W911S0-13-R-0001_Final.rtf

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W911S0-13-R-0001

Section B - Supplies or Services and Prices

ITEM NO

SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot

Phase-In

FFP

45 Day Phase-In In Accordance With (IAW) the Performance Work Statement (PWS). Not to Exceed 45 Days.

FOB: Destination

NET AMT

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Operational Support - Base Period

Asymmetric Warfare Group (AWG) Operations Support. Provide Contractor support services to TRADOC AWG IAW the PWS. Base Period is 10.5 months.

Note: To be invoiced once monthly.

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $3,427,937.00 $3,427,937.00

Travel - Base Period

COST

All requests for travel shall be approved by the KO prior to incurring cost, as travel will be reimbursed IAW Federal Travel Regulation (FTR), Joint Travel Regulations (JTR), and Department of State Standardized Regulations (DSSR). Not To Exceed $3,427,937.00.

ESTIMATED COST

$3,427,937.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $3,047,054.00 $3,047,054.00

Material & ODCs - Base Period

COST

Non-labor and non-travel expenses. Burdened with G&A Only. All requests for ODCs shall be reviewed and approved by the KO prior to incurring cost. Not to Exceed $3,047,054.00.

$3,047,054.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

CMR - Base Period

Contractor Manpower Reporting IAW the clause entitled, "Contractor Manpower Reporting" in Section H and IAW PWS paragraph 6.10.

NOTE: If the reporting of Manpower Equivalents is not separately priced, insert "NSP" in the blank shown.

ESTIMATED QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $2,102,485.00 $2,102,485.00

Surge Operational Support - Base Period

LH

AWG Operations Support. Provide Contractor support services to TRADOC AWG IAW the PWS. Surge requirements shall be approved by the KO prior to incurring costs. NTE $2,102,485.00.

TOT ESTIMATED PRICE

$2,102,485.00

CEILING PRICE

NTE $2,102,485.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $171,397.00 $171,397.00

Surge Travel - Base Period

COST

All requests for travel shall be approved by the KO prior to incurring cost, as travel will be reimbursed IAW Federal Travel Regulation (FTR), Joint Travel Regulations (JTR), and Department of State Standardized Regulations (DSSR). Not To Exceed $171,397.00.

$171,397.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $152,353.00 $152,353.00

Surge Material & ODCs - Base Period

COST

Non-labor and non-travel expenses. Burdened with G&A Only. All requests for ODCs shall be reviewed and approved by the KO prior to incurring cost. Not to Exceed $152,353.00.

$152,353.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

OPTION

Operational Support - Option One

FFP

AWG Operations Support. Provide Contractor support services to TRADOC AWG IAW the PWS. Option One is 12 months.

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $3,530,775.00 $3,530,775.00

OPTION

Travel - Option One

COST

All requests for travel shall be approved by the KO prior to incurring cost, as travel will be reimbursed IAW Federal Travel Regulation (FTR), Joint Travel Regulations (JTR), and Department of State Standardized Regulations (DSSR). Not To Exceed $3,530,775.00.

$3,530,775.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $3,138,466.00 $3,138,466.00

OPTION

Material & ODCs - Option One

COST

Non-labor and non-travel expenses. Burdened with G&A Only. All requests for ODCs shall be reviewed and approved by the KO prior to incurring cost. Not to Exceed $3,138,466.00.

$3,138,466.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

CMR - Option One

FFP

Contractor Manpower Reporting IAW the clause entitled, "Contractor Manpower Reporting" in Section H and IAW PWS paragraph 6.10.

NOTE: If the reporting of Manpower Equivalents is not separately priced, insert "NSP" in the blank shown.

ESTIMATED QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $2,165,560.00 $2,165,560.00

OPTION

Surge Operational Support - Option One

LH

AWG Operations Support. Provide Contractor support services to TRADOC AWG IAW the PWS. Surge requirements shall be approved by the KO prior to incurring costs. NTE $2,165,560.00.

TOT ESTIMATED PRICE

$2,165,560.00

CEILING PRICE

NTE $2,165,560.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $176,539.00 $176,539.00

OPTION

Surge Travel - Option One

COST

All requests for travel shall be approved by the KO prior to incurring cost, as travel will be reimbursed IAW Federal Travel Regulation (FTR), Joint Travel Regulations (JTR), and Department of State Standardized Regulations (DSSR). Not To Exceed $176,539.00.

$176,539.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $156,923.00 $156,923.00

OPTION

Surge Material & ODCs - Option One

COST

Non-labor and non-travel expenses. Burdened with G&A Only. All requests for ODCs shall be reviewed and approved by the KO prior to incurring cost. Not to Exceed $156,923.00.

$156,923.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Operational Support - Option Two

FFP

AWG Operations Support. Provide Contractor support services to TRADOC AWG IAW the PWS. Option Two is 12 months.

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $3,636,698.00 $3,636,698.00

OPTION

Travel - Option Two

COST

All requests for travel shall be approved by the KO prior to incurring cost, as travel will be reimbursed IAW Federal Travel Regulation (FTR), Joint Travel Regulations (JTR), and Department of State Standardized Regulations (DSSR). Not To Exceed $3,636,698.00.

$3,636,698.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $3,232,621.00 $3,232,621.00

OPTION

Material & ODCs - Option Two

COST

Non-labor and non-travel expenses. Burdened with G&A Only. All requests for ODCs shall be reviewed and approved by the KO prior to incurring cost. Not to Exceed $3,232,621.00.

$3,232,621.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

CMR - Option Two

FFP

Contractor Manpower Reporting IAW the clause entitled, "Contractor Manpower Reporting" in Section H and IAW PWS paragraph 6.10.

NOTE: If the reporting of Manpower Equivalents is not separately priced, insert "NSP" in the blank shown.

ESTIMATED QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $2,230,526.00 $2,230,526.00

OPTION

Surge Operational Support - Option Two

LH

AWG Operations Support. Provide Contractor support services to TRADOC AWG IAW the PWS. Surge requirements shall be approved by the KO prior to incurring costs. NTE $2,230,526.00.

TOT ESTIMATED PRICE

$2,230,526.00

CEILING PRICE

NTE $2,230,526.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $181,835.00 $181,835.00

OPTION

Surge Travel - Option Two

COST

All requests for travel shall be approved by the KO prior to incurring cost, as travel will be reimbursed IAW Federal Travel Regulation (FTR), Joint Travel Regulations (JTR), and Department of State Standardized Regulations (DSSR). Not To Exceed $181,835.00.

$181,835.00

QUANTITY

UNIT

UNIT PRICE

AMOUNT

Lot $161,631.00 $161,631.00

OPTION

Surge Material & ODCs - Option Two

COST

Non-labor and non-travel expenses. Burdened with G&A Only. All requests for ODCs shall be reviewed and approved by the KO prior to incurring cost. Not to Exceed $161,631.00.

$161,631.00

Section C - Descriptions and Specifications

PERFORMANCE WORK STATEMENT

The Performance Work Statement is attached as a separate PDF document to the solicitation (Attachment 1).

Section E - Inspection and Acceptance

CLAUSES INCORPORATED BY REFERENCE

52.242-15 Stop-Work Order

AUG 1989

52.242-17 Government Delay Of Work

APR 1984

52.246-4 Inspection Of Services--Fixed Price

AUG 1996

Section F - Deliveries or Performance

The Period of Performance will be as follows:

At the expiration of the base period, Option 1 will commence, provided the Government exercises the option in accordance with the terms and conditions of the contract. Subsequent with the expiration of each exercised option period, the next option period will commence provided the Government exercises the option in accordance with the terms and conditions of the contract.

Section G - Contract Administration Data

CONTRACT ADMINISTRATION:

The Contract Administration Team can be changed by written notice to the Contractor and currently consist of the following members/individuals:

(a) The Contracting Officer will be assigned from the Mission and Installation Contracting Command (MICC) – Fort Eustis, Virginia; The Contractor will be provided the names of responsible personnel upon contract start and any time personnel change.

(b) A Contract Specialist will be assigned from the Mission and Installation Contracting Command (MICC) – Fort Eustis, Virginia, serving in the capacity of Contract Administrator.

(c) Individuals from TRADOC AWG serving in the capacity of Contracting Officer’s Representative (COR) or Alternative Contracting Officer’s Representative (ACOR).

POST-AWARD CONFERENCE:

(a) Prior to the Contractor starting work, a post award conference (as described in FAR Subpart 42.5), will be convened by the Mission and Installation Contracting Command (MICC) – Fort Eustis, Virginia. The Contractor's Project Manager shall attend the conference. If the contract involves subcontractors, a representative of each major subcontractor shall also attend.

(b) The Contracting Officer and the Contractor will agree to the date, time, and location of the conference after contract award. In event of a conflict in schedules, the Contracting Officer will establish the date for the conference.

INSURANCE REQUIREMENTS:

The following kinds and minimum amounts of insurance are required in accordance with FAR clause 52.228-5 entitled, “Insurance--Work on a Government Installation.”

KIND: AMOUNT:

Comprehensive General Liability $500,000 per occurrence Insurance for Bodily Injury

Comprehensive Automobile Liability $200,000 per person $500,000 per occurrence for Bodily Injury and $20,000 per occurrence for Property Damage

NOTE: Before commencing work under this contract, the Contractor shall notify the Contracting Officer in writing that the required insurance has been obtained. The Contractor shall provide proof of insurance before commencing work under this contract. Note: Certificate of Insurance shall reference the contract number.

WIDE AREA WORK FLOW (WAWF):

Invoicing: WIDE AREA WORK FLOW (WAWF): All contractor invoices and receiving reports are required to be submitted electronically in accordance with DFARS 252.232-7003 Electronic Submission of Payment Requests and Receiving Reports. Contractors shall submit invoices through the WAWF System at https://wawf.eb.mil/.

The Government will be using WAWF to accept/approve invoices and receiving reports. Payment will not be made unless and until both the contractor and the Government WAWF submissions are submitted and processed correctly.

Contractor invoices must reflect the contract line items (CLINs) contained in the contract. Proper invoices also must reflect the prices stipulated in the contract and the service or supply must be delivered, inspected and accepted.

WAWF Instructions:

An interactive self-paced training module is available for both contractor and Government personnel at http://wawftraining.com to learn how to use WAWF. WAWF also offers customer support and/or assistance at 1-866-618-5988.

THE FOLLOWING CODES AND INFORMATION WILL BE REQUIRED TO ASSURE SUCCESSFUL FLOW OF WAWF DOCUMENTS.

DUNS CODE: To be determined (TBD)

CAGE CODE: TBD

ISSUE BY DODDAC: W911S0

ADMIN BY DODDAC: W911S0

INSPECT BY DODAAC: Provided at time of award ACCEPT BY DODAAC: Provided at time of award PAYMENT OFFICE DODDAC: Provided at time of award PAYMENT OFFICE FISCAL STATION CODE: Provided at time of award

Section H - Special Contract Requirements

I. ORGANIZATIONAL CONFLICTS OF INTEREST (OCI), PERSONAL CONFLICTS OF

INTEREST, NONDISCLOSURE OF NON-PUBLIC INFORMATION, AND CONTRACTOR CODE

OF BUSINESS ETHICS AND CONDUCT.

1. Organizational Conflicts of Interest (OCI).

a. The contractor agrees that if it assists in the preparation of specifications, work statements, or statement of objectives, for a system or services under this Contract, or assists in the development of acquisition strategies or evaluation criteria or otherwise provides acquisition support under this Contract, it will not be allowed to furnish these items or services, either as a prime contractor, a subcontractor or as a consultant. (FAR 9.505-2 Organizational and Consultant Conflicts of Interest – Preparing specifications or work statements).

b. The contractor agrees that if it gains access to proprietary data of other companies, it shall protect such data and it shall not use such proprietary data in supplying systems or components in future competitive procurements. In addition, the contractor agrees to protect the proprietary data and rights of other organizations disclosed to the contractor during performance of this contract with the same caution that a reasonably prudent contractor would use to safeguard highly valuable property. The contractor also agrees that if it gains access to the proprietary information of other companies, it shall enter into an agreement with the other companies to protect their information from unauthorized use or disclosure for as long as it remains proprietary and refrain from using the information for any purpose other than that for which it was furnished. (FAR 9.505-4 Organizational and Consultant Conflicts of Interest – Obtaining access to proprietary information)

c. The contractor agrees that it shall not distribute reports, data, or information of any nature arising from its performance under this contract, except as provided herein, or as may be directed by the Contracting Officer.

d. The contractor shall include the above provisions, including this paragraph, in all agreements with teaming partners, consultants, and subcontractors at any tier which calls for performance related to this contract and involves access to information covered above, unless excused in writing by the Contracting Officer. The use of this clause in such agreements shall be read by substituting the word "teaming partner," "consultant," or "subcontractor" for the word "contractor" whenever the latter appears.

e. The contractor agrees that if an actual or potential OCI arises prior or after award, with regard to any contract, task order or modification thereto, the contractor shall make a full disclosure in writing to the Contracting Officer. This disclosure shall include a description of actions which the contractor has taken or proposes to take, after consultation with the Contracting Officer, to avoid, mitigate, or neutralize the actual or potential conflict. All actual or potential OCI situations shall be handled in accordance with FAR Subpart 9.5.

f. The Government may terminate the contract for convenience, in whole or in part, if it deems such termination necessary to avoid a potential OCI. If the contractor was aware of an OCI prior to award, or discovered such facts after award and intentionally did not disclose or misrepresented relevant information to the Contracting Officer, the Government may terminate the task order and/or contract in accordance with the "Default" clause of this contract; pursue debarment of the contractor, and/or pursue such other remedies as may be permitted by law or regulation (including the FAR and its supplements).

g. The Government may, at its sole discretion, waive any provisions of this clause if deemed in the best interest of the Government.

2. Personal Conflicts of Interest

a. In the course of performance pursuant to this contract, contractor employees will be participating personally and substantially in duties that have a direct and predictable effect upon other non-Federal entities. The contractor agrees to use its best efforts to ensure those employees and others performing services under this contract avoid conflicts of interest or the appearance thereof. To that end, the Contractor agrees that its employees and others performing services under this contract shall, prior to the commencement of performance, sign the Certificate of No Conflict of Interest (See Attachment 4 – Certificate of No Conflict of Interest)

b. Personal and Substantial. To participate personally means to participate directly. It includes the direct and active supervision of the participation of a subordinate in the matter. To participate substantially means that the employee's involvement is of significance to the matter. Participation may be substantial even though it is not determinative of the outcome of a particular matter; however, it requires more than official responsibility, knowledge, perfunctory involvement, or involvement on an administrative or peripheral issue. A finding of substantiality should be based not only on the effort devoted to a matter, but also on the importance of the effort. While a series of peripheral involvements may be insubstantial, the single act of approving or participating in a critical step may be substantial. Personal and substantial participation may occur when, for example, an employee participates through decision, approval, disapproval, recommendation, investigation or the rendering of advice in a particular matter.

3. Code of Business Ethics and Conduct.

a. Within thirty (30) days after contract award, the contractor agrees to use best efforts to develop a written Code of Business Ethics and Conduct which is similar to or consistent with the Government Code of Ethics. The contractor shall promote compliance with its Code of Business Ethics and Conduct. If other than a small business, the contractor shall establish within ninety (90) days after contract award, an ongoing Business Ethics and Business Conduct Awareness Program and an internal control system. The contractor’s internal control system shall:

Note: FAR 52.203-13 – Contractor Code of Business Ethics and Conduct and FAR 52.203-14 – Display of Hotline Posters are applicable to contracts/subcontracts valued greater than $5 million containing a Period of Performance greater than one hundred twenty (120) days (excluding contracts for commercial items (FAR Part 12) or contracts being performed entirely outside the U.S.).

II. CONTRACTOR MANPOWER REPORTING REPORTING OF CONTRACTOR SERVICES AND MANPOWER

Accounting for Contractor Services:

The Office of the Assistant Secretary of the Army (Manpower & Reserve Affairs) operates and maintains a secure Army data collection site where the contractor will report ALL contractor manpower (including subcontractor manpower) required for performance of this contract. The contractor is required to completely fill in all the information in the format using the following web address: <https://cmra.army.mil. The information to be reported is as follows:

(10) Organizational title associated with the Unit Identification Code (UIC) for the Army Requiring Activity (the Army Requiring Activity is responsible for providing the contractor with its UIC for the purposes of reporting this information);

(11) Locations where contractor and sub-contractors perform the work (specified by zip code in the United States and nearest city, country, when in an overseas location, using standardization nomenclature provided on website);

(12) Presence of deployment or contingency contract language; and

(13) Number of contractor and sub-contractor employees deployed in theater this reporting period (by country).

As part of its submission, the contractor will also provide the estimated total cost (if any) incurred to comply with this reporting requirement. Reporting period will be the period of performance not to exceed twelve (12) months ending 30 September of each Government fiscal year and must be reported by 31 October of each calendar year. If contract performance is completed before 30 September, the data can be entered upon contract completion rather than waiting for the end of the fiscal year. Contractors may use a direct XML data transfer to the database server or fill in the fields on the website. The XML direct transfer is a format for transferring files from a contractor’s systems to the secure web site without the need for separate data entries for each required data element at the web site. The specific formats for the XML direct transfer may be downloaded from the web site.*

*For in-theater contracts, requiring activities have the option of requiring more frequent reporting.

Uses and Safeguarding of Information. Information from the secure web site is considered to be proprietary in nature when the contract number and contractor identity are associated with the direct labor hours and direct labor dollars. At no time will any data be released to the public with the contractor name and contract number associated with the data.

Subcontract Data. The contractor shall ensure that all reportable subcontract data is timely reported to this data collection web site (citing this contract/order number). At the discretion of the prime contractor, this reporting may be done directly by subcontractors to the data collection site; or by the prime contractor after consolidating and rationalizing all significant data from the subcontractors.

Reporting Flexibility. Contractors are encouraged to communicate with the Help Desk identified at the data collection web site to resolve reporting difficulties. Changes to facilitate reporting may be authorized by the Contracting Officer or the Help Desk (under HQDA policy direction and oversight).

III. ADDITIONAL CONTRACT REQUIREMENTS

5152.233-4000 HQ AMC-LEVEL PROTEST PROGRAM (Sep 2011) (LOCAL CLAUSE)

If you have complaints about this procurement, it is preferable that you first attempt to resolve those concerns with the responsible contracting officer. However, you can also protest to Headquarters (HQ), Army Materiel Command (AMC). The HQ AMC-Level Protest Program is intended to encourage interested parties to seek resolution of their concerns within AMC as an Alternative Dispute Resolution forum, rather than filing a protest with the Government Accountability Office (GAO) or other external forum. Contract award or performance is suspended during the protest to the same extent, and within the same time periods, as if filed at the GAO. The AMC protest decision goal is to resolve protests within 20 working days from filing. To be timely, protests must be filed within the periods specified in FAR 33.103. If you want to file a protest under the HQ AMC-Level Protest Program, the protest must request resolution under that program and be sent to the address below. All other agency-level protests should be sent to the contracting officer for resolution.

Headquarters U.S. Army Materiel Command Office of Command Counsel 4400 Martin Road Rm: A6SE040.001 Redstone Arsenal, AL 35898-5000 Fax: (256) 450-8840

Packages sent by FedEx or UPS should be addressed to:

Headquarters U.S. Army Materiel Command Office of Command Counsel 4400 Martin Road Rm: A6SE040.001 Redstone Arsenal, AL 35898-5000 Fax: (256) 450-8840

The AMC-Level Protest procedures are found at: http://www.amc.army.mil/pa/COMMANDCOUNSEL.asp.

If internet access is not available, contact the contracting officer or HQ, AMC to obtain the HQ AMC-Level Protest Procedures.

(End of Clause)

5152.204-4001

KEY PERSONNEL REQUIREMENTS (MAR 2009) (LOCAL CLAUSE)

(a) Certain experienced professional and/or technical personnel are essential for successful accomplishment of the work to be performed under this contract. These "Key Personnel" were identified by name within the contractor’s proposal and their resumes were submitted for evaluation during the source selection process. The contractor agrees that such personnel shall not be removed or replaced within the performance of this contract unless the following measures are taken:

(1) If one or more of the key personnel, for any reason, becomes or is expected to become unavailable for work under this contract for a continuous period exceeding 30 work days, or is expected to devote substantially less effort to the work than indicated in the proposal or initially anticipated, the contractor shall, subject to the concurrence of the Contracting Officer (KO) or designated Contracting Officer Representative (COR), promptly replace personnel with personnel who possess equal, or better, qualifications as the original employee

(2) All requests for approval of substitutions hereunder must be in writing and provide a detailed explanation of the circumstances necessitating the proposed substitutions. The request must contain a resume for the proposed substitute, and any other information requested by the KO or designated COR. The KO or designated COR must concur in writing with the change.

(b) If the KO or designated COR determines that suitable and timely replacement of Key Personnel who have been reassigned, terminated or have otherwise become unavailable for the contract work is not reasonably forthcoming or that the resultant reduction of productive effort would be so substantial as to impair successful completion of the contract, the KO may terminate the contract for default or for the convenience of the Government, as appropriate, or make an equitable adjustment to the contract to compensate the Government for any resultant delay, loss or damage.

(c) The Key Personnel in this contract are as follows: to be fill-in at time of award.

952.201-0001

OMBUDSMAN

(AUG 2011)

(a) An ombudsman has been appointed to hear and facilitate the resolution of concerns from offerors, potential offerors, and others for this acquisition. When requested, the ombudsman will maintain strict confidentiality as to the source of the concern. The existence of the ombudsman does not affect the authority of the program manager, Contracting Officer, or source selection official. Further, the ombudsman does not participate in the evaluation process or the adjudication of protests or formal contract disputes. The ombudsman may refer the party to another official who can resolve the concern.

(b) Before consulting with an ombudsman, interested parties must address their concerns, issues, disagreements, and/or recommendations to the Contracting Officer for resolution. Consulting an ombudsman does not alter or postpone the timelines for any other processes (e.g., agency level bid protests, GAO bid protests, requests for debriefings, employee-employer actions, contests of OMBC-A-76 competition performance decisions).

(c) If resolution cannot be made by the Contracting Officer, concerned parties may contact the C-JTSCC Ombudsman:

Office of the Senior Contracting Official - Iraq

Attn: SCO-I Ombudsman E-Mail: C-JTSCC_ombudsman-sco-i@iraq.centcom.mil

Office of the Senior Contracting Official – Afghanistan

Attn: SCO-A Ombudsman E-mail: C-JTSCC_Ombudsman-SCO-A@swa.army.mil

Principal Assistant Responsible for Contracting – CONUS (PARC-CONUS)

Attn: PARC-CONUS Ombudsman E-mail: Amc.list.rock-amsas-gcb@mail.mil

(d) The ombudsman has no authority to render a decision that binds the agency.

(e) Do not contact the ombudsman to request copies of the solicitation, contract, delivery order, verify offer due date, or clarify technical requirements. Such inquiries shall be directed to the Contracting Officer.

952.222-0001

PROHIBITION AGAINST HUMAN TRAFFICKING, INHUMANE LIVING CONDITIONS,

AND WITHHOLDING OF EMPLOYEE PASSPORTS

(AUG 2011)

(a) All contractors (“contractors” refers to both prime contractors and all subcontractors at all tiers) are reminded of the prohibition contained in Title 18, United States Code, Section 1592, against knowingly destroying, concealing, removing, confiscating, or possessing any actual or purported passport or other immigration document, or any other actual or purported government identification document, of another person, to prevent or restrict or to attempt to prevent or restrict, without lawful authority, the person’s liberty to move or travel, in order to maintain the labor or services of that person.

(b) Contractors are also required to comply with the following provisions:

(1) Contractors shall only hold employee passports and other identification documents discussed above for the shortest period of time reasonable for administrative processing purposes.

(2) Contractors shall provide all employees with a signed copy of their employment contract, in English as well as the employee’s native language, that defines the terms of their employment/compensation.

(3) Contractors shall not utilize unlicensed recruiting firms or firms that charge illegal recruiting fees.

(4) Contractors shall be required to provide adequate living conditions (sanitation, health, safety, living space) for their employees. Fifty square feet is the minimum acceptable square footage of personal living space per employee. Upon contractor’s written request, Contracting Officers may grant a waiver in writing in cases where the existing square footage is within 20% of the minimum, and the overall conditions are determined by the Contracting Officer to be acceptable. A copy of the waiver approval shall be maintained at the respective life support area.

(5) Contractors shall incorporate checks of life support areas to ensure compliance with the requirements of this Trafficking in Persons Prohibition into their Quality Control program, which will be reviewed within the Government’s Quality Assurance process.

(6) Contractors shall comply with International and Host Nation laws regarding transit/exit/entry procedures and the requirements for visas and work permits.

(c) Contractors have an affirmative duty to advise the Contracting Officer if they learn of their employees violating the human trafficking and inhumane living conditions provisions contained herein. Contractors are advised that Contracting Officers and/or their representatives will conduct random checks to ensure contractors and subcontractors at all tiers are adhering to the law on human trafficking, humane living conditions and withholding of passports.

(d) The contractor agrees to incorporate the substance of this clause, including this paragraph, in all subcontracts under his contract.

952.223-0001

REPORTING KIDNAPPINGS, SERIOUS INJURIES AND DEATHS

(AUG 2011)

Contractors shall notify the Contracting Officer, as soon as practicable, whenever employee kidnappings, serious injuries or deaths occur. Report the following information:

Contract Number Contract Description & Location Company Name

Reporting party:

Name Phone number e-mail address

Victim:

Name Gender (Male/Female) Age Nationality Country of permanent residence

Incident:

Description Location Date and time Other Pertinent Information

952.225-0001

ARMING REQUIREMENTS AND PROCEDURES FOR PERSONAL SECURITY SERVICES CONTRACTORS AND FOR REQUESTS FOR PERSONAL PROTECTION

(DEC 2011)

(a) General. Contractor and its subcontractors at all tiers that require arming under this contract agree to obey all laws, regulations, orders, and directives applicable to the use of private security personnel in Iraq and Afghanistan, including U.S. CENTCOM, Office of Security Cooperation-Iraq (OSC-I) and United States Forces - Afghanistan (USFOR-A) Commander orders, instructions, polices and directives. Contractors will ensure that all employees, including employees at any tier of subcontracting relationships armed under the provisions of this contract, comply with the contents of this clause and with the requirements set forth in the following:

(1) DODI 3020.50, Private Security Contractors (PSCs) Operating in Contingency Operations;

(2) DODI 3020.41, Operational Contract Support

(3) DODI 5210.56, Carrying of Firearms and the Use of Force by DoD Personnel Engaged in Security, Law and Order, or Counterintelligence Activities;

(4) DFARS 252.225-7039, Contractors Performing Private Security Functions;

(5) DFARS 252.225-7040, Contractor Personnel Authorized to Accompany U.S. Armed Forces Deployed Outside the United States;

(6) Class Deviation 2011-O0004, Contractor Personnel in the United States Central Command Area of Responsibility (DFARS 252.225-7995);

(7) USFOR-A, FRAGO 11-128, Outlines Management of Armed Contractors and Private Security Companies Operating in the Combined Joint Operations Area - Afghanistan (CJOA-A);

(8) OSC-I OPORD 11-01, Annex C, Appendix 20;

(9) U.S. CENTCOM Policy and Delegation of Authority for Personal Protection and Contract Security Service Arming of DoD Civilian Personnel, dated 18 Jan 2011;

(10) Office of Security Cooperation-Iraq (OSC-I) Policy Memorandum #14 – Civilian Arming Program (CAP), dated 23 November 2011;

(b) Required Contractor Documentation. Contractors and their subcontractors at all tiers that require arming approval shall provide to the arming approval authority via the COR consistent documentation (signed and dated by the employee and employer as applicable) for each of their employees who will seek authorization to be armed under the contract as follows:

(1) Weapons Qualification/Familiarization. All employees must meet the weapons qualification requirements on the requested weapon(s) established by any DoD or other U.S. government agency, Law of Armed Conflict (LOAC); Rules for the Use of Force (RUF), as defined in the U.S. CENTCOM Policy, dated 23 December 2005; and distinction between the above-prescribed RUF and the Rules of Engagement (ROE), which are applicable only to military forces.

(2) Completed DD Form 2760 (or equivalent documentation) for each armed employee, indicating that the employee is not otherwise prohibited under U.S. law from possessing the required weapon or ammunition.

(3) Written acknowledgement by the individual of the fulfillment of training responsibilities and the conditions for the authorization to carry firearms. This document includes the acknowledgement of the distinctions between the ROE applicable to military forces and RUF that control the use of weapons by DoD civilians, DoD contractors and PSCs.

(4) Written acknowledgement signed by both the armed employee and by a representative of the employing company that use of weapons could subject both the individual and company to U.S. and host nation prosecution and civil liability.

(5) A copy of the contract between the contractor’s company and the U.S. Government that verifies the individual’s employment and addresses the need to be armed.

(6) One (1) copy of a business license from the Iraqi or Afghani Ministry of Trade or Interior.

(7) One (1) copy of a license to operate as a PSC (or a temporary operating license) from the Ministry of Interior.

(c) Communication Plan. The contractor will submit to the COR a communications plan that, at a minimum, sets forth the following:

(1) The contractor’s method of notifying the OSC-I Base Defense Operations Center (BDOC) (Iraq) and military forces (Afghanistan) requesting assistance where hostilities arise, combat action is needed, or serious incidents have been observed.

(2) How relevant threat information will be shared between contractor security personnel and U.S. military forces. (3) How the contractor will coordinate transportation with appropriate OSC-I or USFOR-A authorities.

(d) Plan for Accomplishing Employee Vetting. The contractor will submit to the COR an acceptable plan for vetting all contractor and subcontractor local national and third country national employees. The contractor shall, at a minimum, perform the following (which will be specifically addressed in its plan;

(1) Local Nationals: Perform Local and National Agency background checks in accordance with Host Nation Government policies and protocols.

(2) Use one or more of the following sources when conducting the background checks on Third Country Nationals: Interpol, FBI, Country of Origin Criminal Records, Country of Origin U.S. Embassy Information Request, or CIA records.

(3) All local nationals and third country nationals will voluntarily submit to full biometric enrollment in accordance with theater biometric policies prior to submitting arming requests. All local nationals and third country nationals will voluntarily submit to routine biometric screening in accordance with local installation policies and procedures. The contractor will immediately notify the COR, local installation Force Protection agency, and the theater arming approval authority of any individuals who are revealed as potential security risks during biometric processing.

(4) The Contractor shall provide to the COR official written certification of candidate(s) suitability for employment. This certification may address multiple employees on a single certification but must clearly state each employee was vetted in accordance with the Contractor’s plan for accomplishing employee vetting.

(e) Penalties for Non-Compliance. Failure of contractor or subcontractor employee(s) to comply with the laws, regulations, orders, and rules (including those specified herein) governing the use of force, training, arming authorization, and incident reporting requirements may result in the revocation of weapons authorization for such employee(s). Where appropriate, such failure may also result in the total revocation of weapons authorization for the contractor (or subcontractor) and sanctions under the contract, including termination.

(f) Criminal and Civil Liability. Arming of contractor or subcontractor employees under this contract may subject the contractor, its subcontractors, and persons employed by the same to the civil and criminal jurisdiction of the U.S. and Host Nation. “Host Nation” refers to the nation or nations where services under this contract are performed. Additionally, the arming authority’s authorization letter is valid for a maximum of twelve (12) months from the date of the prior letter (unless authorization is earlier invalidated by a lapse in training).(Afghanistan only)

(g) Lapses in Training or Authorization. Failure to successfully retrain an employee who has been properly authorized to be armed under this contract within twelve (12) months of the last training date will constitute a lapse in the employee’s authorization to possess and carry the weapon. All unauthorized employees will immediately surrender their weapon and authorization letter to the contractor and will remain unarmed until such time as they are retrained and newly approved by the arming authority.

(h) Authorized Weapon & Ammunition Types. Unless the BDOC for Iraq or the Deputy Commander of USCENTCOM (DCDRUSCENTCOM) (or a designee) for Afghanistan expressly provides otherwise, all arming requests and authorizations for contractor or subcontractor employees under this contract shall be limited to U.S. Government-approved weapons and ammunition. Notwithstanding Host Nation laws or regulations that would allow use of heavier weapons by contract security/PSC, all DoD security service / PSC contractors must have weapons approved by the RSO or DCDRUSCENTCOM (or a designee) before use. This restriction applies to all weapons in the possession of contractor employees, even if such weapons are required for personal protection. The following weapons and ammunition are currently authorized by the arming authority for use in Iraq and Afghanistan:

(1) The M9, M4, M16, or equivalent (equivalency determination by the appropriate arming authority).

(2) The M9 or equivalent sidearm will be the standard personal protection weapon unless other weapons are specifically requested and approved.

(3) Standard authorized weapons are selectable fire semi-automatic weapons only. All Non-U.S. and Non-standard weapons must be submitted to the theater arming authority for review and approval. Non-standard weapons are classified as any machine gun, belt- fed or crew served weapon or any weapon utilizing ammunition greater than 7.62mm X 51mm NATO. Contractors must also provide scorecards and criteria for qualification appropriate to the Non-standard weapon’s caliber.

(4) U.S. government Ball ammunition is the standard approved ammunition.

(i) Requirements for Individual Weapons Possession. All employees of the contractor and its subcontractors at all tiers who are authorized to be armed under this contract must:

(1) Possess only those U.S. Government-approved weapons and ammunition for which they are qualified under the training requirements of section (b) and subsequently authorized to carry.

(2) Carry weapons only when on duty or at a specific post (according to their authorization).

(3) Not conceal any weapons, unless specifically authorized.

(4) Carry proof of authorization to be armed. Employees not possessing such proof will be deemed unauthorized and must surrender their weapon to their employer.

(5) IAW USCENTCOM G.O. #1, consumption of alcohol or use of any intoxicating substances which may impair judgment, medication or otherwise in Afghanistan is prohibited.

(6) Employees shall not consume any alcoholic beverage while armed or within eight (8) hours of the next work period when they will be armed. There are no circumstances under which a person will be authorized to consume any alcoholic beverage or use any judgment impairing substance when armed for personal protection.

(j) Weapons/Equipment Restrictions and Responsibilities. Unless otherwise provided, the U.S. Government will not provide any weapons or ammunition to contractors, their subcontractors, or any employees of the same. The Contractor will provide all weapons and ammunition to those employees that will be armed under the contract. The contractor and its subcontractors at all tiers will also provide interceptor body armor, ballistic helmets, and the Nuclear, Biological, and Chemical (NBC) protective masks to those employees that require such equipment in the performance of their duties.

(k) Rules for the Use of Force (RUF). In addition to the RUF and ROE training referenced in paragraph (b), the contractor and its subcontractors at all tiers will monitor and report all activities of its armed employees that may violate the RUF and/or otherwise trigger reporting requirements as serious incidents. Prompt reporting demonstrates a desire by the contractor and its subcontractors to minimize the impact of any violations and, therefore, will be given favorable consideration. Violations of the RUF include, though are not limited to:

(1) Failing to cooperate with Coalition and Host Nation forces.

(2) Using deadly force, other than in self-defense where there is a reasonable belief of imminent risk of death or serious bodily harm.

(3) Failing to use a graduated force approach.

(4) Failing to treat the local civilians with humanity or respect.

(5) Detaining local civilians, other than in self-defense or as reflected in the contract terms.

(l) Retention and Review of Records. The Contractor and all subcontractors at all tiers shall maintain records on weapons training, LOAC, RUF and the screening of employees for at least six (6) months following the expiration (or termination) of the contract. The Contractor and its subcontractors at all tiers shall make these records available to the Contracting Officer or designated representative, at no additional cost to the government, within 72 hours of a request.

(m) Contractor Vehicles. Vehicles used by contractor and subcontractor personnel in the course of their security duties shall not be painted or marked to resemble U.S./Coalition or host nation military and police force vehicles.

(n) Monthly Reporting. The prime contractor will report monthly arming status to the Contracting Officer responsible for this contract, and any other organization designated by the Contracting Officer in accordance with theater policy and the timelines defined in the Performance Work Statement.

952.225-0002

ARMED PERSONNEL INCIDENT REPORTS

(DEC 2011)

(a) All contractors and subcontractors in the Iraq or United States Forces-Afghanistan (USFOR-A) theater of operations shall comply with and shall ensure that their personnel supporting the Office of Security Cooperation-Iraq (OSC-I) or USFOR-A personnel or forces are familiar with and comply with all applicable orders, directives, and instructions issued by the respective OSC-I or USFOR-A Commanders relating to force protection and safety. (b) IRAQ: Contractors shall provide an initial report of all weapons firing incidents or any other serious incidents they or their contractors are involved in to nearest OSC-I Base Defense Operations Center (BDOC) (listed below) as soon as practical, but not later than 4 hours after the incident. The contractor and its subcontractors at all tiers shall submit a written report to the BDOC, the Contracting Officer (KO) within 96 hours of the incident. Interim reports shall be submitted between the initial and final report should also be sent to the OSC-I JOC: DLOSC-ICHOPS@iraq.centcom.mil or SVOIP 708-243-2483.

• Umm Qasr 708-241-5490

• Besmaya 708-242-0012/0014

• Taji 708-242-6775/6205

• Union III 708-243-2377

• Tikrit 709-242-1002

• Kirkuk 708-242-2203

(c) AFGHANISTAN: In the event a weapon firing incident or any other serious incident, contractors shall prepare and submit an initial incident report as soon as feasible, but not later than 4 hours from the beginning of the incident, to the Contracting Officer (KO), Contracting Officer’s Representative (COR), USFOR-A ACOD, and USFOR-A J3 Situational Awareness Room (SAR). Additionally, the contractor and its subcontractors at all tiers shall submit a written report to the above personnel within 96 hours of the incident. Information shall include: the name of the company, where the incident occurred, time when the incident occurred, a brief description of the events leading up to the incident, and a point of contact for the company. Contractors and anyone re-transmitting the report shall make reasonable efforts to transmit incident reports via secured means (SIPRnet or CENTRIX) when the incident report includes operationally sensitive information.

(d) Contractors shall provide first aid and request MEDEVAC of injured persons, and remain available for U.S. or Coalition response forces, based upon the situation. In the event contractor personnel are detained by U.S. or Coalition Forces, prolonged detention due to lack of proper identification can be alleviated by contractor personnel possessing on their person information that includes the contractor’s name, the contract number, a contractor management POC, and the phone number of the CONOC/SAR Watch. Contractor and subcontractor personnel shall carry their Letter of Authorization (LOA) on their person at all times.

952.225-0003

FITNESS FOR DUTY AND MEDICAL/DENTAL CARE LIMITATIONS (AFGHANISTAN)

(DEC 2011)

(a) The contractor shall perform the requirements of this contract notwithstanding the fitness for duty of deployed employees, the provisions for care offered under this section, and redeployment of individuals determined to be unfit. Contractor personnel who deploy for multiple tours, for more than 12 months total must be re-evaluated for fitness to deploy. An examination will remain valid for 15 months from the date of the physical. The contractor bears the responsibility for ensuring all employees are aware of the conditions and medical treatment available at the performance location. The contractor shall include this information and requirement in all subcontracts with performance in the theater of operations.

(b) The contractor shall not deploy an individual with any of the following conditions unless approved by the appropriate CENTCOM Service Component (i.e. ARCENT, AFCENT, etc.) Surgeon: Conditions which prevent the wear of personal protective equipment, including protective mask, ballistic helmet, body armor, and chemical/biological protective garments; conditions which prohibit required theater immunizations or medications; conditions or current medical treatment or medications that contraindicate or preclude the use of chemical and biological protective’s and antidotes; diabetes mellitus, Type I or II, on pharmacological therapy; symptomatic coronary artery disease, or with myocardial infarction within one year prior to deployment, or within six months of coronary artery bypass graft, coronary artery angioplasty, or stenting; morbid obesity (BMI >/= 40%); dysrhythmias or arrhythmias, either symptomatic or requiring medical or electrophysiological control; uncontrolled hypertension, current heart failure, or automatic implantable defibrillator; therapeutic anticoagulation; malignancy, newly diagnosed or under current treatment, or recently diagnosed/treated and requiring frequent subspecialist surveillance, examination, and/or laboratory testing; dental or oral conditions requiring or likely to require urgent dental care within six months’ time, active orthodontic care, conditions requiring prosthodontic care, conditions with immediate restorative dentistry needs, conditions with a current requirement for oral-maxillofacial surgery; new onset (< 1 year) seizure disorder, or seizure within one year prior to deployment; history of heat stroke; Meniere’s Disease or other vertiginous/motion sickness disorder, unless well controlled on medications available in theater; recurrent syncope, ataxias, new diagnosis (< 1 year) of mood disorder, thought disorder, anxiety, somatoform, or dissociative disorder, or personality disorder with mood or thought manifestations; unrepaired hernia; tracheostomy or aphonia; renalithiasis, current; active tuberculosis; pregnancy; unclosed surgical defect, such as external fixeter placement; requirement for medical devices using AC power; HIV antibody positivity; psychotic and bipolar disorders.