Aerospace Clauses and Provisions.pdf

SPE601-12-R-0338 AEROSPACE ENERGY CLAUSES AND PROVISIONS Attachment 1

SECTION B - SCHEDULE OF SUPPLIES/SERVICES

B0001 B1.09-1 SUPPLIES TO BE FURNISHED (DEFINITE QUANTITY) (AEROSPACE ENERGY) (DLA ENERGY

APR 2006)

(a) This is a definite quantity contract for the purchase of supplies (and/or services) shown in the Schedule. The supplies to be delivered/loaded on the date specified in the Schedule, as well as the delivery points, method of delivery, and estimated quantities, are shown below as contract line items numbers (CLINS). Unless otherwise specified, the total quantity ordered and required to be delivered may be greater than or less than such quantities by the percentage stated in the VARIATION IN QUANTITY clause. The unit prices specified in the Schedule as CLINs are fixed and therefore not subject to adjustment.

(b) The following provisions apply ONLY if the applicable box is checked:

(1) [ ] Items of this contract call for f.o.b. destination delivery. The destination for each item is the point of delivery shown in the particular item. Inspection for quality will be at origin with final acceptance at destination. Applicable to CLIN(s) ___________________________________________________.

(2) [ ] F.o.b. destination item(s) called for under this contract shall have shipment quantity determinations performed at destination.

(3) [ X ] Items of this contract call for f.o.b. origin delivery. Inspection and acceptance will be at origin. Applicable to CLIN(s) _______0001, 0002, and 0003______________________________________________________.

(4) [ ] Any offers received for less than the full quantity for each line item will be rejected by the Government.

(5) [ ] A copy of the certified weight ticket shall accompany each shipment.

(6) [ ] A copy of the Certificate of Analysis shall accompany each shipment.

(7) [ ] An original and one copy of the H-14 Transport Equipment Delay Certificate shall be provided, if applicable.

SECTION C – DESCRIPTION/SPECIFICATIONS

C0001 C1.02 ASSIST DATABASE OF SPECIFICATIONS (DLA ENERGY MAR 2011)

Unless otherwise specified, current versions of defense or federal specifications and standards, military handbooks, commercial item descriptions, qualified product lists, and other related technical documents cited in this solicitation/contract can be accessed from the Department of Defense (DoD) Acquisition Streamlining and Standardization Information System (ASSIST) database at https://assist.daps.dla.mil/ or http://dodssp.daps.dla.mil/ under ASSIST-Quick Search. ASSIST is the official source for all Defense Standardization Program documents and contains the most current information on documents prepared by DoD, as well as information on how to acquire referenced non-Government standards that have been adopted for DoD use. Those who register for an ASSIST account may establish profiles to receive automatic E-mail alerts when changes are planned or made to documents of interest by selecting criteria on the [Alert Portal Profile Maintenance] screens accessed from the [User Profile] menu. Users may also view or download a bi-monthly summary of changes to the ASSIST database from the DoD Single Stock Point website (http://dodssp.daps.dla.mil/) under the [ASSIST Update] menu.

https://assist.daps.dla.mil/ http://dodssp.daps.dla.mil/ http://dodssp.daps.dla.mil/

SECTION D – PACKING AND MARKING

D0001 D10 PACKAGING REQUIREMENTS (AEROSPACE ENERGY) (DLA ENERGY MAR 2009)

(a) The Contractor shall be responsible for ensuring the hazardous materials shipment is in full compliance with all applicable packaging/packing, marking, labeling, placarding, blocking and bracing, and palletizing and shipping certifications in force and effect on the date of the shipment in accordance with the following applicable rules and regulations for the individual hazard, ultimate destination, and mode of transportation:

(1) Title 49 of the Code of Federal Regulations (49 CFR) -- Packaging.

(2) DLAI 4145.3, Preparing Hazardous Materials for Military Air Shipments.

(3) International Air Transport Association (IATA) -- Dangerous Goods Regulations.

(4) International Civil Aviation Organization (ICAO) -- Technical Instructions for the Safe Transportation of Dangerous Goods by Air.

(5) International Maritime Organization (IMO) -- International Maritime Dangerous Goods (IMDG) Code (for overseas shipments by vessel).

(6) MIL-STD 129, Standard Practice for Military Marking (for military destinations).

(7) MIL-STD-147, Department of Defense Standard Practice, Palletized Unit Loads.

(8) ASME MH 1.8, Wood Pallets.

(b) Contractor commercial packaging (ASTM D 3951) shall also be in compliance with the requirements listed.

SECTION E – INSPECTION AND ACCEPTANCE

E0001 E22 LIST OF INSPECTION OFFICES FOR DLA ENERGY CONTRACTS (DLA ENERGY DEC 2011)

The following lists shall be used to identify the Government inspection office assigned inspection responsibility for DLA Energy contracts in a particular geographic area. These contracts include, but are not limited to, those for bulk petroleum products and additives, into-plane refueling, petroleum storage and laboratory services, coal, aerospace energy (including compressed gases), and posts, camps, and stations. The area of inspection responsibility and corresponding office code are assigned in paragraphs (a) and (b). The address and phone number of each inspection office by office code is provided in paragraph (c). Unless a particular inspection office is identified in another part of the contract, the assignments in this contract provision shall apply.

(a) AREAS OF RESPONSIBILITY AND OFFICE CODES WITHIN THE CONTINENTAL UNITED STATES

(CONUS):

Alabama 110 Maine 110 Oklahoma 110

Arizona 120 Maryland 110 Oregon 120

Arkansas 110 Massachusetts 110 Pennsylvania 110

California 120 Michigan 110 Rhode Island 110

Colorado 120 Minnesota 110 South Carolina 110

Connecticut 110 Mississippi 110 South Dakota 110

Delaware 110 Missouri 110 Tennessee 110

District of Columbia 110 Montana 120 Texas 110

Florida 110 Nebraska 110 Utah 120

Georgia 110 Nevada 120 Vermont 110

Idaho 120 New Hampshire 110 Virginia 110

Illinois 110 New Jersey 110 Washington 120

Indiana 110 New Mexico 120 West Virginia 110

Iowa 110 New York 110 Wisconsin 110

Kansas 110 North Carolina 110 Wyoming 120

Kentucky 110 North Dakota 110

Louisiana 110 Ohio 110

EXCEPTIONS:

(1) The El Paso, Texas, area is assigned to Code 120 (DLA Energy Americas – West).

(2) The Newcastle, Wyoming, area is assigned to Code 110 (DLA Energy Americas – East).

(b) AREAS OF RESPONSIBILITY AND OFFICE CODES OUTSIDE THE CONTINENTAL UNITED STATES

(OCONUS) (INCLUDING ALASKA AND HAWAII):

Afghanistan 400 Cyprus 200 Malaysia 300 Singapore 300

Africa 2001 Egypt 4001 Maldives 300 South America 110

Alaska 300 Europe (Continental) 200 Malta 200 South Korea 300

Antarctica 300 Georgia 200 Mauritius 200 Sri Lanka 300

Armenia 200 Greenland 200 Mexico 110 Syria 400

Ascension Island 110 Hawaiian Islands 300 Midway Island 300 Taiwan 300

Australia 300 Hong Kong 300 Mongolia 300 Tajikistan 400

Azerbaijan 200 Iceland 200 Myanmar 300 Thailand 300

Azores 200 India 300 Nepal 300 Turkey 200

Bahrain 400 Indonesia 300 New Zealand 300 Turkmenistan 400

Bangladesh 300 Ireland 200 North Korea 300 United Arab

Bermuda 110 Iran 400 Oman 400 Emirates 400

Bhutan 300 Iraq 400 Pacific Islands United Kingdom 200

Brunei 300 Israel 200 (Central & South) 300 Uzbekistan 400

Cambodia 300 Japan 300 Pakistan 400 Vietnam 300

Canada 110/1202 Jordan 400 Papua New Guinea 300 Wake Island 300

Canary Island 200 Kazakhstan 400 Philippines 300 Yemen 400

Caribbean Islands 110 Kuwait 400 Qatar 400

Central America 110 Kyrgyzstan 400 Russia 200

Chagos Archipelago 300 Laos 300 Ryukus Islands, Japan 300

China 300 Lebanon 400 Saudi Arabia 400

Comoros 200 Madagascar 200 Seychelles Is. 420

[1] Except for Egypt, which is assigned to DLA Energy Middle East (Code 400), all other countries in Africa fall under DLA Energy Europe (Code 200).

[2] The provinces of Manitoba, Ontario, Quebec, Newfoundland and Labrador, New Brunswick, Nova Scotia, and Prince Edward Island are assigned to DLA Energy Americas East (Code 110). The rest of Canada falls under DLA Energy Americas West (Code 120).

(c) INSPECTION OFFICES AND CODES.

110. DLA Energy Americas East 3

ATTN: Quality Manager

Federal Building, Room 1005

2320 LaBranch Street

Houston, TX 77004-1091

Phone: (713) 718-3883, ext. 162/161/160

FAX: (713) 718-3891

120. DLA Energy Americas West 3

ATTN: Quality Manager

3171 N Gaffey Street

San Pedro, CA 90731-1099

Phone: (310) 241-2806/2807

FAX: (310) 241-2836

200. DLA Energy Europe 3

Mailing Address:

DLA Energy Petroleum Lab

ATTN: Quality Manager

CMR 422

APO AE 09067-0422

[Location: Kaiserslautern, Germany]

Phone: 49-631-3406-2285/2286 4

FAX: 49-631-3406-2289 4

Shipping Address:

DLA Energy Petroleum Lab

ATTN: Quality Manager

Rhine Ordinance Barracks , Bldg 320

Am Opelkreisel

67663 Kaiserslautern, Germany

300. DLA Energy Pacific 3

ATTN: Quality Manager

1025 Quincy Avenue, Building 479, Suite 2000

Pearl Harbor, HI 96860-4512

Phone: (808) 473-4307/4287

FAX: (808) 473-4232

400. DLA Energy Middle East 3

ATTN: Quality Manager

PSC 451, Box DLA Energy-ME

FPO AP 09834-2800

[Location: Juffair, Bahrain]

Phone: 973-17-85-4658/4665 4

FAX: 973-17-85-4670 4

[3] Designated location of the DLA Energy Regional Quality Manager/Pre-Award Survey Monitor.

[4] Dial 011 before these numbers when calling from the U.S. When calling these numbers from outside the U.S., use the appropriate international long distance prefix for the country where the call originates.

E0002 E33.10 MANUFACTURING AND FILLING POINTS (AEROSPACE ENERGY) (DLA ENERGY JUL 2008)

(a) Provide the name, complete addresses and telephone number of the manufacturing and filling points for each product to be furnished, and identify the filling points as primary or secondary.

NAME, COMPLETE ADDRESS

AND TELEPHONE NUMBER OF

PRODUCT MANUFACTURING POINT/FILLING POINT

0001: Custom Airliftable 23 1/2 FT Extendable Chassis for use with ISO Container meeting ATTLA Internal Air Transport Certification dated 21 April 2011 for airlift of chassis with Weldship Corp ISO Frame Mounted 10 Tube and 12 Tube Compressed Gas Systems (Attachment 3)(Cheetah Chassis model number 7235SNFSX with modifications)

0002: Custom Airliftable 23 FT Chassis for use with ISO Container meeting ATTLA Internal Air Transport Certification dated 23 March 2012 for airlift of Chassis with FIBA ISO Frame Mounted 12 Tube Compressed Gas Systems (attachment 4) (Chassis King Model number CK-232FB with modifications) Period of Performance: Date of Award through 31 October 2012

0003: Custom Airliftable 23 FT Extendable Chassis for use with ISO Container meeting ATTLA Internal Air Transport Certification dated 7 January 2011 (must be modified for moving with ISO and chassis), for airlift of chassis with GTM ISO 9 Tube Compressed Gas Systems (Attachment 5) (Chassis King Model number CK-232FB with modifications) Period of Performance: Date of Award through 31 October 2012

(b) Suppliers that list primary and alternate manufacturing/filling points for supporting the same requirement shall provide a 30 calendar day notice to the Government prior to offering an initial shipment from an alternate manufacturing/filling point.

(c) For f.o.b. origin shipments, the contract price shall not be adjusted if a Contractor uses a different fill location other than the primary fill point during contract performance. However, if the use of the alternate fill point results in increased costs to the Government, such as transportation costs, the Contractor agrees to reimburse the Government for those increased costs.

E0003 E35 NONCONFORMING SUPPLIES AND SERVICES (DLA ENERGY DEC 2011)

(a) DEFINITION: As used in this contract provision:

Deviation is defined as a written authorization granted after contract award and prior to manufacture of an item, to depart from a particular performance or design requirement of a contract, specification, or referenced document, for a specific number of units or specific period of time, normally the duration of the contract.

Extraordinary situation means the matter cannot await resolution until the next DLA Energy business day (0800 to 1630 hours EST, Monday through Friday, Federal Holidays excluded).

Waiver is defined as a written authorization granted after contract award to accept a configuration item or other designated item which, during production or after having been submitted for inspection, is found to depart from specified requirements, but nevertheless is considered suitable for use “as is” or after repair by an approved method. Approval is on a case-by-case basis and is normally for a set period of time.

(b) The Government may, at its discretion, accept nonconforming supplies or services. In such cases, the Contractor must obtain a deviation or waiver from the Contracting Officer prior to acceptance.

(c) The following procedures shall be used to request a deviation or waiver.

(1) Requests for deviations and waivers shall be submitted by the Contractor to the Contracting Officer with a copy to the appropriate Inspection Office referenced in the LIST OF INSPECTION OFFICES FOR DLA ENERGY CONTRACTS or QUALITY REPRESENTATIVE contract provision of this contract. Each request shall provide the following information: Contractor name; name and contact information of the contractor’s authorized negotiator; contract number; contract line item number and product nomenclature, clause or contract provision number, paragraph and subparagraph, as appropriate; the nature of the request; the reason for the request; the corrective action being taken by the Contractor to correct and prevent recurrence of the condition(s) causing the nonconformance; and an agreement to pay an equitable price reduction, estimated and proposed by DLA Energy, over and above the administrative fee, contingent on the impact of the specific circumstances on DLA Energy relative to approval of the deviation or waiver.

(2) In extraordinary situations, the Contractor may initially submit a verbal request for a waiver, but not a deviation, to the Contracting Officer. Written requests shall be submitted to the Contracting Officer by the next DLA Energy business day (0800 to 1630 hours EST, Monday through Friday, Federal Holidays excluded). If the Contracting Officer cannot be reached, the Duty Officer shall be contacted to provide the necessary information to the proper individuals as soon as possible. The Duty Officer's telephone number is (800) 286-7633 or (703) 767-8420.

(3) If a deviation or waiver is granted, the contract will be modified to accept the nonconforming supplies or services and to require the Contractor to provide an equitable price reduction or other adequate consideration commensurate with the deviation or waiver being granted. If the situation warrants, a deviation or waiver may be granted without prior agreement on price reduction or other consideration, subject to agreement by the Contractor, or its representative, to subsequent negotiation. Such an agreement, in addition to a brief description of the terms of the deviation or waiver, shall be documented on the shipping document or other appropriate correspondence. After negotiations, failure to agree on adequate consideration shall be a dispute concerning a question of fact within the meaning of the Disputes paragraph of the CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS contract provision of this contract.

(4) If a deviation or waiver is granted and the nonconforming supplies are accepted, then in no event will consideration be less than $500, which covers administrative costs, plus any additional cost of Government reinspection or retest, if necessary.

(5) If a deviation or waiver is granted modifying this contract, but the supplies accepted are subsequently determined to be in conformity with contract specifications, the Contractor shall still be obligated to pay the consideration originally agreed upon in support of the deviation or waiver. If, however, this consideration exceeds $1000, a second contract modification shall be issued reducing the Contractor's obligation to $1000 (the administrative cost of issuing the two required modifications), plus, if appropriate, any cost of Government reinspection or retest performed as a result of the deviation or waiver being granted.

(d) When notification of nonconforming supplies is received after the supplies have been accepted, and the Government determines not to exercise its right to reject or to require correction under the INSPECTION OF SUPPLIES – FIXED-PRICE, INSPECTION OF SERVICES – FIXED PRICE, or CONTRACT TERMS AND CONDITIONS – COMMERCIAL ITEMS contract provision, then in no event will consideration be less than $500 to cover administrative costs. This $500 fee is in addition to—

(1) Consideration commensurate with the extent of nonconforming supplies; and

(2) Cost of Government reinspection or retest, if necessary.

The administrative fee will apply to each claim letter issued for off-specification product delivered to an activity.

(e) Contractors shall be held responsible for payment of any fines or penalties imposed on a receiving activity by an environmental enforcement agency, resulting from the delivery of nonconforming supplies under a DLA Energy contract.

(f) Repeated tender of nonconforming supplies or services, including those with only minor defects, will be discouraged by appropriate actions, including, but not limited to, rejecting the supplies or services whenever feasible and documenting the Contractor's performance records.

SECTION F – DELIVERIES AND PERFORMANCE

F0001 F7 DELAY OF CARRIER EQUIPMENT (DETENTION) (AEROSPACE ENERGY) (DLA ENERGY APR 2006)

Detention charges at the Contractor’s facility for delay of the carrier’s equipment in excess of the carrier’s tariff/tender allowable free time is to be documented on the carrier’s Transport Equipment Delay Certificate. Both the carrier driver and the Contractor must sign the certificate. Documentation shall include the time and date the carrier driver arrived, the time and date the carrier driver departed, and the reason(s) for the delay. Documentation shall be provided to the carrier driver prior to his departure from the facility.

F0002 F21 CONTRACTOR NOTICE REGARDING LATE DELIVERY (DLA ENERGY MAY 2009)

In the event the Contractor encounters difficulty in meeting performance requirements, or when it anticipates difficulty in complying with the contract delivery Schedule or date, it shall immediately notify the Contracting Officer, in writing, giving pertinent details. This data shall not be construed as a waiver by the Government of any delivery Schedule or date or of any rights or remedies provided by law or under this contract

SECTION I – CONTRACT CLAUSES

I0001 52.212-4 CONTRACT TERMS AND CONDITIONS - COMMERCIAL ITEMS (AEROSPACE ENERGY)

(TAILORED) (DLA ENERGY) (FEB 2012)

(a) INSPECTION/ACCEPTANCE. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights (1) within a reasonable time after the defect was discovered or should have been discovered; and (2) before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(b) ASSIGNMENT. The Contractor or its assignee may assign its rights to receive payment due, as a result of performance of this contract, to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes a payment (e.g., use of the Government-wide commercial purchase card), the Contractor may not assign its right to receive payment under this contract.

(c) CHANGES. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(d) DISPUTES. This contract is subject to the Contract Disputes Act of 1978, as amended (41 U.S.C. 601-613). Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, DISPUTES, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(e) DEFINITIONS. The clause at FAR 52.202-1, DEFINITIONS, is incorporated herein by reference.

(f) EXCUSABLE DELAYS. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence, such as acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) INVOICE. The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include--

(1) Name and address of the Contractor;

(2) Invoice date and number;

(3) Contract number, contract line item number, and, if applicable, the order number;

(4) Description, quantity, unit of measure, unit price, and extended price of the items delivered;

(5) Shipping number and date of shipment including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(6) Terms of any prompt payment discount offered;

(7) Name and address of official to whom payment is to be sent; and

(8) Name, title, and phone number of person to be notified in event of defective invoice.

(9) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(10) Electronic funds transfer (EFT) banking information.

(i) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

(ii) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer – Central Contractor Registration, or 52.232-34, Payment by Electronic Funds Transfer – Other Than Central Contractor Registration), or applicable agency procedures.

(iii) EFT banking information is not required if the Government waived the requirement to pay by EFT.

Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR Part 1315.

(h) PATENT INDEMNITY. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) PAYMENT.

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C 3903) and prompt payment regulations at 5 CFR part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purposes of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall—

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected contract line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in Section 611 of the Contract Disputes Act of 1978 (Public Law 95-563), which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this DLA Energy FAR Tailored clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days.

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this DLA Energy FAR Tailored clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

(j) RISK OF LOSS. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon--

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b.

destination.

(k) TAXES. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) TERMINATION FOR THE GOVERNMENT'S CONVENIENCE. The Government reserves the right to terminate this contract, or any part thereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms and conditions of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor's records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) TERMINATION FOR CAUSE. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) TITLE. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) WARRANTY. Regardless of any conflicting provision of this contract, Contractor warrants to the Government that the chassis listed on the schedule CLINs 0001-0003 delivered under this contract conforms to the Statement of Objectives and the applicable attached ATTLA Certifications. The Contractor does not make any other express warranty regarding the chassis listed on the schedule CLINs 0001-0003. The Contractor specifically disclaims all implied warranties for the chassis listed on the schedule CLINs 0001-0003, including the implied warranties of merchantability and fitness for a particular purpose.

(p) LIMITATION OF LIABILITY. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items. In all events, regardless of the legal theory (e.g., breach of contract or warranty, negligence, strict liability, etc.) or any conflicting provision of the contract, Contractor is not liable for special, indirect, incidental, exemplary, consequential damages, or economic loss, including any loss of business, production, or profits.

(q) OTHER COMPLIANCES. The Contractor shall comply with all applicable Federal, State, and local laws, executive orders, rules, and regulations applicable to its performance under this contract.

(r) COMPLIANCE WITH LAWS UNIQUE TO GOVERNMENT CONTRACTS. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. 3701 et seq., Contract Work Hours and Safety Standards Act; 41 U.S.C. 51-58, Anti-Kickback Act of 1986, 41 U.S.C. 265 and 10 U.S.C. 2409 relating to whistle blower protections; Section 1553 of the American recovery and Reinvestment Act of 2009 relating to whistleblower protections for contracts funded under that Act; 49 U.S.C. 40118, Fly American; and 41 U.S.C. 423 relating to procurement integrity.

(s) ORDER OF PRECEDENCE. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services;

(2) The Assignments; Disputes, Payments; Invoices; Other Compliances; and Compliance with Laws Unique to Government Contracts paragraphs of this DLA Energy FAR Tailored clause;

(3) The clause at 52.212-5;

(4) Addenda to this solicitation or contract, including any license agreements for computer software;

(5) Solicitation provisions if this is a solicitation;

(6) Other paragraphs of this DLA Energy FAR Tailored clause;

(7) Standard Form 1449;

(8) Other documents, exhibits, and attachments; and

(9) The specification.

(t) CENTRAL CONTRACTOR REGISTRATION (CCR).

(1) Unless exempted by an addendum to this contract, the Contractor is responsible during performance and through final payment of any contract for the accuracy and completeness of the data within the CCR database, and for any liability resulting from the Government’s reliance on inaccurate or incomplete data. To remain registered in the CCR database after the initial registration, the Contractor is required to review and update on an annual basis, from the date of initial registration or subsequent updates, its information in the CCR database to ensure it is current, accurate and complete. Updating information in the CCR does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(2) (i) If a Contractor has legally changed its business name, “doing business as” name, or division name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in FAR Subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to—

(A) Change the name in the CCR database;

(B) Comply with the requirements of Subpart 42.12; and

(C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor must provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraphs (t)(2)(i) of this DLA Energy FAR Tailored clause, or fails to perform the agreement at paragraph (t)(2)(i)(C) of this DLA Energy FAR Tailored clause, and, in the absence of a properly executed novation or change-of-name agreement, the CCR information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the Suspension of Payment paragraph of the EFT clause of this contract.

(3) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in the CCR record to reflect an assignee for the purpose of assignment of claims (see Subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the CCR database. Information provided to the Contractor’s CCR record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the Suspension of Payment paragraph of the EFT clause of this contract.

(4) Offerors and Contractors may obtain information on registration and annual confirmation requirements via the internet at http://www.ccr.gov or by calling 1-888-227-2423 or 269-961-5757.

I0002 I28.01 FEDERAL, STATE, AND LOCAL TAXES (DLA ENERGY NOV 2011) (DEVIATION)

(a) As used in this contract provision--http://www.ccr.gov/

(1) After-imposed tax means any new or increased Federal, State, or local tax that the Contractor is required to pay or bear the burden of as the result of legislative, judicial, or administrative action taking effect after the contract date.

(2) After-relieved tax means any amount of Federal, State, or local tax that would otherwise have been payable on the transactions or property covered by this contract, but which the Contractor is not required to pay or bear the burden of, or for which the Contractor obtains a refund or drawback, as the result of legislative, judicial, or administrative action taking effect after the contract date.

(3) All applicable Federal and State taxes means all excise taxes that the taxing authority is imposing and collecting on the transactions or property covered by this contract pursuant to written ruling or regulation in effect on the contract date.

(4) Contract date means the date set for bid opening or, if this is a negotiated contract or a modification, the date set for final revised prices.

(5) Local taxes means taxes levied by the political subdivisions of the States, District of Columbia, or outlying areas of the United States, e.g., cities and counties.

(6) Outlying areas means—

(i) Commonwealths. Puerto Rico and the Northern Mariana Islands;

(ii) Territories. American Samoa, Guam, and the U.S. Virgin Islands; and

(iii) Minor outlying islands. Baker Island; Howland Island, Jarvis Island; Johnston Atoll; Kingman Reef; Midway Islands; Navassa Island; Palmyra Atoll; and Wake Atoll.

(7) State taxes means taxes levied by the States, the District of Columbia, or outlying areas of the United States.

(8) Tax means taxes, duties and environmental or inspection fees, except social security or other employment taxes.

(b) The contract price includes all applicable Federal, State, and local taxes, except as otherwise provided. (See either the FEDERAL AND STATE TAXES/FEES or FEDERAL, STATE, AND LOCAL TAXES AND FEES contract provision.)

(c) The contract price shall be increased by the amount of any after-imposed tax if the Contractor states in writing that the contract price does not include any contingency for such tax.

(d) The contract price shall be decreased by the amount of any after-relieved tax.

(e) The contract price shall also be decreased by the amount of any tax that the Contractor is required to pay or bear the burden of, or does not obtain a refund of, through the Contractor's fault, negligence, or failure to follow instructions of the Contracting Officer.

(f) The Contractor shall promptly notify the Contracting Officer of all matters relating to any tax that reasonably may be expected to result in either an increase or decrease in the contract price and shall take appropriate action as the Contracting Officer directs.

(g) The Government shall, without liability, furnish evidence appropriate to establish exemption from any Federal, State, or local tax when the Contractor requests such evidence and a reasonable basis exists to sustain the exemption.

I0002 I190.06 MATERIAL SAFETY DATA SHEETS -- COMMERCIAL ITEMS (DLA ENERGY APR 2006)

(a) The Contractor agrees to submit to the Contracting Officer, upon request, a Material Safety Data Sheet (MSDS) that meets the requirements of 29 CFR 1910.1200(g) and the latest revision of Federal Standard No. 313 for all requested contract items.

MSDSs must cite the contract number, the applicable CAGE code of the manufacturer, and, where so identified, the National Stock Number (NSN).

(b) The data on the MSDSs must be current and complete, reflecting the final composition of the product supplied.

Should the description/composition of the product change in any manner from a previously submitted MSDS, the Contractor shall promptly provide a new MSDS to the Contracting Officer.

I0003 I209.09 EXTENSION PROVISIONS (DLA ENERGY JAN 2012)

(a) The Government shall have the right to extend this contract on the same terms and conditions one or more times for a total of no more than six months. Notice of contract extension will be furnished to the Contractor not later than 30 days prior to expiration of the contract ordering period or any extension thereof. Nothing in this contract provision precludes the Contractor from agreeing to an extension of the contract if the DLA Energy Contracting Officer fails to issue the notice prior to 30 days before the end of the ordering period.

(b) Extension of this contract shall be considered to have been accomplished at the time the DLA Energy Contracting Officer provides written notification to the Contractor.

PART IV – SOLICITATION PROVISIONS

L0001 L1.02 PROPOSAL ACCEPTANCE PERIOD (DLA ENERGY NOV 1991)

(a) Acceptance period, as used in this provision, means the number of calendar days available to the Government for awarding a contract from the date specified in this solicitation for receipt of proposals.

(b) This provision supersedes any language pertaining to the acceptance period that may appear elsewhere in this solicitation.

(c) The Government requires a minimum acceptance period of 120 calendar days.

(d) If the offeror specifies an acceptance period which is less than that required by the Government, such offer may be rejected.

(e) The offeror agrees to execute all that it has undertaken to do, in compliance with its offer, if such offer is acceptable to the Government and is accepted within the acceptance period stated in (c) above or within any extension thereof that has been agreed to by the offeror.

L0002 L2.11-4 E-MAIL PROPOSALS (DLA ENERGY OCT 2010)

(a) Offerors may submit proposals via e-mail. E-mail proposals are subject to the same rules as paper proposals.

(b) E-mail receiving data and compatibility characteristics are as follows:

(1) E-mail address: dla-emkcontracts@dla.mil.

(2) The DLA Energy accepts attachments in—

(i) Adobe Acrobat;

(ii) Microsoft Excel;

(iii) Microsoft Word; and

(iv) Microsoft PowerPoint.

(c) Initial proposals, modifications and proposal revisions submitted via e-mail must contain offeror's signature included in the attachment to the e-mail communication.

(d) Attachments that are not in .pdf file format must be sent password protected for “read only” to ensure the integrity of the data submitted.

(e) Proposals submitted electronically through a single e-mail must be no more than 10 MB. DLA Energy’s mail server will reject messages larger than 10 MB.

(f) The DLA Energy e-mail filter will scan the incoming e-mail and attachments for viruses and key words.

Abbreviations for terms such as “Analysts” or using “3Xs” as placeholders in a document are found in the filter’s adult content library and may result in the e-mail delivery being delayed. Offerors are encouraged to verify receipt of e-mail offers by contacting the Contracting Officer prior to the solicitation closing time.

(g) If any portion of an e-mail proposal received by the Contracting Officer is unreadable, the Contracting Officer will immediately notify the offeror and permit the offeror to resubmit the proposal. The method and time for resubmission shall be prescribed by the Contracting Officer after consultation with the offeror and the resubmission shall be considered as if it were received at the date and time of the original unreadable submission for the purpose of determining timeliness, provided the offeror complied with the e-mail submissions instructions provided in this paragraph and with the time and format requirements for resubmission prescribed by the Contracting Officer.

(h) The Government reserves the right to make award solely on the e-mail proposal. However, if requested to do so by the Contracting Officer, the apparently successful offeror promptly shall submit the complete signed original proposal.

L0003 L2.35 PROPOSAL FORMAT AND CONTENT (AEROSPACE ENERGY) (DLA ENERGY JAN 2012)

(a) All proposals shall consist of a Price Proposal. In addition, a Technical Proposal shall be submitted if indicated in paragraph (c) below.

(b) PRICE PROPOSAL.

(1) In the Schedule, Section B, Supplies or Services and Prices/Costs, offered prices shall be completed for each Contract Line Item Number (CLIN) unless the Schedule notes that multiple awards will be made. In that case, the offeror may select which CLINs or groups of CLINs, such as those applying to a specific customer location, against which to submit an offer;

(2) For each applicable box checked below, unit prices shall be formulated, as specified:

[ X ] (i) Product with no Monthly Facility Fee (MFF). The offeror shall include all fixed, variable and incremental costs to produce and prepare product for Government inspection and acceptance. Include all transportation and shipping costs to deliver the product to the specified customer location if the product CLIN is designation as f.o.b. destination. For this solicitation, the applicable CLINs are [Buyer fill in the CLIN(s)] 0001 - 0003.

[ ] (ii) Product with an MFF CLIN. The offeror shall include only the variable and incremental costs to produce and prepare the product for Government inspection and acceptance in the product CLIN. All fixed costs associated with the facility shall be included in the MFF, to include storage and distribution of Government-owned product, if required by the Statement of Objectives (SOO). For this solicitation, the applicable CLINs [Buyer fill in the CLIN(s)] ____________________________________________.

[ ] (iii) Services CLIN(s), such as maintenance and repair of containers. The offeror shall include all variable and fixed costs associated with the service, as described in the SOO, unless otherwise noted herein that those costs should be included in another CLIN: [Buyer fill in the CLIN(s) or put N/A if not applicable] ____________________________________. For this solicitation, the applicable Services CLINS are [Buyer fill in the CLIN(s)] ________________________________________.

[ ] (iv) Repair Parts Specifically Identified in the Schedule. Where the Government specifically identifies repair parts which will be reimbursed under the Contract, the offeror shall include in its offered price, on a per unit basis, all costs associated with that repair part, to include the applicable labor costs to install it. For this solicitation, the applicable CLINS are [Buyer fill in the CLIN(s)] _________________________________________.

[ ] (v) Contractor-Provided Tank(s) CLIN(s). The offeror shall include in each applicable CLIN all fixed and variable costs associated with leasing of a tank or multiple tanks to the Government under the contract. Separate CLINS have been established for the costs associated with the leasing of the tank(s) as compared to the costs associated with the tank(s) installation and removal. Where the incumbent is offering the same number and size of tanks previously provided under the previous contract, the incumbent need not propose a price for tank(s) installation. However, the incumbent shall propose a price for tank(s) removal. For this solicitation, the applicable CLINs are [Buyer fill in the CLIN(s)] _______________________________________________.

[ ] (vi) Contractor provided equipment CLIN(s). Where the SOO requires specific contractor-provided equipment for which a separate CLIN has been established for reimbursement under the resultant contract, the offeror shall include all fixed and variable costs associated with providing such equipment, to include but not limited to delivery, installation, calibration, maintenance and repair throughout the contract term, and removal at the expiration of the contract. For this solicitation, the applicable CLINS are [Buyer fill in the CLIN(s)] ____________________________________________________ .

[ ] (vii) Expedited/Emergency Delivery CLIN(s). Where the Schedule has a CLIN for Expedited and/or Emergency delivery, as defined in the SOO, the offeror shall include all costs associated with such delivery on a per shipment basis. This encompasses additional labor and transportation costs anticipated to be incurred over and above normal delivery costs. Any product ordered with an Expedited and/or Emergency delivery shall be paid at the unit price of the applicable product CLIN. For this solicitation, the applicable CLINS are [Buyer fill in the CLIN(s)] _________________________________________.

[ ] (viii) Hot Fill CLIN(s). If the solicitation includes a “Hot Fill” CLIN, the offeror shall propose a per Hot Fill Unit Price. Examples of costs that should be included in the offeror’s per Hot Fill Unit Price but not limited to these, are additional support personnel required to accomplish the Hot Fill or additional time required at the delivery location in support of the Hot Fill. The per Hot Fill Unit Price shall not include the cost of the product consumed during the Hot Fill since the Contractor will be paid for the amount of product consumed under the applicable product CLIN. For this solicitation, the applicable CLINs are [Buyer fill in the CLIN(s)]

[ ] (ix) Additional CLIN(s) not described above to be priced by the offeror. For this solicitation, the applicable CLINs are [Buyer fill in the CLIN(s)] ______________________________________________.

[ ] (x) Not Separately Priced (NSP) CLIN(s). For CLINs shown as NSP, the offeror shall include the costs associated with that CLIN in the designated CLIN’s unit price. For this solicitation, the applicable Services CLINs are [Buyer fill in the CLIN(s)] _______________________________________.

[ ] (xi) To Be Negotiated (TBN) CLIN(s). For those CLINs designated as TBN, the Government will negotiate a unit price on a case-by-case basis, if and when requirements under the CLIN materialize.