SPE300-15-R-0042_Amendment_0011_Attachment_1_Published_22_NOV_2016.pdf

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This amendment contains two sections: Section I contains revisions (adds/changes/deletions) to the solicitation requirements. Section II contains revisions to the Market Basket spreadsheet.

SECTION I – Solicitation Adds/Changes/Deletions

1. On pages 1-201 of Solicitation Attachment 1, all references to “Kuwait, Iraq, and Jordan” shall be revised to read “Kuwait, Iraq, Syria, and Jordan,” and all references to “Kuwaiti, Iraqi, and Jordanian” shall be revised “Kuwaiti, Iraqi, Syrian, and Jordanian.”

2. On page 10 of Solicitation Attachment 1, paragraph I, Introduction, delete and replace the first paragraph as follows:

This solicitation seeks offers for subsistence Prime Vendor support to military and other federally funded customers located throughout the countries of Kuwait, Iraq, Syria, and Jordan (“region”). U.S. activities within Iraq and Syria have been deemed “contingency operations” as defined in Federal Acquisition Regulation (“FAR”) 2.101. This designation, though accurate as of the time of the solicitation’s issuance, is subject to change depending upon numerous factors affecting the region. As an offeror, each firm must be aware of the overall fluidity of the political, legal, economic, security, and military climate of the region and incorporate that into its proposal accordingly. Offerors are also advised to consult with the U.S. Department of State and other appropriate resources for the latest information on the political and security conditions inside Iraq and Syria.

3. On page 11 of Solicitation Attachment 1, delete and replace paragraph I, “Kuwait, Iraq and Jordan Distribution Network,” as follows:

Kuwait, Iraq, Syria, and Jordan Distribution Network:

At a minimum, the Prime Vendor is required to have one (1) Outside the Continental United States (“OCONUS”) physical warehouse location and distribution network located within Kuwait. The Prime Vendor shall be capable of using this facility and distribution network to provide subsistence support of those items included on the resulting contract catalog (at award or added during contract performance) to any and all customers located within the countries of Kuwait, Iraq, Syria, and Jordan, including the supply of fresh items (i.e. fruits and vegetables, bakery, dairy, etc.). It is expected that the Prime Vendor will be able to support all customers inside of Kuwait, Iraq, Syria, and Jordan via delivery routes originating from this warehouse location and distribution network within Kuwait, unless otherwise authorized by the Contracting Officer. For instance, the Contracting Officer may authorize the Prime Vendor to source products from approved sources located within Iraq for delivery to customers within Iraq. Likewise, the Prime Vendor may be authorized by the Contracting Officer to source fresh items that originate from within the local Jordanian market for distribution to customers within Jordan. Provided the Prime Vendor has and maintains a physical warehouse location and distribution network located within Kuwait, which it is capable of using to support any and all customers located within the countries of Kuwait, Iraq, Syria, and Jordan, the Contracting Officer may also authorize delivery from an alternate warehouse location(s). However, these circumstances are expected to be the exception to the general rule that all subsistence support will originate from the Prime Vendor’s physical warehouse and distribution network within Kuwait.

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4. On page 11 of Solicitation Attachment 1, delete and replace paragraph I, “Deliveries within Iraq,” as follows:

Deliveries within Iraq and Syria:

As the Prime Vendor makes deliveries within Iraq and Syria, it will be required to transport both full and empty containers and/or trucks to and from Iraq and Kuwait and/or Syria and Kuwait, or alternate warehouse location if authorized by the Contracting Officer, as part of this delivery process. The Prime Vendor is responsible for providing its own convoy security for all deliveries within Iraq and Syria, unless otherwise directed by the Contracting Officer. In so doing, the Prime Vendor must fully comply with all applicable laws and regulations related to convoy security, including Defense Federal Acquisition Regulation Supplement (“DFARS”) clause 252.225-7043 Antiterrorism/Force Protection for Defense Contractors Outside the United States (currently a June 2015 revision), and all appropriate clauses which may supplement it or supersede it. As previously described, U.S. military operations within Iraq and Syria are designated “contingency operations.” Travel within Iraq and Syria remains very dangerous as various forms of terrorist and other criminal elements remain active. Attacks against military and civilian targets, including private security convoys, continue throughout Iraq and Syria. All offerors are strongly advised to take these concerns into consideration when preparing a proposal in response to this solicitation. For additional information, as provided previously, all offerors should consult the U.S. Department of State and other appropriate resources for the latest information on the political and security conditions present in Iraq and Syria.

5. On page 12 of Solicitation Attachment 1, delete and replace paragraph II, Estimated Value/Guaranteed Minimum/Maximum Quantity, as follows:

II. ESTIMATED VALUE/GUARANTEED MINIMUM/MAXIMUM QUANTITY

The estimated dollar value of this solicitation is $689,531,298.37. The maximum dollar value will be $1,379,062,596.75 inclusive of all tiered pricing periods and surge requirements. The guaranteed minimum for the entire contract will be ten percent (10%) of the estimated dollar value, which equates to $68,953,129.84. The Government’s legal obligation under this contract shall only be for that guaranteed minimum and shall be satisfied once purchases for that amount have been made.

Each region covered by this solicitation includes multiple ordering facilities (i.e. customers), as listed in the Deliveries and Performance section of this solicitation. Ordering facilities within the regions covered by this solicitation can be added and/or subtracted as conditions warrant. As previously described, said additions/subtractions will occur at no additional cost to the Government. In order to provide an estimate of the size of the contract, an approximate dollar value has been attributed to each region as follows:

Total estimated annual sales for Kuwait: $81,687,156.46 Total estimated annual sales for Iraq: $37,603,454.21 Total estimated annual sales for Syria $ 5,083,423.09 Total estimated annual sales for Jordan: $13,532,225.91

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6. On pages 12-16 of Solicitation Attachment 1, delete and replace paragraph III, “Contract Implementation Phase” as follows:

III. CONTRACT IMPLEMENTATION PHASE / TRANSITION PLAN

The contract implementation phase is defined as a ramp-up and/or ramp down period which begins immediately after award and ends when each individual customer supported under the contract has placed its first order under the new contract.

A. CONTRACT IMPLEMENTATION PHASE – RAMP UP

1. In the event that a follow-on contract is awarded to the incumbent Prime Vendor, the contract implementation phase will be utilized to establish fully functional catalogs in accordance with the terms and conditions of the new contract. The following terms shall apply:

i. Within six (6) months after award, the Prime Vendor shall be fully prepared to support all customers under the terms and conditions of the new contract.

New and fully functional catalogs must be established during this time.

ii. The incumbent Prime Vendor shall first use existing inventory that is stored at its facility or in the pipeline prior to establishing the new catalog(s) for the follow-on contract. Any such items shall be placed on the new catalog(s) at the product price as defined by the prior contract and the distribution price as defined by the new contract. The Prime Vendor shall use the existing product before new product is ordered.

iii. New product that is ordered during the implementation phase shall only be ordered to replenish old product or to bring in new items requested and approved by the Government. This product must be ordered and cataloged at the product price defined by the new contract.

iv. Product prices shall be updated on the new catalogs in accordance with the terms and conditions of the new contract.

2. In the event that a follow-on contract is awarded to a firm other than the incumbent Prime Vendor, the contract implementation phase will be utilized to ramp-up the new Prime Vendor and ramp down the incumbent. Ramp up/down planning shall begin immediately after award. The ramp up/down process is expected to be completed within six (6) months after award. The following terms shall apply:

i. Within fifteen (15) days after the incumbent Prime Vendor is notified that it has not received the contract awarded pursuant to this solicitation, the incumbent Prime Vendor is expected to submit a proposed ramp-down schedule to the Contracting Officer. Upon receipt and after review and discussion, the Contracting Officer intends to provide the new Prime Vendor with the incumbent contractor’s weekly Supply Chain Fitness Reports to aid forecasting levels and begin the ramp-up phase. This information will be provided to the new Prime Vendor for informational purposes only, and with

SPE300-15-R-0042 Amendment 0011 – Attachment 1 Page 4 of 17 no guarantees of demand, accuracy, or otherwise. The new Prime Vendor will remain responsible for making its own demand planning and procurement decisions during contract implementation at its own risk and cost.

ii. It is estimated that the incumbent Prime Vendor will remain the principal source of food and non-food supplies for the first five months of the implementation phase.

iii. The incumbent Prime Vendor may have stocked product available for sale to the new Prime Vendor. If available, the new Prime Vendor is required to procure the available product offered for sale from the incumbent Prime Vendor. Any such sale shall be in accordance with the following terms and conditions. Any additional terms beyond those specified below must be agreed upon between the two parties and will be considered a commercial agreement separate from the requirements of this solicitation and resulting contract.

• In accordance with the average demand history for each item, quantities sold to the new Prime Vendor shall be a minimum of 4 months of stock (where available) and shall not exceed 8 months of stock, unless otherwise approved by the Contracting Officer, which would account for a total pipeline (stock on-hand and receipted replenishment quantities to include stock levels for surge and sustainment requirements). Products shall be sold to the new Prime Vendor at the “Product Price” as defined by Defense Logistics Agency Directive (DLAD) 52.216-9065 Economic Price Adjustment – Actual Material Costs for Subsistence Product Price Business Model). The estimated value for the maximum 8 months of stock (product price only) is $55.4M. The new Prime Vendor shall request and obtain supporting invoice documentation from the incumbent contractor for all items purchased for traceability and price verification purposes.

• The new Prime Vendor shall inspect all products prior to accepting the product into its inventory. The following products may be excluded from any required purchase transaction.

o Product that fails to meet minimum contractual requirements (i.e. proper storage, shelf life remaining, etc.);

o Product that does not have sufficient anticipated demand; and or o Product that is sourced from Outside Contiguous United States (OCONUS) contractors (i.e. fresh fruits and vegetables, etc.)

• The new contractor shall be responsible for purchasing the residual stock unless one of the above exceptions apply.

• Once the new Prime Vendor and the incumbent Prime Vendor have agreed upon the products that will be purchased, the incumbent Prime Vendor shall deliver those products to the new Prime Vendor’s warehouse(s) for inspection and acceptance.

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• All products purchased by the new Prime Vendor at the “Product Price” as defined by DLAD 52.216-9065 Economic Price Adjustment – Actual Material Costs for Subsistence Product Price Business Model shall be used to establish fully functional catalogs under the new contract and provide initial support to the customers under the terms and conditions of the new contract. See below section - Prime Vendor 832 Catalogs.

• The new Prime Vendor will only be entitled to 50% of its standard distribution price (non-standard distribution price, if applicable, will be paid in full) for product purchased from the incumbent Prime Vendor in accordance with this section and ultimately delivered to customers under the resulting contract.

iv. All GFM, that meets minimum contractual requirements shall be delivered by the incumbent Prime Vendor to the new Prime Vendor’s warehouse(s). GFM product shall be cataloged by the new Prime Vendor at a $0 product price and the applicable distribution price for GFM in accordance with this section and ultimately delivered to customers under the resulting contract.

v. It is the Government’s intent to have all orders placed and delivered under the new contract 5 months after award, however, the Government reserves the right to phase in customer ordering points when it is in the best interest of the Government.

Sample Implementation Phase

Note: The implementation timeline begins on the contract award date and ends 180 days thereafter. If a stop work order is issued during the implementation, the Prime Vendor will be required to stop work and will not be able to perform unless the stop work order is rescinded. If the stop work order is rescinded, the Prime Vendor will resume the implementation schedule from the date that the stop work order was issued. The 180-day period will not re-start from the beginning. For example:

Contract Award Date: March 30, 2017 Stop Work Order Issued: April 30, 2017

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Stop Work Order Rescinded: June 30, 2017 Implementation Timeline: March 30, 2017 – April 30, 2017 and June 30, 2017 – Nov 30, 2017

B. CONTRACT TRANSITION OUT– RAMP DOWN

1. As part of this contract, the Prime Vendor will be required to participate in a contract ramp-down/transition out. DLA Troop Support anticipates that a follow-on contract will be awarded at least 6 months before the expiration of this contract to allow for a coordinated ramp-down of the existing Prime Vendor and ramp-up of the follow-on Prime Vendor. The Prime Vendor will be required to coordinate all aspects of its ramp-down with the Contracting Officer and provide a ramp-down schedule, if requested. During this ramp-down/transition out period, the Prime Vendor shall continue replenishment of all items to allow for sufficient stock on hand and in the pipeline to support the customer requirements at that time.

2. In the event that a follow-on contract is awarded to a firm other than the incumbent Prime Vendor, the Prime Vendor shall submit Total Asset Visibility Reports and/or other supply chain information on a weekly basis to the Contracting Officer, or in the frequency otherwise requested. The Prime Vendor consents to the disclosure of this information to the follow-on contractor. The Prime Vendor may be required to sell the OCONUS inventory to the new contractor at the conclusion of the performance period. The Prime Vendor will be responsible for disposing of its remaining residual stock that is not ultimately purchased by the follow-on contractor. The Prime Vendor is responsible for all costs associated with that residual product, including disposal costs (i.e. product price, distribution price, etc.).

3. DLA Troop Support anticipates that the Prime Vendor will remain the principal source of food and non-food supplies for the first several months of any follow-on contract’s implementation phase. During this period, the Prime Vendor shall maintain its contractually required fill-rate. Notwithstanding other provisions of solicitation, performance failure during the follow-on contract implementation phase, just as during other periods of performance, may result in termination for cause and/or the Prime Vendor receiving administrative admonishment via negative past performance ratings in the Contract Performance Assessment Reporting System (CPARS) record, and/or any other remedy available to the Government.

7. On page 18 of Solicitation Attachment 1, delete and replace paragraph (4)(ii) “Non-Standard Distribution Price for Ground Movement within Iraq inclusive of Private Convoy Security,” as follows:

ii. Non-Standard Distribution Price for Ground Movement within Iraq and Syria inclusive of Private Convoy Security:

This non-standard distribution price category only applies when the Prime Vendor provides customer support within Iraq and Syria AND utilizes private convoy security in doing so. This category is Iraq and Syria specific in that it will supplement the Prime Vendor’s standard distribution price for the aforementioned support. Because of this, said non-standard distribution price, offered as a firm fixed price dollar amount, shall represent only the unique costs associated

SPE300-15-R-0042 Amendment 0011 – Attachment 1 Page 7 of 17 with performing contractual obligations within Iraq and Syria utilizing private convoy security.

Such costs include but are not limited to: business risk associated with Iraq and Syria, private convoy security, unique personnel required for Iraq and Syria support (i.e. customer service representatives stationed at the Iraq-Kuwait border, Iraq-Syria border, and/or within Iraq and Syria, etc.), changes to border-crossing locations, insurance, recovery, demurrage, vehicles, and any other reasonable and allowable costs that the Prime Vendor deems necessary for this specific type of support within Iraq and Syria. None of these cost considerations should be included in the Prime Vendor’s standard distribution price or other non-standard distribution prices, which are separate categories altogether with their own specific considerations.

NOTE: Delivery with private convoy security is the method of transportation for support within Iraq and Syria at this time and will remain, absent specific direction and authorization from the Contracting Officer in the form of a modification to the resulting contract.

8. On page 19 of Solicitation Attachment 1, delete and replace paragraph iii “Non-Standard Distribution Price for Ground Movement within Iraq without Private Convoy Security,” as follows:

iii. Non-Standard Distribution Price for Ground Movement within Iraq and Syria without Private Convoy Security:

This non-standard distribution price category only applies when the Prime Vendor provides customer support within Iraq and Syria WITHOUT private convoy security. This category is Iraq and Syria specific in that it will supplement the Prime Vendor’s standard distribution price for the aforementioned support. Because of this, said non-standard distribution price, offered as a firm-fixed price dollar amount, shall represent only the unique costs associated with performing contractual obligations within Iraq and Syria absent private convoy security. Such costs include but are not limited to: business risk associated with Iraq and Syria, unique personnel required for Iraq and Syria support (i.e. customer service representatives stationed at the Iraq-Kuwait border, Iraq-Syria border and/or within Iraq and Syria, etc.), changes to border-crossing locations, insurance, recovery, demurrage, vehicles, and any other reasonable and allowable costs that the Prime Vendor deems necessary for this specific type of support within Iraq and Syria. None of these cost considerations should be included in the Prime Vendor’s standard distribution price or other non-standard distribution prices, which are separate categories altogether with their own specific considerations.

NOTE: The decision to move product within Iraq and Syria via ground with or without Private Convoy Security shall be made by the Contracting Officer based on customer requirements.

When one or more delivery points within Iraq and Syria requires Private Convoy Security, all deliveries within Iraq and Syria will receive the Non-Standard Distribution Price for Ground Movement within Iraq and Syria inclusive of Private Convoy Security.

9. On pages 19-20 of Solicitation Attachment 1, delete and replace paragraph iv “Non-Standard Distribution Price for Commercial Air Movement to Iraq” as follows:

iv. Non-Standard Distribution Price for Commercial Air Movement to Iraq and Syria:

This non-standard distribution price category only applies when the Prime Vendor provides customer support within Iraq and Syria via commercial air movement. This scenario will arise when ground movement within Iraq and Syria is not possible based on conditions within the country and/or United States Transportation Command (“USTRANSCOM”) tenders are not available. The Contracting Officer must authorize this type of delivery. This category is Iraq

SPE300-15-R-0042 Amendment 0011 – Attachment 1 Page 8 of 17 and Syria specific in that it will supplement the Prime Vendor’s standard distribution price for the aforementioned support. Because of this, said non-standard distribution price, offered as a firm-fixed price dollar amount, shall represent only the unique costs associated with performing contractual obligations using commercial air movement. Such costs include but are not limited to: business risk associated with Iraq and Syria, insurance, demurrage, tri-walls, ice, commercial airlifting of product from airfield to airfield, and any other reasonable and allowable costs that the Prime Vendor deems necessary for this specific type of support within Iraq and Syria. None of these cost considerations should be included in the Prime Vendor’s standard distribution price or other non-standard distribution prices, which are separate categories altogether with their own specific considerations.

Note: The pricing spreadsheet requires offerors to submit a per pound non-standard distribution price for commercial air movement to Iraq and Syria. The per pound price will be paid to the Prime Vendor based on the net weight of the product ordered and delivered, exclusive of product packaging, and not the gross weight of the product with packaging or gross weight of the material airlifted. Additionally, for the purposes of calculating net weight of items measured in fluid ounces, the weight of a fluid ounce will be considered the same as the weight of a dry ounce. This must be considered in the offered price.

10. On page 20 of Solicitation Attachment 1, delete and replace paragraph 5 as follows:

5. Pricing will be based on the following formulas:

For Kuwait and Jordan Customers and Emergency Airlifts from Kuwait when Military assets and/or USTRANSCOM tenders are utilized:

Contract Unit Price = Product Price + Standard Distribution Price

For Iraq and Syria Customers, one of the following formulas shall apply:

Note: This formula only applies if military assets and/or USTRANSCOM tenders are utilized to meet Iraq and Syria airlift requirements.

OR

Contract Unit Price = Product Price + 50% of the Standard Distribution Price

Note: This formula only applies for direct vendor deliveries within Iraq and Syria (i.e. the Prime Vendor purchases product from within Iraq or Syria and uses a subcontractor within Iraq or Syria to perform the delivery service to the Iraq or Syria customer).

Contract Unit Price = Product Price + Standard Distribution Price + Non-Standard Distribution Price for Ground Movement within Iraq and Syria inclusive of Private Convoy Security

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Distribution Price for Ground Movement within Iraq and Syria without Private Convoy Security

Distribution Price for Commercial Air Movement to Iraq and Syria

11. On page 22 of Solicitation Attachment 1, delete paragraph B (3) and replace it with the following paragraphs (3) and (4):

3. Once the contract has been awarded and for the duration of the five (5) year period, should there be a change in pack size for an item, the Prime Vendor must notify the Contracting Officer.

As a change in pack size change is considered to be a “New Item,” the Prime Vendor must follow the procedures for New Items outlined in this solicitation. For reductions in overall case size a new Sub-Category will be established within that Category (e.g., Sub-Category 1C) and the distribution price will be adjusted downward proportionally based on the total overall case weight, with no further negotiation. There will be no upward adjustment for increased pack sizes. Two examples are provided below:

- An item in Category 1; CONUS Dry changes from 24/12 oz cans to 12/12 oz cans, the Distribution Price would change from $6.00 per case for 288 total oz to $3.00 per case for 144 total oz. Category 1C; CONUS Dry would be added for $3.00 with a UOM of CS.

- An item in Category 1 changes from 24/12 oz cans to 12/16 oz cans, the Distribution Price would change from $6.00 per case for 288 total oz to $4.00 per case for 192 total

oz. Category 1D; CONUS Dry would be added for $4.00 with a UOM of CS.

4. At no time during the life of this contract, will additional money be paid for transportation, customs, certificates, etc. The offered Distribution Prices must cover costs for deliveries to any customer in the Kuwait, Iraq, Syria, and Jordan region.

12. On page 22 of Solicitation Attachment 1, paragraph C “Domestic Item Preference,” sub-paragraph 2, delete and replace the 8th and 9th sentences as follows:

A second applicable exception, referred to as the “contingency operation” exception, applies to customer deliveries within Iraq and Syria, as operations within Iraq and Syria have been designated as contingency operations.

With that designation, deliveries of all non-domestic food items, not just perishable items, are permitted in Iraq and Syria.

13. On page 24 of Solicitation Attachment 1, delete and replace paragraph F “Pork Items” as follows:

F. PORK ITEMS

The prime vendor will be required to procure and perform delivery of pork and other potentially theater restricted items to DoD and other federal customers. Exportation of these items from CONUS is governed by the USDA; therefore, for countries where there

SPE300-15-R-0042 Amendment 0011 – Attachment 1 Page 10 of 17 are no USDA restrictions on exporting items and where there are no in-theater Governmental restrictions on the importation of these items, it is the Prime Vendor’s sole responsibility to determine how to satisfy this requirement.

For countries where there are no USDA restrictions on exporting items, yet there are in-theater Governmental restrictions on the importation of items or in-theater movements from one country to another, it remains the Prime Vendor’s responsibility to determine how to satisfy this requirement. The Prime Vendor may have to work with the US Government, in-theater Embassies, Foreign Diplomatic offices/Governments, US Department of State, etc. to facilitate the possible delivery and/or movement of these items; however, there are countries, regardless of prime vendor or US Government intercession, wherein importation of pork and other theater restricted items will not be allowed.

14. On page 24 of Solicitation Attachment 1, delete and replace paragraph G “National Contracts” as follows:

G. NATIONAL CONTRACTS TYPE CONTRACTS

During the performance of this contract, DLA Troop Support may issue Indefinite Delivery Type Contracts (“IDTCs”) for specific food items to be sourced, cataloged and delivered by the Prime Vendor as part of their normal inventory. The Prime Vendor will be required to obtain the specific products identified in the IDTCs from the sources identified by the Government. The price charged by the Prime Vendor to the ordering activity will not exceed that cited in the IDTC, plus the Prime Vendor’s applicable distribution price. At the time of award and at other times when applicable, DLA Troop Support will provide the Prime Vendor with a list of all IDTCs awarded and their respective terms and conditions. The Prime Vendor shall have 30 days within which to implement the terms and conditions of the awarded IDTCs; when the item is new, the new item lead time will apply; replacement items will be phased in according to the Prime Vendors supply chain. Although the Prime Vendor must utilize the National Contracts for items approved by the customers, there are times when the Prime Vendor may need to purchase alternate products. These instances will be reviewed on a case by case basis and must be approved by the Contracting Officer. DLA Troop Support currently has a National Contract in place for the acquisition of chicken items and DLA Troop Support intends to put other categories of protein items onto National Contracts.

15. On page 35 of Solicitation Attachment 1, paragraph O “Dispensing Supplies and Services,” sub-paragraph 6, delete and replace the first sentence as follows:

6. The estimated number of required dispensers is identified on the following tables and there are no current requirements for customers in Iraq and Syria.

16. On page 42 of Solicitation Attachment 1, at the end of paragraph V(A) delete and replace the last paragraph, which references DLAD clause 52.247-9012 as follows:

Additional Packaging and Marking Requirements:

(a) Prohibited cushioning and wrapping materials: Use of asbestos, excelsior, newspaper, shredded paper (all types, including wax paper and computer paper), and similar hygroscopic or non-neutral materials and all types of loose-fill materials, including polystyrene, is

SPE300-15-R-0042 Amendment 0011 – Attachment 1 Page 11 of 17 prohibited for application such as cushioning, fill, stuffing, and dunnage. In addition, the use of yellow wrapping or packaging material is prohibited except where used for the containment of radioactive material.

(b) MIL-STD-129 establishes requirements for contractors that ship packaged materiel to the Government to provide both linear bar codes and two-dimensional (2D) symbols on shipping labels. Shipping labels with 2D symbols are referred to as Military Shipping Labels (MSL) and are required 122 on all CONUS and OCONUS shipments with the following exceptions:

(1) Subsistence items procured through full-line food distributors (prime contractors), “market ready” type items shipped within the Continental United States (CONUS) to customers within CONUS;

(2) Any item for which ownership remains with the contractor until the item is placed in designated locations at the customer location prior to issuance to the customer. Government control begins upon placement of the item by the contractor into the designated location or issuance from the designated location by contractor personnel (i.e., the contractor is required to stock bins at the customer location and/or issue parts from a contractor controlled parts room).

(3) Bulk petroleum, oil and lubricant products delivered by pipeline; or tank car, tanker and tank trailer for which the container has a capacity greater than 450 L (119 gallons) as a receptacle for a liquid; a maximum net mass greater than 400 kg (882 pounds) and a capacity greater than 450 L (119 gallons) as a receptacle for a solid; or a water capacity greater than 454 kg (1000 138 pounds) as a receptacle for a gas.

(4) Medical items procured through Customer Direct suppliers or prime contractors that do not enter the Defense Transportation System.

(5) Delivery orders when the basic contract has not been modified to require MIL-STD- 129.

(c) MIL-STD-129 provides numerous illustrations of what should be bar-coded and the recommended placement of the bar code. Further information is available on the DLA Packaging Website at:

http://www.dla.mil/LandandMaritime/Offers/Services/TechnicalSupport/Logistics/Packaging.a spx

Requirements for Treatment of Wood Packaging Material (WPM) Assets packed in or on wood pallets, skids, load boards, pallet collars, wood boxes, reels, 152 dunnage, crates, frames, and cleats must comply with the Heat Treatment (HT) or Heat Treatment/Kiln Dried (HT/KD) (continuous at 56 degrees Centigrade for 30 minutes) standard in 6 6 DoD Manual 4140.65-M "Compliance for Defense Packaging: Phytosanitary Requirements for Wood 155 Packaging Material (WPM)". WPM must be stamped or branded with the appropriate certification 156 markings as detailed in DOD 4140.65-M and be certified by an accredited American Lumber Standards Committee (ALSC)-recognized agency. The WPM certification markings must be easily visible, especially in pallet loads, to inspectors.

Palletization shall be in accordance with MD00100452, REVISION C, DATED 09/2016161 found at http://www.dla.mil/LandandMaritime/Offers/Services/TechnicalSupport/Logistics/Packaging/P alletiz ation.aspx

17. On pages 46-55 of Solicitation Attachment 1, paragraph H, revise all references to “Iraq” to read “Iraq and Syria.”

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18. On page 55 of Solicitation Attachment 1, add the following paragraph I to follow the end of paragraph V “Transportation,” sub-paragraph “H “Private Convoy Security in Iraq.”:

I. SAFETY OF LIFE AT SEA (SOLAS)

1. SOLAS requires that the Verified Gross Mass (VGM) of all loaded containers be provided to the ocean carrier and terminal representative before any container is lifted onboard a vessel. Additional information on these requirements is included in Military Surface Deployment and Distribution Command Customer Advisory CA-16- 04/08-0035 dated April 8, 2016 found at https://www.sddc.army.mil/res/Pages/advisories.aspx.

2. When shipping containers booked through the Defense Transportation System (DTS), in order to comply with SOLAS requirements, the Subsistence Prime Vendor MUST ensure that the VGM of each container is provided to DLA Distribution, that the VGM of each container is certified, and that the tare weight of each container is also provided to DLA Distribution. This information shall be provided by the Subsistence Prime Vendor, or its representative, in a format approved by the DLA Distribution Transportation office.

The certified VGM of the container shall be determined by one of the following methods, unless otherwise authorized by the Contracting Officer, with all weighing being completed in accordance with the laws of the jurisdiction in which the weighing occurs:

Method No. 1: Weigh the packed container after loading is finished;

---or--- Method No.2: Weigh the individual packages/cargo, including the packing and securing material, then add the tare weight of the container.

3. When shipping containers booked through DTS, the VGM provided to DLA Distribution must be certified with the following statement:

“I hereby certify that this container was weighted IAW the International Convention for the Safety of Lives at Sea (SOLAS), Chapter VI, Part A, Regulation 2 - Cargo Information, and the gross weight is determined to be lbs.

Signed and certified: (electronic signature; pen and ink signature; or signature block in all capital letters).”

All forms of signature must be legible and made by a representative of the “shipper.” For the purposes of the certified VGM for any material shipped through DTS under this contract, the “shipper” is defined as the company at whose location the container is loaded and sealed. There may be instances where the party booking the container differs from the shipper; however, the shipper is still responsible for supplying and certifying the VGM data unless otherwise directed by the Contracting Officer or DLA Distribution. The Subsistence Prime Vendor will be responsible for ensuring that the shipper provides an accurate VGM and provides the appropriate certification. Failure to submit the VGM, the above certification statement, and/or a legible, valid form of signature may delay the container shipment. The Government will not be responsible for any delays or costs associated with the failure to provide the required VGM and certification.

Consistent with the basic contract terms, any such costs, including demurrage or product loss, will be the Subsistence Prime Vendor’s responsibility.

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Inclusion of the above certification on a packing list is generally the preferred method of submission; however, other forms of submission may be acceptable when approved or required by DLA Distribution and the Contracting Officer.

4. It is the Subsistence Prime Vendor’s responsibility to ensure all information and documentation submitted is accurate so that containers will not be delayed during transit.

The Subsistence Prime Vendor is advised that a container missing the VGM certification may not be loaded onboard the vessel and may be denied entry to the port facility. Any discrepancies in the VGM could result in additional charges and/or cargo being frustrated within the transportation pipeline. The Subsistence Prime Vendor will be responsible for costs incurred for delays due to improper or erroneous documentation, including documentation related to SOLAS requirements. The U.S. Government is not responsible for any costs resulting from or related to delays associated with these SOLAS requirements or improper documentation.

5. Additionally, for Class I Subsistence shipments through DTS, the Subsistence Prime Vendor will be required to provide the DTS carrier with the VGM directly. The method for providing each carrier with the VGM may vary based on the carrier and the port. The Subsistence Prime Vendor shall request specific guidance on how this information is to be provided to the carriers from the DLA Distribution Transportation Office.

6. The Subsistence Prime Vendor is responsible for ensuring its continued compliance with transportation related laws and regulations applicable to performance under this contract. The Subsistence Prime Vendor should continue to coordinate with USTRANSCOM, Military Surface Deployment and Distribution Command, DLA Distribution, and DLA Troop Support to ensure its continued compliance with all DTS shipping requirements.

19. On pages 61-62 of Solicitation Attachment 1, delete and replace paragraph I “Airlifts,” sub-paragraph 2 “Iraq” as follows:

2. Iraq and Syria The Prime Vendor will be required to execute airlifts to meet Iraq and Syria customer requirements that cannot be fulfilled by ground movement due to reasons such as customer location, time constraints, road closures, contingencies in the area of operation, the addition of new customers/requirements that will need support before the traditional 80-95 day lead time needed to source product from the United states, and/or other factors.

The requirement to execute commercial airlifts to Iraq and Syria customers shall only be utilized when requested by the individual Iraq or Syria customer, and authorized by the Contracting Officer, in the circumstance where ground movement is not possible based on conditions within Iraq and Syria and United States Transportation Command (“USTRANSCOM”) tenders are not available. Note: It is anticipated that USTRANSCOM tender processes will not be available for this requirement.

The Prime Vendor must have a working arrangement in place with a commercial air source that can be ready to deliver on a moment’s notice. The Prime Vendor will be

SPE300-15-R-0042 Amendment 0011 – Attachment 1 Page 14 of 17 financially responsible for all commercial airlift, pallet, and ice requirements to include loading.

If utilized, pallet tri-walls must be constructed from the appropriate level of cardboard to withstand the normal requirements of the journey. Frozen and chill pallet tri-walls must be lined with suitable insulating materials and either wet ice or dry ice will be added as needed to maintain the products for the expected journey timeframes. Once product is tri-walled and dispatched, the order cannot be cancelled; however, the Prime Vendor remains responsible for the product during transit. Once product is received and accepted by the customer, the Prime Vendor shall not be responsible for the deterioration or loss of goods that are in transit by the customer to a final destination.

For informational purposes only, based on current conditions on the ground, there are two

(2) Iraq customers (Al Asad and Al Taqaddum) that required routine air shipments. The Al Asad and Al Taqaddum runways are 13,000 feet in length. They are both able to handle 747s. The Al Asad runway is asphalt and the Al Taqaddum runway is asphalt and cement. Offerors are advised that circumstances on the ground may change at any time, and the contractor will be expected to perform in those changed circumstances at no additional cost to the Government. The remaining Iraq customers receive all orders via ground movement with private security and/or direct vendor delivery from within Iraq.

Syria customers do not require routine air shipments at this time. Note: All Iraq and Syria Ground and Air movement requirements are subject to change based on actual conditions on the ground regardless of the length of the disruption. Said changes will occur at no additional cost to the Government.

It is anticipated that each Iraq and each Syria customer will be assigned two ordering points for placing their orders; one for ground movement and one for air movement. The Prime Vendor shall confirm and verify with both the customer and the Contracting Officer all first time requests for orders to be delivered via air. After the first time request is coordinated and authorized in writing by the Contracting Officer, the Prime Vendor may continue proceeding under that authorization until revoked. The Prime Vendor will need to coordinate all necessary delivery times and destinations, landing permissions, offloading and drayage (including outside the wire deliveries – no military escort) with the customer requiring delivery. Advance confirmation should be made as to responsibility for offloading. In some areas, the customer will offload. In other areas the air carrier will be required to perform offloading. The Prime Vendor will e-mail all concerned parties of confirmation of receipt of goods. The Prime Vendor will be required to submit load characteristics to the Contracting Officer or Contracting Officer Representative to include but not limited to the number of tri walls (frozen, chill and dry), air pallets, pieces, weight and cube.

When commercial airlifts are utilized to meet Iraq and Syria airlift requirements, the following price formula shall apply:

Distribution Price for Commercial Air Movement to Iraq and Syria.

If military assets and/or USTRANSCOM tenders are utilized to meet Iraq and Syria airlift requirements, the following price formula shall apply:

SPE300-15-R-0042 Amendment 0011 – Attachment 1 Page 15 of 17

20. On page 62 of Solicitation Attachment 1, delete and replace paragraph J “Direct Vendor Deliveries Within Iraq” as follows:

J. DIRECT VENDOR DELIVERIES WITHIN IRAQ AND SYRIA

Iraq and Syria customers may require direct vendor deliveries for certain items (e.g., FF&V, water, bakery, soda, etc.) from approved local Iraqi and Syrian sources. The Prime Vendor shall sub-contract with the approved Iraqi and Syrian source(s) to fulfill these direct vendor delivery requirements.

When the Prime Vendor utilizes sub-contractors to perform direct vendor delivery services to Iraq and Syria customers, the following price formula shall apply:

Contract Unit Price = Product Price + 50% of the Standard Distribution Price

21. On page 65 of Solicitation Attachment 1, paragraph VII. (A)(2), revise the last sentence to read as follows (Note-the last sentence in paragraph VII(A)(2) was added via amendment 4):

In making the supply chain management decisions, the Prime Vendor will be responsible for stocking, at a minimum, any item that has a fifteen (15) case average monthly requirement.

22. On page 79 of Solicitation Attachment 1, delete and replace paragraph 2 (i)(c) as follows:

c. Each Prime Vendor will undergo an initial audit once per contract tier pricing period with the first audit occurring during the first tier pricing period and other audits occurring once during each subsequent tier pricing period. The Audits are conducted as a product cutting. The average cost of one Food Audit is approximately $15,000.00 (product cost only). As a Prime Vendor, your firm will be expected to provide samples of the government’s choice at a cost of approximately $15,000.00 per audit. Additional cost may be incurred by the Prime Vendor if the Prime Vendor’s facility does not have a facility/kitchen or the equipment needed to perform the audit. The Government will not pay for any products used during the food audit. All costs associated with these audits must be included in your standard distribution prices. Product destruction and transportation to the destruction site, if applicable, will be the responsibility of the Prime Vendor.

23. On page 88 of Solicitation Attachment 1, add the following sentence to the end of paragraph J “Short Shipments and Shipping Errors,” sub-paragraph 1:

Both the Government acceptance official’s and the Prime Vendor’s representative’s signatures MUST be legible. If either signature is illegible, the delivery ticket/invoice payment may be delayed or not processed at all.

24. On page 95 of Solicitation Attachment 1, paragraph XIII “Customers,” following sub-paragraph C “Jordan Customers,” add the following paragraph D:

D. SYRIA CUSTOMERS

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Individual customer locations are presently unknown and deliveries are anticipated to be made to one central location. Deliveries may be scattered throughout the country of Syria in the future.

Significant delays may be experienced due to factors such as base security procedures, road closures or weather conditions. Private Security is a necessity for movement within Syria at this time. Movement Authorization as well as additional country clearances may be required from the Government of Iraq and or Syria to make deliveries to customers located in Syria. The Prime Vendor will be responsible for obtaining any necessary customs documentation that may be required for movement into Syria, including from Kuwait into Iraq and from Iraq to Syria, which includes, but is not limited to, health certificates, visas for drivers, export declarations, invoices, packing lists and certificates of origin. Additional requirements and/or other delivery routes may become necessary at a later date for movement into and throughout Syria. Compliance with said requirements will be the responsibility of the Prime Vendor, at its own expense.

25. On page 95 of Solicitation Attachment 1, paragraph XIV “Delivery, Title, Orders, and Order Fill Rates,” sub-paragraph (A) “Customer Deliveries,” revise the second sentence to read as follows:

Normal routine deliveries for Iraq and Syria customers shall be made with 14 calendar days after order placement unless otherwise directed by the Contracting Officer.

26. On page 99 of Solicitation Attachment 1, paragraph D. “Order Placement,” sub-paragraph 2, revised the last sentence to read as follows:

For orders where less than the normal 2, 14, 14, 15-day order lead times for Kuwait, Iraq, Syria, and Jordan, respectively, are requested of the Prime Vendor, every effort will be made to provide such notification to the customer of non-availability of an item prior to the arrival of the delivery.

27. On page 100 of Solicitation Attachment 1, delete and replace the first sentence of paragraph E.

“Order Cancellation,” sub-paragraph 2, as follows:

Iraq and Syria customers may cancel orders prior to truck sealing.

28. On page 102 of Solicitation Attachment 2, paragraph I(6) “Procedures for Processing New Items,” add the following new paragraph at the end of sub-paragraph iii:

An item that has been determined fair and reasonable and added to the Prime Vendor’s catalog(s), then removed and is needed to be added again within a 12-month period, e.g., holiday items, special occasion items, etc., are not considered “new” items and are not subject to the new item request form process. The Prime Vendor will follow normal 832 catalog price change procedures provided the item is exactly the same and the item was previously determined fair and reasonable. This item may be subject to another fair and reasonable determination at the Contracting Officer’s discretion. Items removed greater than 12 months, are considered new items and subject to the new item request form process.

29. On page 108 of Solicitation Attachment 2, delete and replace paragraph D “Notice to Contractors,” sub-paragraph 2 as follows:

During the life of the contract, the resulting Prime Vendor will be required to periodically hold prices and all other catalog changes, depending on the 832 catalog schedule. Depending on the 832 catalog schedule, the changes may be postponed up to three (3) weeks, including but not

SPE300-15-R-0042 Amendment 0011 – Attachment 1 Page 17 of 17 limited to the Government’s Fiscal Year change on October 1st and the week of December 25th.

Additional changes to the 832 schedule must be agreed upon by the Prime Vendor and the Contracting Officer.

30. On pages 118-119 of Solicitation Attachment 1, paragraph I “Prime Vendor 832 Catalogs,” sub-paragraph 2, delete and replace all references to “Iraq” to read “Iraq and Syria.”

31. On pages 137-140 of Solicitation Attachment 1, for element 2 “Category/Distribution Prices using attachment 2, tab Distribution Category Worksheet” delete and replace all references to “Iraq” to read “Iraq and…