule and performance to the FedMall in a timely manner.

The contractor shall track quantities and report total ordered quantity in FedMall and approved DD 1155's / SF1449’s by line item number each month and year-to-date. The report shall be due to the Contracting Officer by the fifth day of the following month. The contractor must track and report when total dollar value of all orders from both GCPC purchases and DD1155’s / SF1449s exceed 75% of the combined Section B Pre-Priced Line Item quantities.

7. CONTRACTOR PERFORMANCE ASSESSMENT REPORTING SYSTEM (CPARS)

Contractor’s performance will be evaluated using the respective contractor performance evaluation report entry system located on the website http://www.cpars.gov/. Prior to commencement of work the contractor is required to provide the government with the name, phone number and e-mail address of the “Contractor’s Representative” that will be responsible for receipt and review of draft performance evaluations prepared by the government in the appropriate system. It is the contractor’s responsibility to keep this contact information current.

8. ORAL ORDERS

The Government intends to utilize electronic contracting to the maximum extent practical. However, when time does not permit the issuance of written orders on an DD1155 and electronic contracting is not available, the Contracting Officer may issue oral or written telecommunications orders (email). Oral or written telecommunications orders will be confirmed by issuance of a written task order on an DD1155 as soon as practical after issuance of the oral or written telecommunications order.

9. NON-RECURRING WORK CONTRACT LINE ITEM QUANTITIES

Delivery or performance shall be made only as authorized by orders issued in accordance with FAR52.216-19.

Issuance of orders orally, by facsimile, or by electronic commerce methods (i.e., email, DoD FedMall, GCPC, Task Orders) are authorized. Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule and any accompanying exhibits up to the contract stated maximum.

Additional requirements may be ordered as long as the overall not-to-exceed (NTE) amount of the contract per year is not exceeded and the contractor agrees by signing the task order or modification.

Any amount of the estimated amount under the Non-Recurring Work from the current year may be carried over to the next Option year via issuance of a bilateral modification, so long as the total estimated contract price for all years is not exceeded. ELIN and Sub ELIN rates for the unused capacity carried over to the next option will be consistent with the succeeding option’s rate.

The Order Limitations apply only to the Non-Recurring Work CLINs. There are no Order Limitations for the Recurring Work CLINs since the Government intends to issue a single task order each year for the full price of that year’s Recurring Work CLIN.

10. PERFORMANCE EVALUATION MEETING

As directed by the Contracting Officer, the Contractor may be required to meet the Government’s Contracting Officer’s Representative, Performance Assessment Representative and other contract management Representatives weekly for the entire contract performance period of the contract with to discuss contract matters. Meetings will be as often as necessary at the discretion of the Contracting Officer. A mutual effort will be made to resolve all problems identified. If written minutes of a meeting are prepared by the Government, the minutes shall be signed by the Contractor’s representative and the Government’s representative. Should the Contractor not concur with the minutes, the Contractor shall state in writing to the Contracting Officer any area of disagreement within five calendar days.

The Government will periodically assess the Contractor’s overall performance on this contract by completing a Contractor Performance Assessment Report System (CPARS) Form. The Government may use this form to evaluate the Contractor more frequently if it becomes necessary. The Contractor will be afforded an opportunity to comment on each evaluation performed when the Government uses the CPARS form. The Contractor has 30 calendar days to submit written comments on unsatisfactory ratings.

The Contractor’s performance will be evaluated using the respective Contractor performance evaluation report entry system located on the website www.cpars.navy.mil. Prior to commencement of work, the Contractor is required to provide the Government with the name, phone number and e-mail address of the “Contractor’s Representative” that will be responsible for receipt and review of draft performance evaluations prepared by the Government. It is the Contractor’s responsibility to keep this contract information current.

(End of Additional Term and Condition)

INVOICES

INVOICES EXCLUSIVE OF TAXES OR DUTIES

Invoices submitted in accordance with the terms and conditions of this contract shall be exclusive of all taxes or duties for which relief is available.

Section I - Contract Clauses

52.202-1 Definitions JUN 2020 52.203-3 Gratuities APR 1984 52.203-5 Covenant Against Contingent Fees MAY 2014 52.203-6 Restrictions On Subcontractor Sales To The Government JUN 2020 52.203-7 Anti-Kickback Procedures JUN 2020 52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or

Improper Activity

MAY 2014

52.203-10 Price Or Fee Adjustment For Illegal Or Improper Activity MAY 2014 52.203-12 Limitation On Payments To Influence Certain Federal

Transactions

JUN 2020

52.203-13 Contractor Code of Business Ethics and Conduct NOV 2021 52.203-17 Contractor Employee Whistleblower Rights and Requirement

To Inform Employees of Whistleblower Rights

JUN 2020

52.204-2 Security Requirements MAR 2021 52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber

Content Paper

MAY 2011

52.204-9 Personal Identity Verification of Contractor Personnel JAN 2011 52.204-10 Reporting Executive Compensation and First-Tier

Subcontract Awards

JUN 2020

52.204-13 System for Award Management Maintenance OCT 2018 52.204-18 Commercial and Government Entity Code Maintenance AUG 2020 52.204-19 Incorporation by Reference of Representations and

Certifications.

DEC 2014

52.204-21 Basic Safeguarding of Covered Contractor Information Systems

NOV 2021

52.204-23 Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab and Other Covered Entities

NOV 2021

52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment

NOV 2021

52.209-6 Protecting the Government's Interest When Subcontracting With Contractors Debarred, Suspended, or Proposed for Debarment

NOV 2021

52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters

OCT 2018

52.209-10 Prohibition on Contracting With Inverted Domestic Corporations

NOV 2015

52.210-1 Market Research NOV 2021 52.215-2 Audit and Records--Negotiation JUN 2020 52.215-11 (Dev) Price Reduction for Defective Certified Cost or Pricing Data--

Modifications (DEVIATION 2022-O0001)

OCT 2021

52.215-13 (Dev) Subcontractor Certified Cost or Pricing Data - Modifications (Deviation 2022-O0001)

OCT 2021

52.215-14 Integrity of Unit Prices NOV 2021 52.215-17 Waiver of Facilities Capital Cost of Money OCT 1997 52.215-19 Notification of Ownership Changes OCT 1997 52.215-21 Requirements for Certified Cost or Pricing Data and Data

Other Than Certified Cost or Pricing Data -- Modifications

NOV 2021

52.222-21 Prohibition Of Segregated Facilities APR 2015 52.222-50 Combating Trafficking in Persons NOV 2021

52.223-3 Hazardous Material Identification And Material Safety Data FEB 2021 52.223-5 Pollution Prevention and Right-to-Know Information MAY 2011 52.223-6 Drug-Free Workplace MAY 2001 52.223-15 Energy Efficiency in Energy-Consuming Products MAY 2020 52.223-17 Affirmative Procurement of EPA-Designated Items in Service and Construction Contracts

AUG 2018

52.223-18 Encouraging Contractor Policies To Ban Text Messaging While Driving

JUN 2020

52.223-19 Compliance with Environmental Management Systems MAY 2011 52.225-13 Restrictions on Certain Foreign Purchases FEB 2021 52.228-3 Worker's Compensation Insurance (Defense Base Act) JUL 2014 52.228-4 Workers' Compensation and War-Hazard Insurance Overseas APR 1984 52.228-5 Insurance - Work On A Government Installation JAN 1997 52.229-6 Taxes--Foreign Fixed-Price Contracts FEB 2013 52.229-12 Tax on Certain Foreign Procurements FEB 2021 52.232-1 Payments APR 1984 52.232-8 Discounts For Prompt Payment FEB 2002 52.232-11 Extras APR 1984 52.232-17 Interest MAY 2014 52.232-18 Availability Of Funds APR 1984 52.232-19 Availability Of Funds For The Next Fiscal Year APR 1984 52.232-25 Prompt Payment JAN 2017 52.232-33 Payment by Electronic Funds Transfer--System for Award

Management

OCT 2018

52.232-36 Payment by Third Party MAY 2014 52.232-37 Multiple Payment Arrangements MAY 1999 52.232-39 Unenforceability of Unauthorized Obligations JUN 2013 52.233-1 Disputes MAY 2014 52.233-3 Protest After Award AUG 1996 52.233-4 Applicable Law for Breach of Contract Claim OCT 2004 52.237-2 Protection Of Government Buildings, Equipment, And

Vegetation

APR 1984

52.237-3 Continuity Of Services JAN 1991 52.242-13 Bankruptcy JUL 1995 52.243-1 Alt I Changes--Fixed Price (Aug 1987) - Alternate I APR 1984 52.244-6 Subcontracts for Commercial Products and Commercial

Services

MAR 2023

52.246-25 Limitation Of Liability--Services FEB 1997 52.249-4 Termination For Convenience Of The Government (Services)

(Short Form)

APR 1984

52.249-8 Default (Fixed-Price Supply & Service) APR 1984 52.253-1 Computer Generated Forms JAN 1991 252.201-7000 Contracting Officer's Representative DEC 1991 252.203-7000 Requirements Relating to Compensation of Former DoD

Officials

SEP 2011

252.203-7001 Prohibition On Persons Convicted of Fraud or Other Defense- Contract-Related Felonies

JAN 2023

252.203-7002 Requirement to Inform Employees of Whistleblower Rights DEC 2022 252.203-7003 Agency Office of the Inspector General AUG 2019 252.204-7003 Control Of Government Personnel Work Product APR 1992 252.204-7004 Antiterrorism Awareness Training for Contractors JAN 2023 252.204-7009 Limitations on the Use or Disclosure of Third-Party

Contractor Reported Cyber Incident Information

JAN 2023

252.204-7012 Safeguarding Covered Defense Information and Cyber Incident Reporting

JAN 2023

252.204-7015 Notice of Authorized Disclosure of Information for Litigation Support

JAN 2023

252.204-7018 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services

JAN 2023

252.204-7020 NIST SP 800-171 DoD Assessment Requirements JAN 2023 252.204-7021 Contractor Compliance with the Cybersecurity Maturity

Model Certification Level Requirement

JAN 2023

252.209-7004 Subcontracting With Firms That Are Owned or Controlled By The Government of a Country that is a State Sponsor of Terrorism

MAY 2019

252.211-7003 Item Unique Identification and Valuation JAN 2023 252.215-7008 Only One Offer DEC 2022 252.222-7002 Compliance With Local Labor Laws (Overseas) JUN 1997 252.223-7001 Hazard Warning Labels DEC 1991 252.223-7006 Prohibition On Storage, Treatment, and Disposal of Toxic or

Hazardous Materials

SEP 2014

252.225-7012 Preference For Certain Domestic Commodities APR 2022 252.225-7030 Restriction On Acquisition Of Carbon, Alloy, And Armor

Steel Plate

DEC 2006

252.225-7041 Correspondence in English JUN 1997 252.225-7048 Export-Controlled Items JUN 2013 252.225-7057 Preaward Disclosure of Employment of Individuals Who

Work in the People's Republic of China

AUG 2022

252.225-7058 Postaward Disclosure of Employment of Individuals Who Work in the People's Republic of China

JAN 2023

252.225-7060 Prohibition on Certain Procurements from the Xinjiang Uyghur Autonomous Region

JAN 2023

252.232-7003 Electronic Submission of Payment Requests and Receiving Reports

DEC 2018

252.232-7008 Assignment of Claims (Overseas) JUN 1997 252.232-7010 Levies on Contract Payments DEC 2006 252.233-7001 Choice of Law (Overseas) JUN 1997 252.236-7000 Modification Proposals-Price Breakdown DEC 1991 252.243-7001 Pricing Of Contract Modifications DEC 1991 252.243-7002 Requests for Equitable Adjustment DEC 2022

52.215-8 ORDER OF PRECEDENCE--UNIFORM CONTRACT FORMAT (OCT 1997)

Any inconsistency in this solicitation or contract shall be resolved by giving precedence in the following order:

(a) The Schedule (excluding the specifications).

(b) Representations and other instructions.

(c) Contract clauses.

(d) Other documents, exhibits, and attachments.

(e) The specifications.

52.216-19 ORDER LIMITATIONS (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than 200,000 yen, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor:

(1) Any order for a single item in excess of 25,000,000 yen;

(2) Any order for a combination of items in excess of 50,000,000 yen; or

(3) A series of orders from the same ordering office within five (5) days that together call for quantities exceeding the limitation in subparagraph (1) or (2) above.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) above.

(d) Notwithstanding paragraphs (b) and (c) above, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within three (3) days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

52.216-22 INDEFINITE QUANTITY. (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum". The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum".

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after 30 October 2029.

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

(a) The Government may extend the term of this contract by written notice to the Contractor within the performance period specified in the contract; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least any time before the contract expires. The preliminary notice does not commit the Government to an extension.

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

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 62 months.

52.222-50 COMBATING TRAFFICKING IN PERSONS (NOV 2021) ALTERNATE I (MAR 2015)

(a) Definitions. As used in this clause—

"Agent" means any individual, including a director, an officer, an employee, or an independent contractor, authorized to act on behalf of the organization.

"Coercion" means—

(1) Threats of serious harm to or physical restraint against any person;

(2) Any scheme, plan, or pattern intended to cause a person to believe that failure to perform an act would result in serious harm to or physical restraint against any person; or

(3) The abuse or threatened abuse of the legal process.

"Commercial sex act" means any sex act on account of which anything of value is given to or received by any person.

"Commercially available off-the-shelf (COTS) item"--

(1) Means any item of supply (including construction material) that is-

(i) A commercial product (as defined in paragraph (1) of the definition of "commercial product" at Federal Acquisition Regulation (FAR) 2.101);

(ii) Sold in substantial quantities in the commercial marketplace; and

(iii) Offered to the Government, under a contract or subcontract at any tier, without modification, in the same form in which it is sold in the commercial marketplace; and

(2) Does not include bulk cargo, as defined in 46 U.S.C. 40102(4), such as agricultural products and petroleum products.

"Debt bondage" means the status or condition of a debtor arising from a pledge by the debtor of his or her personal services or of those of a person under his or her control as a security for debt, if the value of those services as reasonably assessed is not applied toward the liquidation of the debt or the length and nature of those services are not respectively limited and defined.

"Employee" means an employee of the Contractor directly engaged in the performance of work under the contract who has other than a minimal impact or involvement in contract performance.

"Forced labor" means knowingly providing or obtaining the labor or services of a person—

(1) By threats of serious harm to, or physical restraint against, that person or another person;

(2) By means of any scheme, plan, or pattern intended to cause the person to believe that, if the person did not perform such labor or services, that person or another person would suffer serious harm or physical restraint; or

(3) By means of the abuse or threatened abuse of law or the legal process.

"Involuntary servitude" includes a condition of servitude induced by means of—

(1) Any scheme, plan, or pattern intended to cause a person to believe that, if the person did not enter into or continue in such conditions, that person or another person would suffer serious harm or physical restraint; or

(2) The abuse or threatened abuse of the legal process.

"Recruitment fees" means fees of any type, including charges, costs, assessments, or other financial obligations, that are associated with the recruiting process, regardless of the time, manner, or location of imposition or collection of the fee.

(1) Recruitment fees include, but are not limited to, the following fees (when they are associated with the recruiting process) for--

(i) Soliciting, identifying, considering, interviewing, referring, retaining, transferring, selecting, training, providing orientation to, skills testing, recommending, or placing employees or potential employees;

(ii) Advertising;

(iii) Obtaining permanent or temporary labor certification, including any associated fees;

(iv) Processing applications and petitions;

(v) Acquiring visas, including any associated fees;

(vi) Acquiring photographs and identity or immigration documents, such as passports, including any associated fees;

(vii) Accessing the job opportunity, including required medical examinations and immunizations; background, reference, and security clearance checks and examinations; and additional certifications;

(viii) An employer's recruiters, agents or attorneys, or other notary or legal fees;

(ix) Language interpretation or translation, arranging for or accompanying on travel, or providing other advice to employees or potential employees;

(x) Government-mandated fees, such as border crossing fees, levies, or worker welfare funds;

(xi) Transportation and subsistence costs--

(A) While in transit, including, but not limited to, airfare or costs of other modes of transportation, terminal fees, and travel taxes associated with travel from the country of origin to the country of performance and the return journey upon the end of employment; and

(B) From the airport or disembarkation point to the worksite;

(xii) Security deposits, bonds, and insurance; and

(xiii) Equipment charges.

(2) A recruitment fee, as described in the introductory text of this definition, is a recruitment fee, regardless of whether the payment is--

(i) Paid in property or money;

(ii) Deducted from wages;

(iii) Paid back in wage or benefit concessions;

(iv) Paid back as a kickback, bribe, in-kind payment, free labor, tip, or tribute; or

(v) Collected by an employer or a third party, whether licensed or unlicensed, including, but not limited to--

(A) Agents;

(B) Labor brokers;

(C) Recruiters;

(D) Staffing firms (including private employment and placement firms);

(E) Subsidiaries/affiliates of the employer;

(F) Any agent or employee of such entities; and

(G) Subcontractors at all tiers.

"Severe forms of trafficking in persons" means—

(1) Sex trafficking in which a commercial sex act is induced by force, fraud, or coercion, or in which the person induced to perform such act has not attained 18 years of age; or

(2) The recruitment, harboring, transportation, provision, or obtaining of a person for labor or services, through the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage, debt bondage, or slavery.

"Sex trafficking" means the recruitment, harboring, transportation, provision, or obtaining of a person for the purpose of a commercial sex act.

"Subcontract" means any contract entered into by a subcontractor to furnish supplies or services for performance of a prime contract or a subcontract.

"Subcontractor" means any supplier, distributor, vendor, or firm that furnishes supplies or services to or for a prime contractor or another subcontractor.

"United States" means the 50 States, the District of Columbia, and outlying areas.

(b) Policy. The United States Government has adopted a policy prohibiting trafficking in persons including the trafficking-related activities of this clause. Contractors, contractor employees, and their agents shall not—

(1) Engage in severe forms of trafficking in persons during the period of performance of the contract;

(2) Procure commercial sex acts during the period of performance of the contract;

(3) Use forced labor in the performance of the contract;

(4) Destroy, conceal, confiscate, or otherwise deny access by an employee to the employee's identity or immigration documents, such as passports or drivers' licenses, regardless of issuing authority;

(5)(i) Use misleading or fraudulent practices during the recruitment of employees or offering of employment, such as failing to disclose, in a format and language understood by the employee or potential employee, basic information or making material misrepresentations during the recruitment of employees regarding the key terms and conditions of employment, including wages and fringe benefits, the location of work, the living conditions, housing and associated costs (if employer or agent provided or arranged), any significant costs to be charged to the employee or potential employee, and, if applicable, the hazardous nature of the work;

(ii) Use recruiters that do not comply with local labor laws of the country in which the recruiting takes place;

(6) Charge employees and potential employees recruitment fees;

(7)(i) Fail to provide return transportation or pay for the cost of return transportation upon the end of employment--

(A) For an employee who is not a national of the country in which the work is taking place and who was brought into that country for the purpose of working on a U.S. Government contract or subcontract (for portions of contracts performed outside the United States); or

(B) For an employee who is not a United States national and who was brought into the United States for the purpose of working on a U.S. Government contract or subcontract, if the payment of such costs is required under existing temporary worker programs or pursuant to a written agreement with the employee (for portions of contracts performed inside the United States); except that--

(ii) The requirements of paragraphs (b)(7)(i) of this clause shall not apply to an employee who is--

(B) Exempted by an authorized official of the contracting agency from the requirement to provide return transportation or pay for the cost of return…