TUGCON 2026 (02-26).pdf

MSC TUGCON 2026 (02-26)

MILITARY SEALIFT COMMAND

TUG CONTRACT (TUGCON – SPOT)

FEBRUARY 2026 (02-26)

Preamble

1. This Request for Proposals (RFP) is a solicitation for offers to perform a contract in accordance with the terms and conditions herein.

2. The contract, when awarded, will consist of the completed Standard Form (SF) 1449, this Preamble, and Parts I through VI.

3. The signature of the Contracting Officer on SF1449 signifies acceptance of the contractor’s proposal and award of the contract. The SF 1449 and Parts I through VI contain in full all of the amendments, references, responses, deletions, additions and interlineations made by both parties to the RFP and the proposal as of the contract date. In the event that there is any inconsistency between the terms and conditions of this solicitation and those in an offeror’s proposal, this solicitation shall control, unless the offeror clearly indicates that it has offered terms and conditions inconsistent with this solicitation and the Government has accepted the changed terms and conditions. All references to boxes in Parts II through VI shall be to Part I boxes unless otherwise stated.

4. Each of the Parts or any portion thereof of this Charter Party shall be deemed severable, and should any Part or any portion thereof be held invalid, illegal, or unenforceable, the remaining Parts and portions thereof shall continue in full force and effect. The headings herein are for the sake of convenience and reference only, and shall not affect the interpretation of this Charter Party.

LIST OF EFFECTIVE CHANGES

Description Changes Part I - TUGCON Boxes, TUGCON Box 22; changed from Official number to IMO number.

Part II has been deleted and replaced in its entirety.

Part III(ad) Vessel Name Release revised to read “Reserved.” Can be found in Part VIII(j).

Part III(ah) Owner(s) Consideration for Vessel Delay; added.

Part IV has been deleted and replaced in its entirety.

Part V has been deleted and replaced in its entirety.

Part VI is hereby “Reserved.”

Part VIII has been deleted and replaced in its entirety.

Part IX has been deleted and replaced in its entirety.

Part X is hereby “Reserved.”

Part XI is hereby “Reserved.”

MSC TUGCON 2026 (02-26) ii

MILITARY SEALIFT COMMAND

COMMERCIAL SERVICE ACQUISITION

TUGCON

TABLE OF CONTENTS

PART

I. TUGCON BOXES

II. FAR 52.212-4 CONTRACT TERMS AND CONDITIONS – COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES

III. TUGCON TERMS AND CONDITIONS

IV. FAR AND DFARS CLAUSES INCORPORATED BY REFERENCE

V. FAR AND DFARS PROVISIONS INCORPORATED BE REFERENCE

VI. RESERVED

VII. ATTACHMENTS

VIII. FAR 52.212-1 INSTRUCTIONS TO OFFERORS - COMMERCIAL PRODUCTS

AND COMMERCIAL SERVICES

IX. FAR 52.212-2 EVALUATION - COMMERCIAL PRODUCTS AND COMMERCIAL

SERVICES

X. RESERVED

XI. RESERVED

I-1

Tug(s):

MSC TUGCON 2026

Contractor, UEI, CAGE Code, TIN (and TIN of parent, if applicable)

PART I. TUGCON BOXES

Solicitation Number (date): Contract Number (date):

1. Tug(s) Required: 2. Description of the Tow:

Declared Value (USD):

Riding Crew? [ ] Yes [ ] No

3. Port(s)/Place(s) of Departure: 4. Laytime:

DAYS SHEX SSHEX SSHINC

5. Port(s)/Place(s) of Destination:

6. Laydays:

Commencing:

Cancelling:

7. Terms/Conditions/Attachments added, deleted or modified:

I-2

Tug(s): Solicitation number (date):

Contract Number (date):

8. Tug/Flag/Year Built:/INMARSAT# or other Contact #

9. Proposal Firm Until:

10. Amendments Acknowledged (amendment numbers and dates):

11. Contractor (name, address, phone, e-mail, fax):

12. Broker (address, phone, e-mail, fax):

CPARS POC, if different from above (name, email): 13. Remittance address for hire (if other than box 10):

14. Laydays Proposed:

Commencing:

Cancelling:

15. Expected Ready to Present:

16. Contemplated Route and Itinerary:

17. Rates (USD)

CLIN Description

Unit Quantity Extended Price

(TBD at award) Towage price (lumpsum)

(TBD at award) Demurrage (per day)

(TBD at award) Cost of Marine Surveyor (not to exceed)

I-3

Tug(s) : Solicitation Number (date):

18. Registered Owner (if other than as listed in Box 11):

19. Current position/destination: 20. Nationality of Master and crew:

21. Call Letters: 22. IMO number:

23. Maximum Length: 24. Length between perpendiculars:

a. (ft.) b. (m) a. (ft.) b. (m) 25.Maximum Beam: 26. Maximum saltwater draft:

a. (ft.) b. (m) a. (ft.) b. (m)

27. Net registered tonnage: 28. Gross registered tonnage:

29. Load line assigned (if any): 30. Vertical distance, waterline-plane to uppermost point of Tug:

a. (ft.) b. (m) a. (ft.) b. (m)

31. Classification Society entered, if any 32. Classification assigned, if any:

33. USCG certification and regulatory status, if any:

34. Insurer(s):

PROPULSION

35. Shaft Horsepower: Verified by: Verification date:

36. Brake Horsepower: Verified by: Verification date:

37. Bollard pull (pounds): Verified by: Verification date:

38. Main engines/propellers (qty): Manufactured by: Drive Type/Tractor?

39: Design Shaft RPM:

SPEED

40. Transit Speed (full speed, at 80% of the horsepower identified in Box 35, without Tow, in moderate weather):

EQUIPMENT

41. Description of towing gear and lifting equipment:

42. Fire pump capacity (gpm):

43. Capstan pull capacity (lbs. and fpm):

I-4

Tug(s) : Solicitation Number (date):

CONTINUATION

57. Space for continuation of responses (refer to prior box numbers):

Box #

II-1

PART II. FAR 52.212-4 CONTRACT TERMS AND CONDITIONS - COMMERCIAL

PRODUCTS AND COMMERCIAL SERVICES (DOW DEVIATION 01 FEB 26) (tailored pursuant to FAR 12.205(b))

(a) Definitions. (TAILORED) The clause at Federal Acquisition Regulation (FAR) 52.202-1, Definitions, is incorporated by reference. Additional contract-specific definitions are listed in Part IV.

(b) Inspection (TAILORED).

1. In General. The Tug and associated equipment shall be subject to the Government’s inspection as to suitability for the towage required under this contract prior to award of this contract and to subsequent inspections at any time during the currency of this contract to determine continuing suitability for the required services. The Owner shall instruct the Towing Vessel’s Master to give every assistance so as to enable Hirer’s inspector(s) to properly observe operations throughout the Tug.

2. Hirer’s Rights. If in the opinion of the Hirer’s inspector any deficiency or condition exists which renders the Tug inadequate for the required service, the Charterer shall have the option to cancel this contract at no cost to the Government or to require any necessary corrective actions at the Tug’s expense and to the Hirer’s satisfaction.

3. Limitation of Charterer's Liability. Except as otherwise specifically provided herein, the Charterer shall not be liable for any loss, damage, expense, cost, or liability whatsoever and howsoever incurred by the Owner or Tug or which are imposed upon Owner by operation of law.

4. Cooperation of Master. The Hirer or designated representative(s) shall have the right at loading and/or discharging port(s) or place(s) to inspect the Tug and observe operations. The Owner shall instruct the Master to give every assistance so as to enable said representative(s) to observe operations throughout the Tug properly.

Hirer’s representative(s) shall not interfere with the Tug’s operations. Any delay to the Tug resulting from the Hirer’s inspections shall count as laytime or, if the Tug is on demurrage, as time on demurrage.

5. Surveyors and Consultants. Surveyors or consultants, as mutually agreed, may be retained under this Hirer in order to facilitate fact-finding in respect of actual or potential claim actions or for inspections or surveys generally; the costs therefore shall be as mutually agreed and, if for Hirer’s account, said costs shall be incurred only after prior written approval from the Contracting Officer.

(c) 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 payment (e.g., use of

II-2

the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(d) Changes. (TAILORED) Changes within the general scope of any of the terms and conditions of this Contract may be ordered by the Contracting Officer. If any such change causes an increase or decrease in the cost of performance, such change will be the subject of a bilateral modification to the Contract. However, nothing in this clause shall excuse the Contractor from proceeding with the Contract as changed.

(e) Disputes. This contract is subject to 41 U.S.C. chapter 71, Contract Disputes. 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 FAR 52.233-1, Disputes, which is incorporated in this contract by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(f) Excusable delays (TAILORED).

1. Excepted Events. Neither the Tug, her Master, or Owner, nor the Charterer shall, unless otherwise in this contract expressly provided, be responsible for any loss or damage or delay or failure in performing hereunder arising or resulting from any act of God; act of war; act of public enemies, pirates or assailing thieves; arrest or restraint of princes, rulers, or people; seizure under legal process provided bond is promptly furnished to release the Tug; flood; fire; blockade; riot, insurrection, or civil commotion; earthquake; or explosion.

2. Reservation. The exceptions identified in subparagraph (1) above shall not affect

Owner's warranties respecting the condition of the Tug at the commencement of loading hereunder, or the Owner's obligations respecting the loading, handling, stowage, carriage, custody, care, and discharge of the cargo, or the rights or obligations of either Owner or Hirer respecting laytime or demurrage as elsewhere provided herein.

3. Necessary Deviation or Slow Steaming. If the Tug during the course of the towage hereunder puts into a port or place or seeks shelter or is detained or deviates from the original route identified in Part I, Box 16, or slow steams because either the Owner or Tug Master reasonably consider that

i. the Tow is not fit to be towed; or

ii. the Tow is incapable of being towed at the original speed contemplated by the

Owner; or

iii. the towing connection requires rearrangement; or

iv. repairs or alterations or additional equipment for the Tow are required to safeguard the venture and enable the Tow to be towed to destination; or

v. would not be prudent to do otherwise on account of weather conditions actual or forecast; or because of any other good or valid reason outside the control of the

II-3

Tug Master or because of any delay caused by or at the request of the Hirer, this contract shall remain in full force and effect, and the Owner shall be entitled to receive from the Hirer additional compensation at the demurrage rate identified in Box 17 for all time spent at the port or place deviated and for all time spent by the Tug at sea in excess of the time which would have been spent had such slow steaming or deviation not taken place.

(g) Invoice. The Government will handle invoices according to the Prompt Payment Act (31

U.S.C. 3903) and 5 CFR part 1315. The Contractor shall submit invoices to the address designated in the contract to receive invoices. An invoice must include the information required by 5 CFR part 1315.9(b).

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

4. 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 line item or subline item, if applicable;

(D) Contractor point of contact; and

II-4

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

5. 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 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this 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 FAR part 33 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 FAR part 32).

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 termination for cause.

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;

II-5

(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 clause may be reduced under the procedures for interest credits prescribed in FAR part 32 in effect on the date of this contract.

6. (TAILORED) All invoices’ shall include supporting, documentation supporting in at a minimum include:

i. Provide conversion rate of foreign currency to US dollar on the last date of services rendered (copy of online currency conversion website).

ii. For port expense invoices provide cover sheet to supporting documentation that states only those services for charterer’s account in the foreign currency and conversion to US dollar on the last date of services rendered.

iii. Limit one port visit per invoice submission, multiple port visit invoices will be rejected.

iv. For any port expense presented in a foreign language, the following conditions must be satisfied to be considered for Government reimbursement:

(A) At a minimum, all port charges for which reimbursement is sought must be translated into English. In lieu of direct translation on the invoice, an itemized list of the charges in English is acceptable. This list must clearly identify and cross-reference with supporting documentation for each charge.

(B) All invoices and accompanying supporting documents must be clear, legible, and easy to understand. Any invoice or supporting document that is not readily comprehensible will be rejected.

(j) Risk of Loss - Towing Liability (TAILORED)

1. Any and all associated costs with the following shall be for the sole account of the

Owner without recourse to the Government, provided any of the following results during the performance of services under this contract or preparation therefor from any negligence, wrongful act, or omission of Owner or its agents, servants, employees, or subcontractors; or from any unseaworthiness, unfitness, or breakdown of any Tug, gear, or other equipment furnished by Owner under this contract: (a) injury or death of Master or crew of the Tug or captain, officers, or crew of the Tow;

II-6

(b) injury or death of any person aboard the Tug or Tow; (c) loss or damage of whatsoever nature sustained by the Tug or Tow or any property aboard the Tug or Tow; (d) loss or damage of whatsoever nature caused to or suffered by third parties or their property by reason of contact with the Tug or Tow or by an obstruction created by the presence of the Tug or Tow; (e) any liability in respect of wreck removal for the Tug or Tow or in respect of the expense of moving or lightening or buoying the Tug or Tow or in respect of preventing or abating pollution originating from the Tug.

2. Whenever the Master (or any crew) of any Tug furnished or engaged in furnishing

Tug power or assistance to any vessel (which vessel utilizes or has readily available her own propulsion capacity) goes aboard said vessel, or when any licensed pilot goes aboard said vessel, said Master, crew member or licensed pilot becomes the servant of the Owner of said assisted vessel in respect of the giving of orders to any of the Tugs provided for or engaged in said services and in respect of the handling of the vessel. Further, neither those providing the Tug or pilot, nor the Tug, its Owners, charters, operators, manager, or agents shall same be liable for any damage resulting therefrom, unless said damage is caused or results from the negligence or wrongful act or omission of the Tug Owners, Hirers, operators, managers, employees, or agents of those furnishing the Tug or pilot.

3. In all instances in which any vessel being handled by Owner’s Tug sustains damage or is involved in any incident resulting in damage to vessels or property or in bodily injury or death, Owner shall secure a report from the Master or officer acting as pilot or from any licensed pilot aboard the vessel being handled. Owner shall submit said report in triplicate to the Contracting Officer within 24 hours following said incident, reporting the facts, listing deaths, reporting the extent of damages or bodily injuries, and listing recommendations to prevent recurrence.

(k) Taxes. (TAILORED) The contract price includes all applicable Federal, State, and local taxes and duties except as otherwise provided in this Charter Party.

(l) Termination for the Government’s convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms 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.

II-7

(m) Termination for cause.(TAILORED)

1. 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.

2. If this Contract is terminated while the Contractor has possession of Government goods, the Contractor shall, upon direction of the Contracting Officer, protect and preserve the goods until surrendered to the Government or its agent. The Contractor and Contracting Officer shall agree on payment for the preservation and protection of the goods. Failure to agree on an amount will be a dispute under the Disputes clause.

3. The rights and remedies of the Government herein are in addition to any other rights and remedies provided by law or under this Contract.”

(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. (TAILORED)

1. General. Owner warrants that, from the time when the obligation to proceed to the loading port(s) or place(s) attaches, and thereafter during the currency of this contract, the Tug shall be in full compliance with the specifications herein in addition to all other requirements of this contract. The Tug’s capacity, position, and other particulars as set forth in this contract are warranties by the Owner. Should the Tug fail to satisfy one or more of such warranties or other warranties contained in this section not due to the fault of the Hirer, the freight may be equitably decreased so as to return the Hirer to a position equivalent to that had the warranty not been breached, this contract otherwise to remain unaffected; alternatively, this contract may in such case be terminated at Hirer’s option pursuant to paragraph (m) (Cause) above.

2. Condition. The Owner warrants that, before and at the commencement of the voyage(s) hereunder, it shall exercise due diligence to ensure that the Tug and her hull, machinery, boilers, towing equipment, and other equipment are fully functional and in good working order and condition, and that the Tug is in every way seaworthy, tight, staunch, strong, and fit to perform the Tow identified in Box 2 and the voyage(s) required hereunder.

II-8

3. Regulatory Compliance. The Owner warrants that the Tug shall be in full compliance with all applicable international conventions; and all applicable laws, regulations, and other requirements of the nation of registry and of the nation(s) to whose port(s) and/or place(s) the Tug may be ordered under this contract; and of any terminals or facilities in said port(s) and/or place(s); and of any classification society in which the Tug is entered. The Owner further warrants that the Tug shall have on board during the currency of this contract all certificates, records, or other documents required by the aforesaid conventions, laws, regulations, and requirements, including a Certificate of Financial Responsibility meeting the requirements of the U.S. Coast Guard promulgated pursuant to the Federal Water Pollution Control Act as amended and/or the Oil Pollution Act of 1990, and valid gear certificates as required. Upon delivery and throughout the currency of this contract, Tug shall be entered and maintained in the highest class of a recognized classification society.

4. Complement. The Owner warrants that the Tug shall have an efficient and legally sufficient complement of Master and crew with adequate training and experience in towage operation of all of the Tug’s equipment and possess valid and current certificates/documents issued or approved by the country of the Tug’s registry. The Tug Master and entire crew of the Tug shall be appointed or hired by the Owner and shall be deemed to be servants and agents of the Owner at all times except as otherwise specified in this contract. The Tug Master shall be proficient with conversational English.

5. Towing Gear. Towing bridle sufficient for the Tow identified in Box 2 shall be furnished by the Owner. Additionally, the Owner shall provide for Hirer’s use, at no additional cost, all towing hawsers, bridles, winches, and other towing gear actually aboard the Tug.

6. Port Restrictions. If particular ports or places are identified in Boxes 3 and 5, the Owner warrants that a vessel of the type, tonnage, and configuration of the Tug identified in Box 8, laden as contemplated herein, shall be able to approach, lie at, and depart from said ports or places (if safe) always afloat. Any data supplied by the Owner in any RFP or this contract respecting any port conditions or restrictions are provided for informational purposes and are not warranted to be complete or accurate.

Compliance with any additional and/or conflicting conditions or restrictions shall be the Owner's responsibility.

(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.

(q) 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; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 49 U.S.C. 40118, Government-financed air transportation; and 41 U.S.C. chapter 21 relating to procurement integrity.

II-9

(r) Order of precedence. (TAILORED) Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

1. Information set forth in the Boxes (Part I);

2. Paragraphs (c), (e), (g), (i), and (q) of FAR 52.212-4 (as tailored);

3. Any remaining addenda or portions thereof within this solicitation or Contract;

4. The Standard Form 1449;

5. Solicitation provisions if this is a solicitation;

6. Other documents, exhibits, and attachments.

(s) Unauthorized obligations.

1. Except as stated in paragraph (s)(2) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti- Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

i. Any such clause is unenforceable against the Government.

ii. Neither the Government nor any Government-authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

iii. Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

2. Paragraph (s)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(t) Comptroller General examination of record. This paragraph applies if this contract was awarded using other than sealed bid procedures and is in excess of the simplified acquisition threshold on the date of award of this contract.

1. The Comptroller General of the United States, or an authorized representative of the

Comptroller General, shall have access to and right to examine any of the Contractor’s directly pertinent records involving transactions related to this contract.

2. The Contractor shall make available at its offices, at all reasonable times, the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR part

II-10

4, longer period required by statute, or periods specified in other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

3. As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This clause does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(u) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

(End of clause)

MSC TUGCON 2026 (02-26) III-1

PART III. TUGCON TERMS AND CONDITIONS (Addendum to FAR 52.212-4)

a. General Definitions

“Associated Equipment” - Construed to include all Contractor-owned and Contractor-furnished equipment, supplies, fixtures, and tackle necessary for performance under this Charter Party

“BHP” – Brake horsepower

“CAGE” - Commercial and Governmental Entity Code (reference DFARS 252.204-7001).

“Cancelling Date” - Identified in Box 6

“CFE” - Contractor-Furnished Equipment

“CFR” - Code of Federal Regulations

“CHOP” - Charterer's Option

“Commencing Date” - Identified in Box 6

“COMSC” - U.S. Department of the Navy, Commander, Military Sealift Command

“COMSCINST” - COMSC Instruction (publication)

“Contract” – This document including parts I - XI

“Contracting Officer” - Identified in Boxes 31a and 31b of SF 1449.

“Contracting Officer's Representative (COR) DFARS 202.101, Oct 2016" - means an individual designated and authorized in writing by the contracting officer to perform specific technical or administrative functions.

If the Contracting Officer designates a COR, the Contractor will receive a copy of the written designation. It will specify the extent of the COR’s authority to act on behalf of the Contracting Officer. The COR is not authorized to make any commitments or changes that will affect price, quality, quantity, delivery, or any other term or condition of contract.

“Contractor” – Interchangeable with “Owner”

“Crew” – of the Tug identified in Part I

“Dead Tow” – See “Flat tow” below

MSC TUGCON 2026 (02-26) III-2

“DFARS” - Department of Defense Federal Acquisition Regulation Supplement (issued by the Department of Defense)

“DoD” - U.S. Department of Defense

“ETA” - Estimated time of arrival

“FAR” - Federal Acquisition Regulation (issued by the Department of Defense, General

Services Administration, and National Aeronautics and Space Administration)

“FCC” - Federal Communications Commission

“Flat Tow” – Tow which does not have her own propulsion available for use

“fpm” – feet per minute

“GFP” - Government-Furnished Property (see FAR 52.245-2 in Part VIII)

“Government” - The United States of America; interchangeable with "Hirer"

“gpm” – gallons per minute

“Hirer” – The United States of America

“hp” - horsepower [1 hp equals 0.745799 kW]

“Laydays” - The span of Commencing and Cancelling dates identified in Box 6

“Laytime” - The period of time agreed in Box 4 during which the Owner will make and keep the Tug available for delivery or redelivery of the Tow and for all other Hirer’s purposes without payment additional to the towage price

“Live Tow” – a Tow under her propulsion or which has her own propulsion available for use

“LOA” – Length Overall

“Moderate Weather” – Conditions up to and including Sea State 3 (Beaufort Scale)

“MSC” - Military Sealift Command, interchangeable with "COMSC"

“MSCLANT” - Military Sealift Command, Atlantic

“MSCPAC” - Military Sealift Command, Pacific

“MSCEUR” - Military Sealift Command, Europe

“MSCFE” - Military Sealift Command, Far East

MSC TUGCON 2026 (02-26) III-3

“Owner” - That entity exercising commercial control of the Tug identified in Box 8;

interchangeable with "contractor" and "offeror," and to include despondent owners and all the ship owner’s and despondent owner's agents, employees, independent contractors, Master, Officers, and crew

“P&I” - Maritime Protection and Indemnity Insurance

“Place” – any berth, dock, anchorage, wharf, open roadstead, submarine line, or alongside any vessel, barge, lighter, submarine, craft, hull, derrick, or object of whatsoever nature, or any other place whatsoever to which the Government is entitled to direct the Tug hereunder

"RFP" - Request for Proposals; interchangeable with "solicitation"

"SHEX" - Sundays, U.S. Government holidays, and holidays observed at the port (whether national or local) to be excluded from the time computation with the following time so excluded:

(a) from 1700 hours local time on Saturday until 0800 hours local time on the following Monday, except in countries where Friday is the recognized weekly day of rest (where time from 1200 hours local time on Thursday until 0800 hours local time on the following Saturday will be excluded);

(b) from 1700 hours local time on the day preceding a holiday until 0800 hours local time on the following working day.

“SHP” – Shaft horsepower

"SSHEX" - Saturdays, Sundays, U.S. Government holidays, and holidays observed at the port

(whether national or local) to be excluded from the time computation, with the following time so excluded:

(a) from 1700 hours local time on Friday until 0800 hours local time on the following Monday, except in countries where Friday is the recognized weekly day of rest (where time from 1200 hours local time on Thursday until 0800 hours local time on the following Saturday will be excluded);

“SHINC” - Sundays, U.S. holidays and holidays observed at the port (whether national or local) to be included in the time computation. See “SSHINC”

“SSHINC” - Saturdays, Sundays, U.S. Government holidays, and holidays observed at the port

(whether national or local) to be included in the time computation, with time counting:

(a) from 1700 hours local time on Friday until 0800 hours local time on the following

Monday, except in countries where Friday is the recognized weekly day of rest (where time from 1200 hours local time on Thursday until 0800 hours local time on the following Saturday will count);

MSC TUGCON 2026 (02-26) III-4

"SWL" - Safe Working Load

“Tow” – identified in Box 6

“Tug” – identified in Part I

“Tugmaster” – of the Tug(s) identified in Part I

“USCG” – United States Coast Guard

“Weather permitting” – Time during which weather actually prevents working shall not count as laytime

b. Towage Price

1. Lumpsum towage price shall be stipulated in Box 17, and deemed to include the cost of fuel, lubricants, towing gear, port charges, Tug Master, and crew required for the service contemplated herein, and for all costs associated with the Contractor complying with requirements of this solicitation including those requirements delineated above in PART I, Box 7

2. Towage price shall not be considered earned until the release of the Tow at the port or place of destination.

c. Demurrage

1. Rate. Demurrage shall be at the rate stipulated in Box 17.

2. When Earned. The Hirer shall pay demurrage per running day (and pro rata for any part thereof) at the rate identified in Box 17 for all time by which allowed laytime allowed in Paragraph III(g) exceeds time on demurrage under the contract for (a) tender of the tow by Hirer at port of departure; (b) acceptance of redelivery of the Tow by Hirer at port of destination; and (c) all other Hirer’s purposes.

d. Tow-Worthiness of the Tow.

1. Hirer shall exercise due diligence that the Tow at the commencement of its towage be in a proper condition for the towage contemplated and be suitable trimmed and prepared and ready to be towed and fitted and equipped with such shapes, signals, navigational and other lights, all of a type required for this towage.

2. Prior to commencement of the towage hereunder, a recognized, independent marine surveyor, as mutually agreed by Hirer and Owner, shall have issued an unconditional certificate of tow worthiness for the Tow and a determination that same is properly made up, MSC TUGCON 2026 (02-26) III-5 provided always that the Owner shall be under no obligation to perform the towage contemplated until, and in his discretion, he is satisfied that that Tow is in all respects trimmed, prepared, fit, and ready for the towage.

3. Independent Marine Surveyor (IMS) must have prior experience towing military cargo and completing the Comprehensive Tow Package IAW the U.S Navy Tow Manual.

Independent Marine Surveyor and an MSC representative must approve the Comprehensive Tow Package, prepared IAW the Navy Tow Manual, prior to tug on hire (submitted to iben.gantt@navy.mil and timothy.c.vickers@navy.mil).

e. Ports

1. Unless otherwise agreed, the Tug shall proceed with utmost dispatch to that port(s) or place(s) ordered by the Hirer in accordance with Box 3, and the Hirer shall there tender the Tow identified in Box 2. Upon completion of connecting the Tow and signing the necessary documents, the Tug and Tow shall proceed with utmost dispatch to the port(s) or place(s) of destination ordered by Hirer in accordance with Box 5 and there tender the Tow, which shall be accepted forthwith and taken over by Hirer. The precise ports or places of departure and destination shall always be safe and accessible for the Tug to enter, operate, and for Tug and Tow to leave, and shall be a place where Tug is permitted to, respectively, connect or release the Tow.

2. Routing/Speed Orders. Should the Hirer issue routing instructions or orders to reduce speed, or should a military escort be agreed, any additional steaming time which results from said instructions, orders, or escort shall count as laytime or, if the Tug is on demurrage, as time on demurrage. In addition, the Hirer shall reimburse the Owner the cost of any extra fuel consumed as a consequence of any such delay at the market price where and when bunkers are next taken.

f. Notice of Readiness

1) When the Tug has arrived at the ordered ports or places of departure or destination (or at the usual waiting place if the Tug cannot enter, berth, or approach the Tow by reason of any cause beyond Owner’s control) and is fully ready to connect or release the Tow as applicable, a notice of readiness shall be tendered to the Hirer’s representative at the port by the Tug Master or Owner’s agent by letter, electronic mail, radio, or telephone. An oral notice shall be promptly confirmed in writing.

g. Laytime/Demurrage

1. Commencement/Resumption.

i. First or sole port(s) or place(s of) of departure or destination. Laytime shall commence at 0800 hours local time on the next working day SSHINC after the date of a notice of readiness properly tendered hereunder.

mailto:iben.gantt@navy.mil mailto:timothy.c.vickers@navy.mil

MSC TUGCON 2026 (02-26) III-6

ii. First discharge port. . Laytime, or if the Tug is on demurrage, shall start or resume upon arrival designated destination port turnover site, upon tendering a proper notice of readiness and Tug is within one hour for which the tug turnover shall start.

iii. Before laydays. Laytime shall not commence before 0800 hours local time on the commencing date identified in Box 4 unless the Hirer shall consent, in which case laytime shall commence upon Tug’s arrival in berth and count as half time as used until 0800 hours local time on the commencing date.

iv. Before laytime. Any time used from Notice of Readiness properly tendered until commencement of laytime shall count as half-time.

v. After laytime. The notice time stipulated in subparagraph (ii) above shall apply irrespective of whether or not laytime shall have expired.

2. Duration. The laytime stipulated in Box 4, in working days of twenty-four running hours weather permitting, shall be permitted free of expense to the Hirer for the purposes of tender of the Tow, acceptance of Tow at destination, connection of the Tow, release of the Tow, and for all other Hirer’s purposes. At port or place of departure, said laytime shall continue to count until the Tug and Tow leave said port or place. At port or place of destination, said laytime shall continue to count until the Tug is free to leave said port or place.

3. Time Excluded

i. Notwithstanding any other provision of this contract to the contrary, time shall not count as laytime or, if the Tug is on demurrage, as time on demurrage, if such time is spent or lost:

A. As a consequence of the breach of any of Owner's warranties contained in this contract and not due to the fault of the Hirer, or any other breakdown, inefficiency, or any other condition whatsoever preventing the fitness of the Tug for the service contemplated and not due to the fault of the Hirer;

B. As a consequence of any negligence or default whatsoever affecting the working of the Tug by the Owner, Master, or crew of the Tug, including any labor dispute, labor disruption, strike, go slow, lockout, work to rule, stoppage, or restraint of labor of the Master or crew;

C. As a consequence of the Owner or port authority prohibiting hookup or drop off of the Tow, or as a consequence of any other mandatory regulations;

D. As a consequence of moving from a waiting place on an inward passage to the nominated port or place of departure or destination;

4. Half-Time. Any time excepted from laytime by Box 4 shall, to the extent used, count as half time or, should the Tug be on demurrage, time excepted but so used shall be payable at one-half the demurrage rate.

MSC TUGCON 2026 (02-26) III-7

h. Insurance

1. Requirement. During the currency of this contract, the Owner shall have in place marine insurance coverage on the Tug including Hull and Machinery; Protection and Indemnity (P&I), including pollution (minimum coverage for damage to the Tow equaling USD 5,000,000.00 or the value of the Tow declared in Box 2, at Government’s sole option declarable prior to the contract date); War Risk Hull and Machinery; War Risk P&I; Second Seamen's War Risk Policy (the principal sum of which shall be $200,000.00 per Master, Officer, or crew member); and Broad Form Tower’s Liability Insurance (minimum cover for damage to the Tow equaling USD 5,000,000.00 or the value of the Tow declared in Box 2, at the Government’s sole option declarable prior to the contract date). Owner shall, when requested, furnish a Certificate of Insurance evidencing required coverage. Except as otherwise provided in this contract, the expense for such insurance coverages shall be for the Owner's account and shall be deemed to be included in the towage price payable under this contract.

2. Trading Limits. If Tug is sent beyond the limits of American Institute Trade Warranties or Institute Warranties (as applicable to Owner's coverage) under this contract, Hirer agrees to reimburse Owner for the actual extra cost of additional premiums and/or increased deductible levels, to the extent incurred, properly assessed by the Tug’s marine insurance underwriters and payable by the Owner, which extra cost is occasioned by the Tug’s trading beyond such limits.

3. Vitiation, Suspension, Lapse, or Termination. In the event any or any part of the insurance required by the above Paragraph III(h)(1) or provided under a governmental program shall become vitiated, suspended, lapsed, or terminated from any cause arising out of or as a result of orders, acts, or omissions of the Hirer or any persons properly acting for the Hirer, the Hirer shall indemnify the Owner against any loss, damage, or expense suffered or sustained by it as a result of such violation, suspension, lapse, or termination; however, Owner shall credit the Hirer with any savings in respect of such premiums from the time of such vitiation, suspension, lapse, or termination. The value of the Tug shall be the aggregate valuation of the Tug stated in the marine risk insurance policy, policies, or binders carried by the Owner on the contract fate, or if no marine insurance was carried at that date, such valuation as shall be agreed up on by the Owner and the Contracting Officer (and a dispute of fact under the Contract Disputes Act of 1978, failing such agreement).

4. Limitation of Owner’s Liability. Except as otherwise specifically provided herein, the Hirer shall indemnify and hold harmless the Owner, Tug Master, and the Tug from losses, expenses, and liabilities proximately caused by compliance with any orders or directions of the Hirer or its representatives or employees except those properly chargeable to the Owner under other provisions of this contract or which are recoverable under any insurance carried by the Owner. The Owner shall as far as may be practicable keep the Hirer, through the Contracting Officer, currently informed in writing as to any oral orders (involving substantial delays, expense or risk to the Tug or her cargo), which have not been promptly confirmed in writing by the person giving such orders. The Hirer’s liability shall not exceed 150% of the fair market value of the Tug at the time of the loss less whatever amounts are recovered from the underwriters or other parties. The fair market value shall be determined

MSC TUGCON 2026 (02-26) III-8

by the Contracting Officer and shall be deemed a dispute of fact under the Contract Disputes Act of 1978 if the Owner questions such determination.

5. Limitation of Hirer’s Liability. Except as otherwise specifically provided herein, the Hirer shall not be liable for any loss, damage, expense, cost, or liability whatsoever and howsoever incurred by the Owner or Tug which is recoverable under any insurance carried by the Owner or which would have been recoverable under insurance required by Paragraph III(h)(1) herein had the Owner not elected to be a self-insurer in whole or in part.

6. Notification to Hirer. Owner shall, to the maximum extent practicable, keep the Hirer, through the Contracting Officer, currently informed in writing as to the potential vitiation, suspension, lapse, or termination of any of Tug’s insurance policies as a consequence of this contract.

7. Availability of Funds. Any liability of the Government under this paragraph shall be limited to funds available in the Military Sealift Command’s portion of the Navy Industrial Fund.

8. Additional Assured/P&I Insurance for Charterer’s Risks. The United States of America shall be named as an additional assured with waiver of subrogation under Owner’s Tower’s Liability Policy, Hull and Machinery Policy, War Risk Hull and Machinery policy, and Second Seaman’s War Risk policy. Further, the contractor shall obtain P&I Insurance for Charterer’s Risks with P&I War Risk coverage for the United States of America (as Hirer) covering all risks typically covered by P&I Insurance for Charterer’s Risks.

i. War

1. Requirement. If Tug is ordered under this contract to any port, place, zone, or route involved in a state of war, warlike operations or hostilities, civil strife or piracy (whether there be a declaration of war or not), where it might reasonably be expected to be subject to capture, seizure, arrest, or hostile act by a belligerent power (whether de facto or de jure), it shall be unreasonable for Owner not to prosecute said voyage instructions if insurance against said risks is then available commercially or under a Government program, including but not limited to War Risk insurance available through MARAD, or if the Government offers owner an indemnity under Public Law 85-804 against losses that would be covered by such insurance. In the event of the existence of said risks, Hirer shall, to the extent provided in this paragraph (i), assume provable additional costs of wages (including all additional bonuses and payments required) and insurance and all taxes associated therewith properly incurred by Owner as a consequence of service under this contract.

2. Additional Wage Costs. Hirer shall reimburse Owner for provable additional costs

(including taxes associated therewith) incurred pursuant to this contract as a consequence of the risks identified in subparagraph (1) above for (i) wages of Master or crew and (ii) required payments or bonuses to Master or crew.