SP3300-20-R-5010 - Sections C-M (Amendment 0002) - Tracked Changes.docx

SECTION B – SUPPLIES OR SERVICES INSTRUCTIONS

This requirement is solicited as a full and open competition (unrestricted) for Warehousing and Distribution Services at DLA Distribution, Djibouti, Africa. Any contract resulting from this solicitation will be awarded as an Indefinite Delivery, Indefinite Quantity contract with a five year ordering period. The resultant contract will be a hybrid contract with Cost-Plus-Fixed-Fee, Cost Reimbursement No Fee, and Firm-Fixed-Price line items. The place of performance is Djibouti, Africa.

CLINs X001 AND X002 – COST-PLUS-FIXED-FEE Offerors shall invoice CLINs X001 and X002 in accordance with Section G-4. The fixed fee does not vary with actual cost but may be adjusted as a result of changes in the work to be performed under the contract. In accordance with FAR 15.404-4(c)(4)(i)(C), the fee shall not exceed 10 percent of the contract’s estimated cost, excluding fee.

CLINS X003, X004, X005, X006, AND X007 INVOICING AND EXCESS FUNDS

Offerors shall invoice CLINs X003, X004, X005, X006, and X007 in accordance with Section G-4. Offerors shall invoice all costs, including supplier and subcontractor costs, within 90 days from the period of performance completion date identified in the Task Order. Any contract expenses not invoiced within this timeframe may be determined unallowable by the Contracting Officer. At 90 days, the Government will evaluate all costs billed and allowable for the CLINs. Any excess funds will be removed via modification by the Government.

CLIN X008 – DEFENSE BASE ACT INSURANCE

The Contractor shall provide insurance in accordance with FAR Clause 52.228-3 Worker's Compensation Insurance (Defense Base Act). Payment will be made upon receipt of paid invoice from the insurance provider. The amount listed by the Offeror on this CLIN is the estimated insurance premium (estimated payroll of the Offeror and its subcontractors times the applicable rate(s)). The actual amount paid by the Government under this CLIN will be based on the amount of the invoice, stamped "Paid" and submitted by the Offeror after contract award. In the event of recalculation of the premium based on actual payroll amounts, the Contracting Officer will adjust the CLIN by contract modification to reflect the actual premium amounts paid. This is a cost-reimbursable CLIN only. No indirect rates or fees shall be applied.

IDIQ MINIMUM AND MAXIMUM QUANTITIES:

As referred to in paragraph (b) of FAR Clause 52.216-22 Indefinite Quantity (reference Section I), the minimum value of the services is $150,000.00 for the entire contract. The maximum value of the services is $18,402,960.00.

IDIQ TASK ORDERS

The Government intends to issue a Task Order for a full year of performance. Task Orders issued under the resultant contract may be issued unilaterally or bilaterally by the Contracting Officer.

If requirements remain as identified in the basic contract, a Request for Proposal will not be issued and the Task Order will utilize the pricing in the basic contract. If requirements vary from the basic contract, a Request for Proposal will be issued and the Contractor will propose the number of hours for each applicable labor type. The Government and Contractor will negotiate pricing for the Task Order based on the number of hours agreed to by both parties. The labor rate, fringe benefits, G&A, and fee will remain as proposed for the basic contract. The proposal shall contain a consistent approach to staffing as identified in the Contractor’s proposal which is incorporated into the basic contract.

LIMITATIONS ON INDIRECT COST RATES –CLINs X001, X002, X003, X004, X005, X006 and X007:

*** The Limitations on Indirect Cost Rates applies to CLINs X001, X002, X003, X004, X005, X006 and X007. Rates subject to the limitation include Fringe, Overhead, Material Handling, and/or General and Administration.

END OF SECTION B

SECTION C – DESCRIPTION/SPECS/WORK STATEMENT

See Section J – List of Attachments

Attachment J.1: Section C – Performance Work Statement Attachment J.2: Section C - Site Specific Performance Work Statement

END OF SECTION C

SECTION D – PACKAGING AND MARKING

No Applicable Clauses

END OF SECTION D

SECTION E - INSPECTION AND ACCEPTANCE

CLAUSE(S) INCORPORATED BY REFERENCE

Clause(s) Applicable to Fixed Price CLIN 0010:

Clause(s) Applicable to Cost-Reimbursement CLINs X001-X008:

CLAUSE(S) INCORPORATED BY FULL TEXT

Text Applicable to All CLINs

E-5 Quality/Performance Evaluation

(End of Text E-5)

END OF SECTION E

SECTION F - DELIVERIES OR PERFORMANCE

Clause(s) Applicable to All CLINS

F-2

F-4 Period of Performance

Services shall be performed as prescribed by the basic contract and all attachments. Primary services are identified in Attachment J.1 – Performance Work Statement and Attachment J.2 – DDDA Site Specific Requirements.

The ordering period for the contract is from the effective date of contract for a period of 60 months.

(End of Text F-4)

F-5 Acceptable Performance Levels

The Contractor is responsible for ensuring performance meets or exceeds Acceptable Performance Levels as identified in Technical Exhibit 5.0, Acceptable Performance Levels. In the event one or more Acceptable Performance Levels are not met, the Contractor must provide analysis and information to the Contracting Officer or designee by the 3rd working day of the following month. Information shall include root cause analysis and corrective actions to ensure the Acceptable Performance Level returns to the required level.

If the Contractor identifies that one or more Acceptable Performance Levels were not met due to circumstances outside the Contractor’s control, the Contractor shall include details and a request for a waiver of the Acceptable Performance Level. This request shall be provided to the Contracting Officer or designee with a copy to the Contract Specialist by the 3rd working day of the following month. The information and request will be considered with disposition provided to the Contractor by the 10th working day of the following month. Late Contractor requests will not be considered and may be subject to a Letter of Concern.

(End of Text F-5)

F-6 Letters of Concern

The Government utilizes Letters of Concern to relay contractual compliance issues that require attention and formal resolution. They are sent to address serious concerns with performance including, but not limited, to the following:

The Contracting Officer determines when an issue rises to the level of this type of correspondence. If the Letter of Concern addresses multiple non-compliances, the letter will identify how many of the items are subject to this clause. A Letter of Concern may be sent more than once for an issue if initial corrective actions are not completed timely or there are repeat issues.

Letters of Concern will be sent to the Contractor’s contracting point of contact and will include a response due date and time. If a response is not received or the Contractor concurs with the assessment, the Government will finalize the Letter of Concern and consider it toward the contractor’s past performance rating. If the Contractor does not concur with the assessment, the Contractor will respond by the set date and time with rationale why the Letter of Concern should not be considered in the past performance rating. The Contracting Officer will review the response and make the final determination of whether the Letter of Concern is assessed against the past performance rating.

Letters of Concern regarding Acceptable Performance Levels will be automatically be assessed if the Contractor responds with an untimely waiver request. Timeframes for waiver consideration are identified in F-5.

This clause does not limit the Government’s ability to pursue deductions and/or consideration for non-compliances or overall failure to meet contract terms and conditions.

(End of Text F-6)

F-7 Deductions

In accordance with FAR clause 52.246-4 Inspection of Services - Fixed Price, all deductions as a failure to meet performance requirements as established in the Contract will be deducted from the total cost and will be accomplished either through negotiations, issuance of a bi-lateral modification, or issuance of a unilateral modification by the Contracting Officer.

In accordance with FAR clause 52.246-5 Inspection of Services-Cost-Reimbursement, all deductions as a failure to meet performance requirements as established in the Contract will be taken from fee only and will be accomplished either through negotiations, through issuance of a bi-lateral modification or through issuance of a unilateral modification by the Contracting Officer.

(End of Text F-7)

END OF SECTION F

SECTION G - CONTRACT ADMINISTRATION DATA

ACCOUNTING AND APPROPRIATION DATA

Since this is an Indefinite Delivery Indefinite Quantity acquisition, there will be no funding on the base contract. The minimum guaranteed amount will be certified as available and obligated at contract award. It is anticipated the minimum guaranteed amount will be paid to the contractor under the first task order.

Clause(s) Applicable to All CLINs

G-2 DFARS 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.

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

2-in-1 Invoice for the Firm-Fixed-Price CLIN 0010 Cost Voucher for the Cost-Plus-Fixed-Fee and Cost-Reimbursable CLINs X001, X002, X003, X004, X005, X006, X007, and X008

(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.

2-in-1 Invoice for the Firm-Fixed-Price CLIN 0010 Cost Voucher for the Cost-Plus-Fixed-Fee and Cost-Reimbursable CLINs X001, X002, X003, X004, X005, X006, X007, and X008

[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*

Inspect By DoDAAC

Ship To Code

Ship From Code

Mark For Code

To be completed at time of award

LPO DoDAAC

Other DoDAAC(s)

(End of clause)

G-3 WAWF INVOICING PROCEDURES

Invoices shall be submitted in accordance with WAWF procedures provided in DFARS Clause 252.232-7006 Wide Area WorkFlow Payment Instructions (DEC 2018). The points of contact for Invoicing are listed below.

WAWF POINT OF CONTACT TABLE FOR INVOICING

DLA Distribution

DODAAC

COR: To Be Completed at Time of Contract Award DLA Distribution Com:

Email:

Invoices shall be submitted monthly in arrears. Invoices shall contain all required price and cost documentation, as applicable. Invoices shall be neat and legible and clearly state the applicable CLINs, date of performance, labor hours, repair parts and associated costs, travel costs, and all other applicable information. Invoices shall include a separate Invoice Summary by month and by CLIN showing the monthly costs and cumulative costs per year. This shall be reviewed by the COR and Contract Specialist to insure that contract requirements as stated in the Schedule of Supplies/Services are being performed within the contract funding totals. WAWF submission of invoices shall follow CDRL submission and COR approval. The approved CDRL shall be uploaded as an attachment in WAWF.

(End of Text G-3)

G-4 Invoicing Instruction

(End of Text G-4)

G-5 Designation of COR/Alternate COR

1. The Contracting Officer (KO) will designate a COR/Alternate COR for this contract in writing prior to performance. The COR/Alternate COR is responsible for monitoring progress and overall management of Contractor performance hereunder. In no event, however, shall any understanding or agreement, modification, change order, or other matter deviating from the terms of subject contract between the Contractor and any person other than the KO be effective or binding upon the Government, unless formalized by proper contractual documents executed by the KO prior to completion of this contract.

1. On all matters that pertain to contract terms, the Contractor shall contact the KO. When, in the opinion of the Contractor, the COR/Alternate COR requests effort outside the existing scope of the order or contract, the Contractor shall promptly notify the KO in writing. The Contractor under such request shall take no action unless authorized by the KO that the request is within the scope of the contract or the KO has issued a contractual modification.

(End of Text G-5)

G-6 Payment, Selected Items of Cost Reimbursement Contracts

Travel Costs

(1) Air: The Contractor shall be reimbursed for the actual cost of transportation via air, provided, such costs are the lowest customary standard, coach, or equivalent airfare offered during normal business hours, unless higher fares are justified in accordance with FAR 31.205-46(b).

(2) Privately Owned Conveyance: Reimbursement for the use of privately owned conveyance by the Contractor’s personnel will be at the mileage rate specified in the Joint Travel Regulations plus all necessary tolls when such travel is necessary for performance under this contract and does not constitute non-reimbursable travel as defined below.

(3) Auto Rental: Reimbursement for the use of rental cars (most economical class available consistent with the need) by the Contractor’s personnel will be at actual cost.

(4) Other Public Transportation: The use of other public transportation (Coach/Economy) by the Contractor’s personnel will be reimbursed at actual cost.

Non-reimbursable Travel: The following travel shall not be reimbursed hereunder: travel performed for personal convenience, daily travel to and from the designated work site.

Substantiation of Costs: The Contractor shall submit a summary by trip of actual costs incurred for authorized travel.

In no event will reimbursement exceed the published rates of common carriers unless justified and approved in advance by the Contracting Officer.

Personnel in Travel Status: For personnel on official travel status (i.e. travel required for performance of this contract and authorized by the Contracting Officer or the Contracting Officer’s Representative (COR)), travel shall be considered at time of performance under the contract. However, such reimbursement shall not exceed eight (8) labor hours per individual while in travel status during one (1) calendar day nor shall travel outside regular duty hours be reimbursed except: when travel involves the performance of work while traveling, is carried out under arduous conditions, or results from an event that could not be scheduled or controlled administratively by either the Contractor or Government.

Per Diem: Expenses for subsistence and lodging shall be reimbursed to the Contractor only to the extent where overnight stay is necessary and authorized by the Contracting Officer for performance under this contract. Incurred costs shall be considered to be reasonable and allowable only to the extent that they do not exceed, on a daily basis, the maximum per diem rates in effect at the time of travel as set forth in the Federal Travel Regulations, Joint Travel Regulations and Standardized Regulations set forth in FAR 31.205-46(a)(2).

Cost of Materials: The cost of materials furnished or used under this contract shall be reimbursed in accordance with paragraph (b) of the clause entitled, “Allowable Cost and Payment (FAR 52.216-7)” for cost reimbursement contracts. Expendable material costs for items such as office supplies, report paper, etc. and tools of the trade shall be considered to be included in the contractor’s indirect cost pools. Contractor furnished items, including personal protective equipment (uniforms, steel toed and other work boots, safety glasses, etc.) are to be included in the contractor’s indirect cost pools. The Contractor shall be required to support all material costs claimed.

Credits: The Contractor shall insure that any credits for future travel, free travel, free gifts or rebates on current travel offered by airlines or car rental agencies as part of frequent traveler or similar promotional programs that are accrued as a result of travel necessary for performance under the contract, shall be conveyed to the Government.

(End of Text G-6)

G-7 Contractor Performance Assessment Reporting System (CPARS) Requirements

(End of Text G-7)

G-8 Post-Award Conference

If required, the successful offeror shall attend a post-award conference prior to commencement of the phase-in period. The purpose of the conference is to highlight essential contract requirements, coordinate implementation timelines and answer any questions the Contractor may have prior to commencement of work. During the period between the award and the conference, the Contractor shall submit questions in writing to the Contracting Officer (KO). The KO will arrange with the Contractor as to the time, date, and location of the conference.

(End of Text G-8)

G-9 Contract Administration Plan

In order to expedite administration of this contract, the following delineation of functions is provided. The individual/position designated as having responsibility should be contacted for any questions, clarifications, or information regarding the administration function specified. The names, addresses and phone numbers for these individuals or offices are as follows:

Contracting Officer (KO):

Name: Daniel J. Lentz Address: DLA Distribution 430 Mifflin Ave, Suite 3102A New Cumberland, PA 17070-5008 Code: DLA DISTRIBUTION J7-AB Phone: 717-770-7925

Paying Office:

DEFENSE FINANCE & ACCOUNTABIILTY OFFICE

EBS (Formerly BSM) P.O. Box 369031 Columbus, OH 43236-9031 Fax: 866-313-2340 and Phone 800-756-4571 select Opt 2 and then Opt 2

Primary Contracting Officer's Representative (COR):

Name: [TO BE SPECIFIED IN CONTRACT AWARD.] Address Phone:

Alternate Contracting Officer's Representative (ACOR):

Name: [TO BE SPECIFIED IN CONTRACT AWARD.] Address Phone:

(a) Contracting Officer (KO) should be contacted for general information and shall perform the following functions:

(1) Designates the Contracting Officer's Representative (COR). NOTE: COR authority is not re-delegable.

(2) Provide administrative changes to the contract administration plan.

(3) Maintains the official contract file, ensuring contract ceiling is not exceeded.

(4) Issues technical instructions, ensuring that each technical instruction is within the scope of the contract.

(b) Paying Office should be contacted for inquiries/information with regard to payment of those vouchers approved by the PCO.

(3) Reports on the contractor's performance and lessons learned.

(4) Certification of the Certificate of Performance/invoice.

It is emphasized that only the KO has the authority to modify the terms of the contract; therefore, in no event will any understanding, agreement, modification, change order, or other matter deviating from the terms of the basic contract between the contractor and any other person be effective or binding on the Government. When/if, in the opinion of the contractor, any effort outside the existing scope of the contract is requested, the contractor shall promptly notify the KO in writing. No action shall be taken by the contractor unless the KO has issued a contractual change.

(End of Text G-9)

END OF SECTION G

SECTION H - SPECIAL CONTRACT REQUIREMENTS

CLAUSE(S) INCORPORATED BY FULL TEXT

Text Applicable to all CLINs

H-1 Competition in Supplies

The Contractor shall obtain competition for items purchased over $3,500.00 for which reimbursement will be sought under this contract. The Government reserves the right to audit all purchase records during the period of performance of the contract to ensure that best value is obtained, and that costs are allowable and allocable to the contract.

(End of Text H-1)

H-2 Accounting System

In accordance with FAR 16.104(i) and DFARS Clause 252.242-7006 – Accounting System Administration, the Contractor shall have an accounting system which permits timely development of all necessary cost data in the form required by the contract.

The contractor shall have an acceptable accounting system. An acceptable accounting system is one that provides for: (1) a sound internal control environment, accounting framework, and organizational structure; (2) proper segregation of direct costs from indirect costs; (3) identification and accumulation of direct costs by contract; (4) a logical and consistent method for the accumulation and allocation of indirect costs to intermediate and final cost objectives; (5) accumulation of costs under general ledger control; (6) reconciliation of subsidiary cost ledgers and cost objectives to general ledger; (7) approval and documentation of adjusting entries; (8) periodic monitoring of the system; (9) a timekeeping system that identifies employees’ labor by intermediate or final cost objectives; (10) a labor distribution system that charges direct and indirect labor to the appropriate cost objectives; (11) interim (at least monthly) determination of costs charged to a contract through routine posting of books of account; (12) exclusion from costs charged to Government contracts of amounts which are not allowable in terms of FAR part 31, Contract Cost Principles and Procedures, and other contract provisions; (13) identification of costs by contract line item and by units (as if each unit or line item were a separate contract), if required by the contract; (14) segregation of preproduction costs from production costs, as applicable; (15) cost accounting information, as required (i) by contract clauses concerning limitation of cost (FAR 52.232-20), limitation of funds (FAR 52.232-22), or allowable cost and payment (FAR 52.216-7); and (ii) to readily calculate indirect cost rates from the books of accounts; (16) billings that can be reconciled to the cost accounts for both current and cumulative amounts claimed and comply with contract terms; (17) adequate, reliable data for use in pricing follow-on acquisitions; and (18) accounting practices in accordance with standards promulgated by the Cost Accounting Standards Board, if applicable, otherwise, Generally Accepted Accounting Principles.

(End of Text H-2)

H-3 Hiring

The Contractor shall maintain records for all personnel hired in support of contract performance. At a minimum, the Contractor shall maintain records that support the personnel hired met the minimum qualification of the position. These records will be made available to the Contracting Officer (KO) or designee upon request. The records supporting the employee’s qualifications shall be provided to the KO or designee no later than 10 days after the employee begins his/her employment. The term “Contractor” includes subcontractors.

(End of Text H-3)

H-4 Substitution or Addition of Key Personnel

(c) The Contractor agrees that during the first 180 days of the contract performance period, no personnel substitutions or additions will be performed unless such substitutions or additions 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 (KO) and provide the information required by paragraph (f) below. The Contractor agrees that after the first 180 days of the contract performance period, it will promptly notify the KO of pending key personnel vacancies. The Contractor shall include the timeline for hiring as well as how the Contractor will ensure the position duties will be performed while the position is vacant.

(g) The KO shall evaluate requests for substitution and/or addition or personnel and promptly notify the Contractor, in writing, of whether the request is approved or disapproved.

(h) If the KO determines that suitable and timely replacement of personnel who have been reassigned, terminated or have otherwise become unavailable to perform under the contract is not reasonably forthcoming or that the resultant reduction or productive effort would impair the successful completion of the contract, the contract may be terminated by the KO for default or for the convenience of the Government, as appropriate.

(End of Text H-4)

H-5 Employment of US Government Personnel Restricted

In performing this contract, the Contractor shall not use as a consultant or employ (on either a full or part time basis) any active duty U.S. Government personnel (civilian or military) without the prior written approval of the Contracting Officer. Such approval may be given only in circumstances where it is clear that no laws and no DoD or U.S. Government instructions, regulations, or policies might possibly be contravened and no appearance of a conflict of interest will result.

(End of Text H-5)

H-6 Government-Provided and Contractor Acquired Equipment/Vehicles

(a) The Contractor shall comply with the applicable policies and procedures provided in FAR Part 51 and with the requirements of 41 CFR 101-39 and 41 CFR 101-38.301-1, and the operator’s packet furnished with each piece of equipment/vehicle. The term “Contractor” includes subcontractors.

(b) The Contractor shall establish and enforce suitable penalties for employees who use or authorize the use of Government equipment/vehicles for other than performance of Government contracts, and provide the Contractor’s established penalties in writing to the Contracting Officer (KO), at least 90 days prior to contract start date, together with evidence that the contractor has obtained motor vehicle liability insurance covering bodily injury and property damage, protecting the Contractor and the Government against third party claims arising from the ownership, maintenance or use of Government-provided equipment/vehicle.

(c) Contractor-at-fault damage is damage caused by the simple negligence or willful misconduct of the contractor or its employees. Simple negligence is the absence of due care, by an act or omission, of a person which lacks that degree of care for the property that a reasonably prudent person would have taken under similar circumstances, to avoid loss, damage, or destruction of the property.

(d) The Contractor shall be responsible for parts, labor, and materials required to repair Contractor-at-fault damage.

(e) The Contractor shall make an initial determination of fault concerning whether a specific incident of damage constitutes Contractor-at-fault damage. The Contractor shall provide this initial determination of fault to the KO or designee with a damage report. If the Contractor does not find the damage to be Contractor-at-fault damage, and the KO or designee suspects that the Contractor’s negligence or willful misconduct was the cause of the damage, a Report of Survey or Financial Liability Inventory of Property Loss (FLIPL) will be initiated.

(End of Text H-6)

H-7 Damage to Contractor Supplies, Materials, Equipment, and Property

The Government will not be responsible in any way for damages to the Contractor's supplies, materials, equipment, and property or to contractor or employees' personal belongings that are caused by fire, theft, accident, or other disaster/misfortune. The term “Contractor” includes subcontractors.

(End of Text H-7)

H-8 Insurance

1. The Contractor shall, at its own expense, provide and maintain during the entire period of any resulting contract or Task Order, including any extensions granted by modification, at least the kinds and minimum amounts of insurance noted here;

1. Workers’ Compensation Insurance in accordance with FAR clause 52.228-3

1. Employer’s Liability - $150,000 (except in states with exclusive or monopolistic funds that do not permit workers’ compensation to be written by private carriers).

1. General Liability - $500,000 per occurrence

1. Automobile Liability - Property damage $20,000 per occurrence, bodily injury $200,000 per occurrence, and $500,000 per occurrence.

1. When requested by the Contracting Officer, the Contractor shall provide a copy of all subcontractors’ proofs of required insurance no later than five (5) days before each subcontractor commences work on a Government installation.

1. The Contractor and its Subcontractors may maintain insurance in amounts greater than specified in this text to ensure it has sufficient coverage in the event of incidents that could occur on the site. Contractors are encouraged to review the J.1 - Performance Work Statement for potential contractor liability for incidents (including those in the FLIPL process).

1. The Contractor may obtain higher levels of insurance based upon its own determination of the risks associated with the requirement.

(End of Text H-8)

H-9 Unilateral Unpriced Order

(d) If a bilateral agreement is not negotiated within sixty (60) days after submission of the Contractor’s cost proposal, the…