SPE60725R0203 AIR Card Solicitation_Final.docx

This is a combined synopsis/solicitation for commercial products or commercial services prepared in accordance with the format in Federal Acquisition Regulation (FAR) subpart 12.6, and subpart 13.5 as supplemented with additional information included in this notice. This announcement constitutes the only solicitation; proposals are being requested and a written solicitation will not be issued A. REGULATIONS: This Solicitation incorporates provisions & clauses in effect through the Federal Acquisition Circular (FAC) 2024-07 Effective August 29, 2024; Defense Federal Acquisition Regulation Supplement (DFARS) Effective January 17, 2025; Defense Logistics Agency Directive (DLAD) Effective September 6, 2024, and DLA Energy Procurement Instruction (DEPI) effective January 2025.

B. SOLICITATION NUMBER: Solicitation Number SPE607-25-R-0203 is issued as a Request for Proposals (RFP).

C. SET ASIDES: The DLA Energy Aviation Into-plane Reimbursement (AIR Card®) Program solicitation is an Unrestricted procurement. Therefore, it has not been set for Set Asides.

This solicitation falls under the North American Industrial Classification System (NAICS) code 522320- Financial Transaction Processing, Reserve, and Clearinghouse Activities.

D. SCHEDULE: The description, quantities, locations, delivery hours, equipment, and other details required for this solicitation are identified in the Performance Statement of Work (PWS).

E. PEFORMANCE PERIOD (Base and Option Periods): The period of performance for contract(s) awarded under this solicitation will be July 1, 2025 through December 31, 2025 with a transition period of date of award to June 30, 2025, as follows: Base Period: July 1, 2025- July 31, 2025; 1St Option: August 1, 2025- August 31, 2025; 2nd Option: September 1, 2025- September 31, 2025; 3rd Option: October 1, 2025- October 31, 2025; 4th Option: November 1, 2025- November 30, 2025; 5th Option: December 1, 2025- December 31, 2025. Offeror must be able to perform at the period of performance start date.

F. CONTRACT TYPE: Contract awarded as a result of this solicitation will be a “Firm Fixed Price” contract. Please refer to FAR 52.216-1, “Type of Contract (APR 1984)”.

II. OFFER SUBMISSION AND EVALUATION INFORMATION

A. CLOSING DATE: The closing date for this solicitation is March 10, 2025, 3:00 p.m. Eastern Daylight Time. Solicitation No. SPE607-25-R-0203 has a base period from July 1, 2022 through July 31, 2025. The offeror agrees to hold the prices in its offer firm for 180 calendar days from the date specified for receipt of offers. (Ref: FAR 52.212-1).

B. LATE OFFERS: Offers must be received by March 20, 2025, 3:00 p.m. Eastern Daylight Time, Ft. Belvoir, VA LOCAL TIME. Any offer received after 3:00 PM will be considered “Late” and may be determined to be unacceptable. (See FAR 52.212-1).

C. PERIOD FOR ACCEPTANCE OF OFFERS: Pursuant to FAR 52.212-1, “Instructions to Offerors—Commercial Products and Commercial Services (SEP 2023).” Offerors agree to honor prices indicated in their offer for 60 calendar days from the date specified for receipt of offers.

D. ACKNOWLEDGEMENT OF AMENDMENTS: OFFERORS MUST ACKNOWLEDGE

RECEIPT OF ANY AMENDMENTS TO THIS SOLICITATION. You may do this by completing Block 8, 15A, signing 15B, 15C, and returning one (1) copy of each amendment issued to send to DDFfuelcards@dla.mil.

F. TAX AND FEE INFORMATION: Offerors are responsible for ensuring ALL applicable taxes and fees are included in their offer price.

G. AWARD WITHOUT DISCUSSIONS: Offerors are directed to FAR 52.212-1, “Instructions to Offerors – Commercial Products and Commercial Services (SEP 2023).” The Government intends to evaluate offers and award a contract without discussions with offerors. Therefore, the offeror’s initial offer should contain the offeror’s best terms from a price and technical standpoint. However, the Government reserves the right to conduct discussions if later determined by the Contracting Officer to be necessary. The Government may reject any or all offers if such action is in the public interest; accept other than the lowest offer; and waive informalities and minor irregularities in offers received.

H. EVALUATION: Proposals will be evaluated in accordance with FAR 52.212-2, Evaluation – Commercial Products and Commercial Services (NOV 2021) The award will be made to the lowest price technically acceptable offer in accordance with FAR 52.212-Offerors shall submit their proposals in the format prescribed in Section L. Failure to provide any information requested in the solicitation may render an offer unacceptable and preclude it from any further consideration. Offerors shall ensure that the information contained in their proposals is factual, accurate, and complete.

I. SYSTEM FOR AWARD MANAGEMENT (SAM): Registration in SAM is required at the time of submission of initial proposals, and at all points through contract award and during performance of any resultant contract. SAM is an official U.S. Government system and remains the authoritative source for entity information. All offerors are required to be registered in this system. Contractors register one time and annually confirm that their SAM registration is complete and accurate. There is NO fee to register in this site.

Offerors may obtain information on registration and annual confirmation requirements at the Federal Service Desk at:

https://www.fsd.gov/fsd-gov/home.do Hours of Operation Monday - Friday 8 a.m. to 8 p.m. ET U.S. calls: 866-606-8220

M. NOTICE: ANY CONTRACT AWARDED TO A CONTRACTOR WHO AT THE TIME OF AWARD WAS SUSPENDED, DEBARRED, OR INELIGIBLE FOR RECEIPT OF A CONTRACT WITH GOVERNMENT AGENCIES OR IN RECEIPT OF PROPOSED DEBARMENT FROM ANY GOVERNMENT AGENCY IS VOIDABLE AT THE OPTION OF THE GOVERNMENT.

N. POINTS OF CONTACT:

Points of contact for information regarding this solicitation are:

DDFFUELCARDS@dla.mil DDFFUELCARDS@dla.mil

O. SUMMARY OF OFFER REQUIREMENTS:

In addition to meeting the offer submission requirements of FAR 52.212-1, offerors shall do the following:

1. Offerors shall be registered in the following systems:

a. System for Award Management www.sam.gov

b. Wide Area Work Flow (WAWF) at https://wawf.eb.mil/ (which includes MyInvoice)

REGISTRATION IN THESE SYSTEMS IS REQUIRED BY THE OFFER SUBMISSION DUE DATE AND TIME.

2. The remainder of the offer and all of the documents listed below must be emailed to DDFfuelcards@dla.mil by the offer submission due date and time.

3. Offerors shall submit completed copies of all fillable clauses provided on the Solicitation.

4. Electronic Proposals shall be submitted in accordance with Solicitation Contract Text L2.11-4 E-MAIL PROPOSALS (DLA Energy OCT 2010). Submit proposals via email to: DDFfuelcards@dla.mil.

5. By submitting an offer, the offeror accepts the terms and conditions of the entire solicitation and accepts that these terms and conditions are applicable to the offer. No exceptions will be accepted.

6. All offers must comply with the instructions in FAR 52.212-1, to include paragraph (b), which requires that offerors provide the following information:

a. Submission of offers. Submit signed and dated offers to the office specified in this solicitation at or before the exact time specified in this solicitation. Offers may be submitted on letterhead stationery, or as otherwise specified in the solicitation. As a minimum, offers must show—

(1) The solicitation number;

(2) The time specified in the solicitation for receipt of offers;

(3) The name, address, and telephone number of the offeror;

(4) A technical description of the items being offered in sufficient detail to evaluate compliance with the requirements in the solicitation. This may include product literature, or other documents, if necessary;

(5) Terms of any express warranty;

(6) Price and any discount terms;

(7) "Remit to" address, if different than mailing address;

(8) A completed copy of the representations and certifications at Federal Acquisition Regulation (FAR) 52.212-3 (see FAR 52.212-3(b) for those representations and certifications that the offeror shall complete electronically);

(9) Acknowledgment of Solicitation Amendments;

(10) Past performance information, when included as an evaluation factor, to include recent and relevant contracts for the same or similar items and other references (including contract numbers, points of contact with telephone numbers and other relevant information); and

RFP# SPE607-25-R-0203

Fuel Cards Programs- AIR Card®

(11) If the offer is not submitted on the SF 1449, include a statement specifying the extent of agreement with all terms, conditions, and provisions included in the solicitation. Offers that fail to furnish required representations or information, or reject the terms and conditions of the solicitation may be excluded from consideration.

* Detailed proposal format instructions are provided on Section L of the solicitation.

TABLE OF CONTENTS

SECTION B: SUPPLIES OR SERVICES AND PRICE/COST

SECTION C: DESCRIPTION/SPECIFICATION/STATEMENT OF WORK

SECTION E: INSPECTION AND ACCEPTANCE

SECTION F: DELIVERIES OR PERFORMANCE

NOT APPLICABLE

SECTION G: CONTRACT ADMINISTRATION DATA

*IBR= Incorporated by Reference

SECTION H: SPECIAL CONTRACT REQUIREMENTS

USE OF DLA TRADEMARKS, SERVICE MARKS, OR OTHER INTELLECTUAL

PROPERTY

SECTION I: CONTRACT CLAUSES

SUBCONTRACTORS (MAR 2023)

DFARS 252.203-

DFARS 252.203-

DFARS 252.203-

DFARS 252.204-

DFARS 252.204-

DFARS 252.204-

DFARS 252.204-

DFARS 252.204-

DFARS 252.205-

DFARS 252.209-

DFARS 252.211-

DFARS 252.219-

DFARS 252.225-

DFARS 252.225-

DFARS 252.232-

DFARS 252.237-

DFARS 252.243-

DFARS 252.244-

SUBCONTRACTS FOR COMMERCIAL ITEMS AND COMMERCIAL

COMPONENTS (DOD CONTRACTS) (NOV 2023)

DFARS 252.247-

SECTION J: LIST OF ATTACHMENTS

THE FOLLOWING ATTACHMENTS ARE INCLUDED IN THIS SOLICITATION:

SECTION K: REPRESENTATIONS AND CERTIFICATIONS

VIDEO SURVEILLANCE SERVICES OR EQUIPMENT NOV 2021)

REPRESENTATION – BASIC (DEC 2019)

DFARS 252.204-7017

SECTION L: INSTRUCTIONS, CONDITIONS, AND NOTICES TO OFFERORS

*IBR= Incorporated by Reference in FAR 52.212-5

SECTION M: EVALUATION FACTORS FOR AWARD

SECTION B: SUPPLIES OR SERVICES AND PRICE/COST

MONTHLY FEE: The offeror will provide the US Government with a flat monthly fee for processing transactions.

REFUNDS: CALCULATION, PAYMENTS AND REMITTANCE

Offerors shall, at a minimum, provide pricing for each CLIN included under each proposal option, for the base and all option periods, as set forth on this section. Refund shall be calculated in accordance with Factor 1 – Price. Offerors shall propose separate minimum refunds for each CLIN based on a 30-day billing cycle for the AIR Card® contract. DLA shall have the option to choose the frequency of the billing cycle for the contract. Standard rounding practices shall be used when determining refunds.

The minimum refund is a single rate which considers volume of spend. Offerors are encouraged to propose higher than the minimum refund rate. The minimum refund rate the Government will accept is one percent of the total amount of non- contract fuel, non-contract fuel related charges and ground services. Offerors shall adhere to the minimum refund structure when proposing under the Request for Proposals (RFP). The proposals that contain a lower than contract minimum refund will not be considered. Failure to propose in accordance with the instructions contained in this RFP may render the proposal unacceptable.

AIR Card® Products/Services

Description

Transaction Processing Services for the Aviation Into-plane reimbursement (AIR Card®) requirements and competitive Refunds offerings herein on the Performance Work Statement.

Contract Type

Firm Fixed Price (FFP)

≤ 1%

SECTION C: DESCRIPTION/SPECIFICATION/STATEMENT OF WORK

Please refer to the Performance Work Statement, (including Attachments 2 through 4) for detailed specifications for the requirement.

SECTION E: INSPECTION AND ACCEPTANCE

FAR 52.246-4 INSPECTION OF SERVICES-FIXED-PRICE (Aug 1996)

(a) Definition. "Services," as used in this clause, includes services performed, workmanship, and material furnished or utilized in the performance of services.

(b) The Contractor shall provide and maintain an inspection system acceptable to the Government covering the services under this contract. Complete records of all inspection work performed by the Contractor shall be maintained and made available to the Government during contract performance and for as long afterwards as the contract requires.

(c) The Government has the right to inspect and test all services called for by the contract, to the extent practicable at all times and places during the term of the contract. The Government shall perform inspections and tests in a manner that will not unduly delay the work.

(d) If the Government performs inspections or tests on the premises of the Contractor or a subcontractor, the Contractor shall furnish, and shall require subcontractors to furnish, at no increase in contract price, all reasonable facilities and assistance for the safe and convenient performance of these duties.

(e) If any of the services do not conform with contract requirements, the Government may require the Contractor to perform the services again in conformity with contract requirements, at no increase in contract amount. When the defects in services cannot be corrected by reperformance, the Government may-

(1) Require the Contractor to take necessary action to ensure that future performance conforms to contract requirements; and

(2) Reduce the contract price to reflect the reduced value of the services performed.

(f) If the Contractor fails to promptly perform the services again or to take the necessary action to ensure future performance in conformity with contract requirements, the Government may-

(1) By contract or otherwise, perform the services and charge to the Contractor any cost incurred by the Government that is directly related to the performance of such service; or

(2) Terminate the contract for default.

(End of clause)

SECTION F: DELIVERIES OR PERFORMANCE

NOT APPLICABLE

SECTION G: CONTRACT ADMINISTRATION DATA

DFARS 252.232-7003 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS AND RECEIVING REPORTS (DEC 2018)

(a) Definitions. As used in this clause— Contract financing payment means an authorized Government disbursement of monies to a contractor prior to acceptance of supplies or services by the Government.

(1) Contract financing payments include—

(i) Advance payments;

(ii) Performance-based payments;

(iii) Commercial advance and interim payments;

(iv) Progress payments based on cost under the clause at Federal Acquisition Regulation (FAR) 52.232-16, Progress Payments;

(v) Progress payments based on a percentage or stage of completion (see FAR 32.102(e)), except those made under the clause at FAR 52.232-5, Payments Under Fixed-Price Construction Contracts, or the clause at FAR 52.232-10, Payments Under Fixed-Price Architect-Engineer Contracts; and

(vi) Interim payments under a cost reimbursement contract, except for a cost reimbursement contract for services when Alternate I of the clause at FAR 52.232-25, Prompt Payment, is used.

(2) Contract financing payments do not include—

(i) Invoice payments;

(ii) Payments for partial deliveries; or

(iii) Lease and rental payments.

Electronic form means any automated system that transmits information electronically from the initiating system to affected systems.

Invoice payment means a Government disbursement of monies to a contractor under a contract or other authorization for supplies or services accepted by the Government.

(1) Invoice payments include—

(i) Payments for partial deliveries that have been accepted by the Government;

(ii) Final cost or fee payments where amounts owed have been settled between the Government and the contractor;

(iii) For purposes of subpart 32.9 only, all payments made under the clause at 52.232-5, Payments Under Fixed-Price Construction Contracts, and the clause at 52.232-10, Payments Under Fixed-Price Architect-Engineer Contracts; and

(iv) Interim payments under a cost-reimbursement contract for services when Alternate I of the clause at 52.232-25, Prompt Payment, is used.

(2) Invoice payments do not include contract financing payments.

Payment request means any request for contract financing payment or invoice payment submitted by the Contractor under this contract or task or delivery order.

Receiving report means the data prepared in the manner and to the extent required by Appendix F, Material Inspection and Receiving Report, of the Defense Federal Acquisition Regulation Supplement.

(b) Except as provided in paragraph (d) of this clause, the Contractor shall submit payment requests and receiving reports in electronic form using Wide Area Work Flow (WAWF). The Contractor shall prepare and furnish to the Government a receiving report at the time of each delivery of supplies or services under this contract or task or delivery order.

(c) Submit payment requests and receiving reports to WAWF in one of the following electronic formats:

(1) Electronic Data Interchange.

(2) Secure File Transfer Protocol.

(3) Direct input through the WAWF website.

(d) The Contractor may submit a payment request and receiving report using methods other than WAWF only when—

(1) The Contractor has requested permission in writing to do so, and the Contracting Officer has provided instructions for a temporary alternative method of submission of payment requests and receiving reports in the contract administration data section of this contract or task or delivery order;

(2) DoD makes payment for commercial transportation services provided under a Government rate tender or a contract for transportation services using a DoD-approved electronic third party payment system or other exempted vendor payment/invoicing system (e.g., PowerTrack, Transportation Financial Management System, and Cargo and Billing System);

(3) DoD makes payment on a contract or task or delivery order for rendered health care services using the TRICARE Encounter Data System; or

(4) The Governmentwide commercial purchase card is used as the method of payment, in which case submission of only the receiving report in WAWF is required.

(e) Information regarding WAWF is available at https://wawf.eb.mil/.

(f) In addition to the requirements of this clause, the Contractor shall meet the requirements of the appropriate payment clauses in this contract when submitting payment requests.

DFARS 252.232-7006 WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (JAN 2023)

As prescribed in 232.7004 (b), use the following clause:

(a) Definitions. As used in this clause—

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

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

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

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

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

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

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

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

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

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

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

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

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

(ii) For fixed price line items—

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

(Contracting Officer: Insert applicable invoice and receiving report document type(s) for fixed price line items that require shipment of a deliverable.)

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

Invoice 2in1

(Contracting Officer: Insert either “Invoice 2in1” or the applicable invoice and receiving report document type(s) for fixed price line items for services.)

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

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

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

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

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

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

Routing Data Table*

Ship From Code

Mark For Code

Accept at Other DoDAAC

LPO DoDAAC

DCAA Auditor DoDAAC

Other DoDAAC(s)

(*Contracting Officer: Insert applicable DoDAAC information. If multiple ship to/acceptance locations apply, insert “See Schedule” or “Not applicable.”)

(**Contracting Officer: If the contract provides for progress payments or performance-based payments, insert the DoDAAC for the contract administration office assigned the functions under FAR 42.302(a)(13).)

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

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

(g) WAWF point of contact.

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

(Contracting Officer: Insert applicable information or “Not applicable.”)

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

(End of clause)

52.232-38 Submission of Electronic Funds Transfer Information with Offer (Jul 2013)

The offeror shall provide, with its offer, the following information that is required to make payment by electronic funds transfer (EFT) under any contract that results from this solicitation. This submission satisfies the requirement to provide EFT information under paragraphs (b)(1) and (j) of the clause at 52.232-34, Payment by Electronic Funds Transfer-Other than System for Award Management.

(1) The solicitation number (or other procurement identification number).

(2) The offeror’s name and remittance address, as stated in the offer.

(3) The signature (manual or electronic, as appropriate), title, and telephone number of the offeror’s official authorized to provide this information.

(4) The name, address, and 9-digit Routing Transit Number of the offeror’s financial agent.

(5) The offeror’s account number and the type of account (checking, savings, or lockbox).

(6) If applicable, the Fedwire Transfer System telegraphic abbreviation of the offeror’s financial agent.

(7) If applicable, the offeror shall also provide the name, address, telegraphic abbreviation, and 9-digit Routing Transit Number of the correspondent financial institution receiving the wire transfer payment if the offeror’s financial agent is not directly on-line to the Fedwire and, therefore, not the receiver of the wire transfer payment.

(End of provision)

SECTION H SPECIAL CONTRACT REQUIREMENTS

DLA ENERGY CONTRACTING OFFICER'S AUTHORITY

The DLA Energy Contracting Officer is the only person authorized to make any changes in any of the requirements of the contract. In the event the Contractor makes any changes to the AIR Card® contract at the direction of any person other than the DLA Energy Contracting Officer, the change will be considered to have been made without authority and no adjustment will be made in the AIR Card® contract price to cover any increase in costs incurred as a result thereof.

The DLA Energy Contracting Officer is the only individual who can legally commit or obligate the Government to the expenditure of public funds for the master contract. No cost chargeable to the proposed master contract can be incurred before award of the contract or specific authorization from the DLA Energy Contracting Officer.

CONTRACT MODIFICATIONS

The Contractor may request a modification via email to their AIR Card® Contract by submitting a request to the DLA Energy Contracting Officer for consideration. A separate request should be submitted for each type of proposed modification. At a minimum, every request shall describe the proposed change(s) and provide the rationale for the requested change(s).

SERVICE IMPROVEMENTS

After contract award, the Government may solicit, and the Contractor is encouraged to propose independently, improvements to the services, features, or other requirements of the contract. These improvements may be proposed to save money, to improve technology or performance, or for any other purpose which presents a service advantage to the Government. As part of any proposed changes, the Contractor must submit a price proposal to the DLA Contracting Officer for evaluation. Those proposed service improvements that are acceptable to the Government will be processed as modifications to the master contract.

At a minimum, the following information shall be submitted by the Contractor with each proposal for service improvements:

· A description of the difference between the existing contract requirements and the proposed change(s), and the comparative advantages and disadvantages of each;

· Itemized requirements of the contract which must be changed if the proposal is adopted, and the proposed revisions to the contract for each such change;

· An estimate of the change(s) in performance and cost/price, if any, that will result from adoption of the proposal;

· An evaluation of the effects that the proposed change(s) would have on collateral costs to the Government (e.g., Government-furnished property costs, costs of related items, and costs of maintenance, operation and conversion (including Government premise equipment));

· A statement of the time by which the contract modification adopting the proposal must be issued so as to obtain the maximum benefits of the change(s) during the remainder of this contract including supporting rationale; and

· A description of the impact of the proposed change(s) on the contract completion time or delivery schedule.

The Government will not be liable for proposal preparation costs or any delay in acting upon any proposal submitted pursuant to this clause. The Contractor has the right to withdraw, in whole or in part, any proposal not accepted by the Government within the period specified in the proposal. The decision of the DLA Contracting Officer as to the acceptance of any such proposal under this contract is final and not subject to the “Disputes” clause of this contract.

The DLA Contracting Officer may accept any proposal submitted pursuant to this clause by giving the Contractor written notice thereof. This written notice will be given by issuance of a modification to the master contract. Unless a modification is executed to incorporate a proposal under this contract, the Contractor shall remain obligated to perform in accordance with the requirements, terms and conditions of the existing contract.

USE OF DLA TRADEMARKS, SERVICE MARKS, OR OTHER INTELLECTUAL PROPERTY

1. The Defense Logistics Agency (DLA or Government) is the owner of all right, title, and interest in or to trademarks, service marks, or other intellectual property (including, but not limited to logos, designs, indicators, identifiers, or art works) associated with the “AIR CARD” (herein, “DLA Marks”).

2. The Government hereby grants to the Contractor the following licenses, which shall terminate in the event of a material breach of either of the licenses, or upon the completion of performance or termination of this contract, whichever occurs sooner:

1. A nonexclusive and nontransferable license to make, manufacture, or produce any DLA Marks in connection with, and only in connection with, the activities relating to the manufacture, production, distribution, use, and packaging of the products and services identified under this contract. Under this license, the Contractor is not allowed to use any such DLA Marks for any other purpose or activity.

2. A nonexclusive and nontransferable limited right of the Contractor to grant sublicenses to its Merchants (“sublicensees”) for use solely in connection with the manufacture, production, distribution, use, and packaging of the products and services identified under this contract, provided that any such sublicense shall not include any right or license to use the DLA Marks, “AIR CARD” for any other purpose or activity.

3. Any sublicense granted by the Contractor hereunder shall be expressly subject to the terms and conditions of this contract. The Contractor shall be responsible for any breach of this contract by any of their respective sublicensees.

4. All sublicenses shall terminate in the event of a material breach of either of the sublicensees, or upon the completion of performance or termination of Merchant Agreement, whichever occurs sooner.

3. Unless otherwise directed by the Contracting Officer, the Contractor shall ensure and cause its Sublicensees to ensure that the designation of “TM,” “SM,” or “®” (in superscript format) is used in accordance with best commercial practices, together with a notation in reasonably close proximity (such as at the bottom of the page) that the designated DLA Marks are the property of the Government.

4. The Contractor shall adhere and cause its Sublicensees to adhere to the technical specifications, if any, of the DLA Marks as directed by the Contracting Officer.

5. The Contractor acknowledges that the Contractor shall not use the DLA Marks in any inappropriate or offensive manner or in any manner that could disparage the Government. Additionally, the DLA Marks may not be placed in an area or on a product that would be construed, in the sole discretion of the Government, as either being offensive or as exhibiting an inappropriate express or implicit appearance of endorsement.

6. The Contractor shall permit the Government or its duly authorized representative, upon reasonable notice, to inspect and review all business locations and materials of the Contractor and its Sublicensees and any and all uses of the DLA Marks for the purposes of assuring use of the DLA Marks in a manner consistent with this contract and that the products and services association with the DLA Marks meet the Government’s quality standards as contemplated hereby. Upon request by DLA or its authorized representative, the Contractor will, and will cause its Sublicensees to, furnish to DLA representative samples of all advertising and promotional materials in any media that are used in connection with the DLA Marks. The Contractor will, and will cause its Sublicenses, to make all changes to such materials that DLA reasonably requests to comply with this Section H or to preserve the validity of, or the Government’s rights in the DLA Marks.

7. Except as expressly provided above, the Contractor agrees that it will not use any of the DLA Marks without the express written permission of the Contracting Officer

SECTION I: CONTRACT CLAUSES

FAR 52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE (OCT 2018)

(a) Definitions. As used in this clause— “Electronic Funds Transfer (EFT) indicator” means a four-character suffix to the unique entity identifier. The suffix is assigned at the discretion of the commercial, nonprofit, or Government entity to establish additional System for Award Management (SAM) records for identifying alternative EFT accounts (see subpart 32.11) for the same entity.

“Registered in the System for Award Management (SAM)” means that–

(1) The Contractor has entered all mandatory information, including the unique entity identifier and the EFT indicator (if applicable), the Commercial and Government Entity (CAGE) code, as well as data required by the Federal Funding Accountability and Transparency Act of 2006 (see subpart 4.14), into SAM;

(2) The Contractor has completed the Core, Assertions, Representations and Certifications, and Points of Contact sections of the registration in SAM;

(3) The Government has validated all mandatory data fields, to include validation of the Taxpayer Identification Number (TIN) with the Internal Revenue Service (IRS). The Contractor will be required to provide consent for TIN validation to the Government as a part of the SAM registration process; and

(4) The Government has marked the record “Active”.

“System for Award Management (SAM)” means the primary Government repository for prospective Federal awardee and Federal awardee information and the centralized Government system for certain contracting, grants, and other assistance- related processes. It includes–

(1) Data collected from prospective Federal awardees required for the conduct of business with the Government;

(2) Prospective contractor-submitted annual representations and certifications in accordance with FAR subpart 4.12; and

(3) Identification of those parties excluded from receiving Federal contracts, certain subcontracts, and certain types of Federal financial and non-financial assistance and benefits.

“Unique entity identifier” means a number or other identifier used to identify a specific commercial, nonprofit, or Government entity. See www.sam.gov for the designated entity for establishing unique entity identifiers.

(b) If the solicitation for this contract contained the provision 52.204-7 with its Alternate I, and the Contractor was unable to register prior to award, the Contractor shall be registered in SAM within 30 days after award or before three days prior to submission of the first invoice, whichever occurs first.

(c) The Contractor shall maintain registration in SAM during contract performance and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement. The Contractor is responsible for the currency, accuracy and completeness of the data within SAM, and for any liability resulting from the Government's reliance on inaccurate or incomplete data. To remain registered in SAM 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 SAM to ensure it is current, accurate and complete. Updating information in SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(d) (1) (i)If a Contractor has legally changed its business name or “doing business as” 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 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 SAM;

(B) Comply with the requirements of subpart 42.12 of the FAR; and

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

(ii)If the Contractor fails to comply with the requirements of paragraph (d)(1)(i) of this clause, or fails to perform the agreement at paragraph (d)(1)(i)(C) of this 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 electronic funds transfer (EFT) clause of this contract.

(2) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in SAM record to reflect an assignee for the purpose of assignment of claims (see FAR subpart 32.8, Assignment of Claims). Assignees shall be separately registered in the SAM. 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.

(3) The Contractor shall ensure that the unique entity identifier is maintained with the entity designated at www.sam.gov for establishment of the unique entity identifier throughout the life of the contract. The Contractor shall communicate any change to the unique entity identifier to the Contracting Officer within 30 days after the change, so an appropriate modification can be issued to update the data on the contract. A change in the unique entity identifier does not necessarily require a novation be accomplished.

(e) Contractors may obtain additional information on registration and annual confirmation requirements at https://www.sam.gov.

FAR 52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE MAINTENANCE (AUG 2020)

(a) Definition. As used in this clause–

Commercial and Government Entity (CAGE) code means–

(1) An identifier assigned to entities located in the United States or its outlying areas by the Defense Logistics Agency (DLA) Commercial and Government Entity (CAGE) Branch to identify a commercial or government entity by unique location; or

(2) An identifier assigned by a member of the North Atlantic Treaty Organization (NATO) or by the NATO Support and Procurement Agency (NSPA) to entities located outside the United States and its outlying areas that the DLA Commercial and Government Entity (CAGE) Branch records and maintains in the CAGE master file. This type of code is known as a NATO CAGE (NCAGE) code.

(b) Contractors shall ensure that the CAGE code is maintained throughout the life of the contract for each location of contract, including subcontract, performance. For contractors registered in the System for Award Management (SAM), the DLA Commercial and Government Entity (CAGE) Branch shall only modify data received from SAM in the CAGE master file if the contractor initiates those changes via update of its SAM registration. Contractors undergoing a novation or change- of-name agreement shall notify the contracting officer in accordance with subpart 42.12. The contractor shall communicate any change to the CAGE code to the contracting officer within 30 days after the change, so that a modification can be issued to update the CAGE code on the contract.

(c) Contractors located in the United States or its outlying areas that are not registered in SAM shall submit written change requests to the DLA Commercial and Government Entity (CAGE) Branch. Requests for changes shall be provided at https://cage.dla.mil. Change requests to the CAGE master file are accepted from the entity identified by the code.

Contractors located outside the United States and its outlying areas that are not registered in SAM shall contact the appropriate National Codification Bureau (points of contact available athttp://www.nato.int/structur/AC/135/main/links/contacts.htm) or NSPA at https://eportal.nspa.nato.int/AC135Public/scage/CageList.aspx to request CAGE changes.

(d) Additional guidance for maintaining CAGE codes is available at https://cage.dla.mil.

(e) If the contract includes Federal Acquisition Regulation clause 52.204-2, Security Requirements, the contractor shall ensure that subcontractors maintain their CAGE code(s) throughout the life of the contract.

FAR 52.204-21 BASIC SAFEGUARDING OF COVERED CONTRACTOR INFORMATION SYSTEMS (NOV 2021)

(a) Definitions. As used in this clause— Covered contractor information system means an information system that is owned or operated by a contractor that processes, stores, or transmits Federal contract information.

Federal contract information…