Attach_1_Aerospace_Clauses_14R0302_Liq_Hel_DEWARS.pdf

SPE601-14-R-0302 AEROSPACE CLAUSES

SCHEDULE OF SUPPLIES/SERVICES

B0001 B1.09-2 SUPPLIES TO BE FURNISHED (INDEFINITE QUANTITY) (AEROSPACE ENERGY) (DLA ENERGY JAN 2012)

(a) This is an indefinite quantity contract for the purchase of supplies (and/or services, if applicable) to be furnished during the contract term. The delivery points, methods of delivery, and estimated quantities are specified in the Schedule as contract line item numbers (CLINs). The quantities shown are best estimates of required Government quantities only. Unless otherwise specified, the total quantity ordered and required to be delivered/loaded may be greater than or less than such quantities as allowed by the VARIATION IN QUANTITY clause.

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

(1) [ X ] This is a REQUIREMENTS-TYPE contract. The Government agrees to order from the Contractor and the Contractor shall deliver, if orders are placed by the DLA Energy Contracting Officer during the contract period, all items awarded under this contract, as allowed by the REQUIREMENTS clause. A Blanket Delivery Order is considered “an order”, for the purposes of this contract provision.

(2) [ ] This is an INDEFINITE DELIVERY/INDEFINITE QUANTITY contract. The Government agrees to order from the Contractor and the Contractor shall deliver, if orders are placed by the Contracting Officer during the contract period, at least the quantity of supplies or services designated in the Schedule as the “minimum”, as allowed by the INDEFINITE QUANTITY clause. A Blanket Delivery Order is considered “an order”, for the purposes of this contract provision

(3) [ ] Orders issued by the Ordering Officer at the destination location are considered extensions of the Blanket Delivery Order issued by the DLA Energy Contracting Officer and, as such, may be issued orally, by facsimile or by electronic commerce methods, as allowed by the ORDERING clause.

(4) [ X ] The unit prices specified below shall be fixed for the term of the contract. Applicable to CLINs 0065 - 0067

(5) [ X ] The prices paid shall be the unit prices specified in subsequent price change modifications issued in accordance with the ECONOMIC PRICE ADJUSTMENT clause or contract provision, as contained in the solicitation and any resultant contract. See 52.216-9069 Economic Price Adjustment – Published Market Price – DLA Energy Domestic Bulk (NOV 2011) Applicable to CLIN(s) 0001 - 0064.

(6) [ ] Items of this contract call for f.o.b. destination delivery, unless the item specifies otherwise. 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).

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

(8) [ ] Items of this contract call for f.o.b. origin delivery, unless the item specifies otherwise. Inspection and acceptance will be at origin. Applicable to CLIN(s).

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

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

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

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

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/

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.

D0002 D15 CONTRACTOR SEAL REQUIREMENT (AEROSPACE ENERGY) (DLA ENERGY OCT 2006)

(a) The Contractor shall place tamper indicating devices (TIDs) such as a seal or cap on the shipping container(s) immediately after filling and sampling. The TIDs shall be placed on the containers in such a manner that pilferage or tampering of the product could only be accomplished by breaking or otherwise destroying the TID. This may require the application of several TIDs on each shipment container.

(b) Where possible, the TID shall be printed with a serial number. The container number and TID number(s) shall be recorded on the certificate of analysis and on the shipping documents. Monthly equipment inventory reports provided to DLA Energy by the Contractor shall include container numbers as well as corresponding TID numbers.

(c) TIDs shall not be removed from a container unless authorized by DLA Energy. If a TID is broken or no longer intact, the Contractor shall contact the Contracting Officer for further instructions. If the Contractor is instructed to place a new TID on the container, the new TID number (if applicable) shall be noted, along with the container number, as stated in paragraph (b) above.

INSPECTION AND ACCEPTANCE

E0001 E1.15 CONTRACTOR INSPECTION RESPONSIBILITIES (AEROSPACE ENERGY) (DLA ENERGY SEP 2013)

(a) QUALITY CONTROL PLAN.

(1) The Contractor is required to provide and maintain an inspection system, and a written description (Quality Control Plan (QCP)) of that system, acceptable to the Government. The Contractor has the option to provide and maintain an inspection system that, as a minimum, incorporates the requirements of ISO9001, Quality Management Systems. If the Contractor chooses to comply with the ISO9001 quality system requirements and format, all the specific Quality Assurance Provisions of this contract must be included in the resulting ISO9001 document that will serve as the QCP. A copy of the QCP, in English, shall be presented to the Government Quality Assurance Representative (QAR) for their review and acceptance prior to commencement of production or services. An acceptable QCP is required prior to Government inspection and acceptance of supplies or services. The QCP shall be reviewed and updated when deemed necessary by the Contractor or the Government, to include changes necessary to prevent the recurrence of quality problems. The Contractor must sign and date the original QCP, as well as each subsequent revision. Revisions shall also be presented to the QAR for review and acceptance prior to implementation. When acceptable to the Government, the original QCP, and any revisions, shall be signed and dated by the QAR.

(2) The QCP shall include--

(i) A schematic diagram of plant facilities pertinent to the inspection system indicating all inspection points;

(ii) Sampling procedures.

(iii) Sample testing methods/procedures;

(iv) Analytical and measuring equipment calibration program;

(v) Loading/shipping procedures;

(vi) Records maintenance and reports preparation/distribution; and

(vii) Corrective action procedures.

(3) The Contractor shall require subcontractors to provide and maintain inspection systems that adhere to the requirements in this contract provision.

(b) The Contractor shall perform all inspection tests required by the specification/item description, and any modifications thereof, on the supplies to be furnished under this contract or shall have such tests performed in a laboratory acceptable to the Government. The Contractor shall notify the QAR in sufficient time to permit inspection by the Government. When such tests are performed at origin on supplies to be accepted at destination, documentation that will enable verification of the original test results shall be provided to the Government at the time of acceptance.

E0002 E22 LIST OF INSPECTION OFFICES FOR DLA ENERGY CONTRACTS (DLA ENERGY JUL 2013) 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 200 1 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 110/120 2 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 ATTN: Quality Manager 3

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 ATTN: Quality Manager 3

3171 N Gaffey Street San Pedro, CA 90731-1099 Phone: (310) 241-2806/2807

FAX: (310) 241-2836

200. DLA Energy Europe and Africa

Military Mailing Address:

DLA Energy Petroleum Lab ATTN: Quality Manager 3

CMR 422

APO AE 09067-0422

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

FAX: 49-631-3406-2289 4

Commercial Shipping Address:

DLA Energy Petroleum Lab ATTN: Quality Manager Bldg. 320, Rhine Ordinance Barracks Am Opelkreisel 67663 Kaiserslautern, Germany

300. DLA Energy Pacific

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

PSC 851, Box 180

FPO AP 09834-2800

Phone: 973-17-85-6493 4

FAX: 973-17-85-4650 4

[Location: Bahrain]

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.

E0003 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 – 0002

0003 – 0004

0005 - 0006

0007 - 0008

0009 - 0010

0011 - 0012

0013 - 0014

0015 - 0016

0017 - 0018

0019 – 0020

0021 – 0022

0023 – 0024

0025 – 0026

0027 – 0028

0029 – 0030

0031 – 0032

0033 – 0034

0035 – 0036

0037 – 0038

0039 – 0040

0041 – 0042

0043 – 0044

0045 – 0046

0047 – 0048

0049 – 0050

0051 – 0052

0053 – 0054

0055 – 0056

0057 – 0058

0059 – 0060

0061 – 0062

0063 - 0064

(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.

E0004 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.

DELIVERIES AND PERFORMANCE

F0001 F1.36 DETERMINATION OF QUANTITY (PROPELLANTS, CRYOGENICS AND GASES) (AEROSPACE

ENERGY) (DLA ENERGY APR 2006)

(a) QUANTITY. The quantity of supplies furnished under this contract shall be determined according to one of the following methods:

(1) DELIVERIES INTO OR BY PIPELINE.

(i) F.O.B. ORIGIN.

(A) On items requiring delivery at the Contractor's terminal or plant, the quantity shall be determined by a calibrated flow meter.

(B) The Government retains the right to have a representative witness quantity measurements performed by the Contractor.

(ii) F.O.B. DESTINATION.

(A) At the Government’s option, quantity determinations will be made at the receiving activity on the basis of a calibrated flow meter.

(B) The Contractor has the right to have a representative witness quantity measurements performed by the Government.

(C) If the Government does not opt to perform quantity determinations at the destination (see schedule), the Contractor shall determine quantity on the basis of a calibrated flow meter.

(D) The Government retains the right to have a representative witness quantity measurements performed by the Contractor.

(2) DELIVERIES BY OTHER THAN PIPELINE.

(i) F.O.B. ORIGIN.

(A) On items requiring delivery at the Contractor's terminal or plant, the quantity shall be determined (at the Contractor's option) on the basis of--

(a) Calibrated flow meter.

(b) Weight using calibrated scales.

(c) Pressure Temperature Fill Charts/Calculations (for gaseous cylinders and tube trailers).

(B) The Government retains the right to have a representative witness quantity measurements performed by the Contractor.

(ii) F.O.B. DESTINATION.

(A) At the Government’s option, quantity determinations will be made at the receiving activity on the basis of—

(a) Calibrated flow meter.

(b) Weight using calibrated scales.

(c) Pressure Temperature Fill Charts/Calculations (for gaseous cylinders and tube trailers).

(B) The Contractor has the right to have a representative witness quantity measurements performed by the Government.

(C) If the Government does not opt to perform quantity determinations at the destination (see Schedule), the Contractor shall determine quantity on the basis of--

(a) Calibrated flow meter.

(b) Weight using calibrated scales.

(c) Pressure Temperature Fill Charts/Calculations (for gaseous cylinders and tube trailers).

(D) The Government retains the right to have a representative witness quantity measurements performed by the Contractor.

(b) MEASUREMENT STANDARDS. Weight scales used in determining net shipping volumes shall be certified as calibrated within the frequency required by local regulation. If no local regulation exists, the frequency of calibration shall be conducted in accordance with weight scale manufacturer recommendation or every six months, whichever is more frequent. All flow meters used in determining product volume shall be calibrated within the frequency required by local regulation (foreign or domestic). If no local regulation exists, then the frequency of calibration shall be that recommended by the meter manufacturer or every six months, whichever is more frequent. Pressure gauges and thermometers used to calculate fill quantities for gaseous cylinders and tube trailers shall be calibrated at least every six months. The net quantity shipped shall be reported on the DD Form 250 or commercial equivalent, whichever is applicable.

F0002 F3.04 TRANSPORTATION OF HAZARDOUS MATERIALS (AEROSPACE ENERGY) (DLA ENERGY APR 2006) The Contractor shall be responsible for ensuring the transportation of hazardous materials is in full compliance with all applicable rules and regulations below that are in force and effect on the date of the shipment for the individual hazard, ultimate destination, and mode of transportation:

(a) Title 49 of the Code of Federal Regulations (49 CFR) -- Transportation.

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

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

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

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

F0003 F3.10 TRANSPORT TRUCK AND/OR TRUCK AND TRAILER FREE TIME AND DETENTION RATES (F.O.B.

DESTINATION) (AEROSPACE ENERGY) (DLA ENERGY DEC 2007)

(a) The Contractor shall be paid for detention beyond free time for delays caused by the Government. Free time will commence at the time the Contractor’s transport truck or truck and trailer arrives at the delivery destination (receiving tank identified in the contract) and will end when the carrier is released. For items involving multiple drops, time between drops will not be included in the free time. The attached Form H-14, Transport Equipment Delay Certificate, shall be completed to show the date and time the carrier arrived and departed and the reason(s) for the delays. This form must be signed by both the driver and unloading personnel. A signed copy of this form must be sent to--

ATTN: DLA ENERGY-MIC (INVOICE MONITOR)

1014 BILLY MITCHELL BLVD

SAN ANTONIO, TX 78226

(b) A minimum of two hours time is required by the Government. If Contractor free time is beyond two hours, indicate here:

(c) The rate for detention shall be comparable to regulated tariffs governing the local area of the receiving activity. The rate for detention shall be stated by quarter hour.

(d) The above will not be considered in the evaluation of offers for award, except that free time of less than two hours or detention rates not comparable to regulated tariffs may render an offer unacceptable/bid nonresponsive.

(e) Detention Costs: Invoices for detention costs will be forwarded directly to the address stated above.

F0004 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.

CONTRACT ADMINISTRATION DATA

G0001 G9.07 ELECTRONIC TRANSFER OF FUNDS PAYMENTS - CORPORATE TRADE EXCHANGE (DLA ENERGY

JUL 2007)

(a) The Contractor shall supply the following information to the Contracting Officer no later than 5 days after contract award and before submission of the first request for payment. The bank designated as the receiving bank must be located in the United States and must be capable of receiving Automated Clearing House (ACH) transactions.

NAME OF RECEIVING BANK: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

(DO NOT EXCEED 29 CHARACTERS)

CITY AND STATE OF RECEIVING BANK: | | | | | | | | | | | | | | | | | | | | |

(DO NOT EXCEED 20 CHARACTERS)

AMERICAN BANKERS ASSOCIATION NINE DIGIT IDENTIFIER OF RECEIVING BANK: | | | | | | | | | |

ACCOUNT TYPE CODE: (Contractor to designate one)

[ ] CHECKING TYPE 22

[ ] SAVINGS TYPE 32

RECIPIENT'S ACCOUNT NUMBER ENCLOSED IN PARENTHESES: | | | | | | | | | | | | | | | |

(DO NOT EXCEED 15 CHARACTERS)

RECIPIENT'S NAME: | | | | | | | | | | | | | | | | | | | | | | | | | |

(DO NOT EXCEED 25 CHARACTERS)

STREET ADDRESS: | | | | | | | | | | | | | | | | | | | | | | | | | |

(DO NOT EXCEED 25 CHARACTERS)

CITY AND STATE: | | | | | | | | | | | | | | | | | | | | | | | | | |

(DO NOT EXCEED 25 CHARACTERS)

NOTE: Additional information may be entered in EITHER paragraph (b) OR paragraph (c) below. Total space available for information entered in (b) OR (c) is 153 characters.

(b) SPECIAL INSTRUCTIONS/OTHER IDENTIFYING DATA:

(DO NOT EXCEED 153 CHARACTERS)

OR

(c) THIRD PARTY INFORMATION: Where payment is to be forwarded from the receiving bank to another financial institution for deposit into Contractor's account, the following information must be supplied by the Contractor: Second Bank Name, City/State and/or Country, Account Number, and Account Name.

(DO NOT EXCEED 153 CHARACTERS)

(d) CONTRACTOR'S DESIGNATED OFFICIAL SUBMITTING ELECTRONIC FUNDS TRANSFER INFORMATION.

NAME: | | | | | | | | | | | | | | | | | | | | | | | | | |

(DO NOT EXCEED 25 CHARACTERS)

TITLE: | | | | | | | | | | | | | | | | | | | | | | | | | |

(DO NOT EXCEED 25 CHARACTERS)

TELEPHONE NUMBER: | | | | | | | | | | | | | | | | | | | | | | | | | |

(DO NOT EXCEED 25 CHARACTERS)

SIGNATURE: ______________________________________________________________________

(e) Any change by the Contractor in designation of the bank account to receive electronic transfer of funds in accordance with this provision must be received by the Contracting Officer no later than 30 days prior to the date the change is to become effective.

(f) The electronic transfer of funds does not constitute an assignment of such funds in any form or fashion.

(g) In the event corporate trade exchange (CTX) payments cannot be processed, the Government retains the option to make payments under this contract by check.

(h) NOTICE TO FOREIGN SUPPLIERS.

(1) Payment may be made through the Federal Reserve Wire Transfer system. The bank designated as the receiving bank must be located in the United States and must be capable of receiving ACH transactions. The appropriate American Bankers Association nine-digit identifier must be supplied in order for payments to be processed through CTX.

(2) If your account is with a foreign bank that has an account with a bank located within the United States, the U.S. bank may be designated as the receiving bank. The recipient's name and account number shall identify the foreign bank, and transfer instructions to supplier's account must be specified in (b) OR (c) above.

(3) The Third Party information supplied in (c) above will be located in the first RMT segment of the CTX payment information sent to the receiving bank.

(i) Notwithstanding any other provision of the contract, the requirements of this provision shall control.

PART II - CONTRACT CLAUSES

CONTRACT CLAUSES

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

(TAILORED) (DLA ENERGY) (JUL 2013)

(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 Liquid Helium, Type II, Grade A delivered under this contract conforms to MIL-PRF-27407C Dated 29 Nov 2006. The Contractor does not make any other express warranty regarding Liquid Helium, Type II, Grade A . The Contractor specifically disclaims all implied warranties for Liquid Helium, Type II, Grade A , 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) System for Award Management (SAM).

(1) System for Award Management. Unless exempted by an addendum to this solicitation, by submission of an offer, the offeror acknowledges the requirement that a prospective awardee shall be registered in the SAM database prior to award, during performance and through final payment of any contract resulting from this solicitation. If the Offeror does not become registered in the SAM database in the time prescribed by the Contracting Officer, the Contracting Officer will proceed to award to the next otherwise successful registered Offeror. Offerors may obtain information on registration and annual confirmation requirements via the SAM database accessed through https://www.acquisition.gov.

(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 SAM 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 SAM 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 SAM 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 SAM database. Information provided to the Contractor’s SAM 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.

I0002 I11.01-2 ADMINISTRATIVE COST OF TERMINATION FOR CAUSE – COMMERCIAL ITEMS (DLA

ENERGY FEB 1996)

(a) In the event this contract is terminated for cause, in whole or in part, the Government will incur administrative costs.

(b) The Contractor agrees to pay all administrative costs associated with a contract termination action. The minimum amount the Contractor shall pay for each termination action is $500. This payment for administrative costs is in addition to any excess reprocurement costs and any other remedies or damages resulting from the termination.

(c) The term termination action, as used herein, means the termination for cause, including any associated reprocurement effort, involving--

(1) Any single order or any group of orders terminated together;

(2…