A09R0043.pdf

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109 - 113 X H 114 - 142 veronica.a.mcguire@usace.army.mil

RATING PAGE OF PAGES

7. ISSUED BY

(Date)

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official written notice.

Previous Edition is Unusable 33-134 STANDARD FORM 33 (REV. 9-97)

Prescribed by GSA FAR (48 CFR) 53.214(c)

1 142

(If other than Item 7)

15A. NAME 16. NAME AND TITLE OF PERSON AUTHORIZED TO

AND

ADDRESS SIGN OFFER (Type or print)

OF

OFFEROR

AMENDMENT NO. DATE

15B. TELEPHONE NO (Include area code) 17. SIGNATURE15C. CHECK IF REMITTANCE ADDRESS

IS DIFFERENT FROM ABOVE - ENTER

SUCH ADDRESS IN SCHEDULE.

18. OFFER DATE

1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

2. CONTRACT NO.

W91236 8. ADDRESS OFFER TO

See Item 7

9. Sealed offers in original and 6 copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if handcarried, in the depository located in

CAUTION - LATE Submissions, Modifications, and Withdrawals: See Section L, Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and

803 Front St,Norfolk,VA23510 conditions contained in this solicitation.

10. FOR INFORMATION

CALL:

A. NAME (NO COLLECT CALLS)

VERONICA A MCGUIRE 757-201-7366

11. TABLE OF CONTENTS

SOLICITATION/ CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/ COSTS

X I CONTRACT CLAUSES

DESCRIPTION/ SPECS./ WORK STATEMENT X

PACKAGING AND MARKING

3 - 10 J LIST OF ATTACHMENTS

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

12 - 14 X K REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

CONTRACT ADMINISTRATION DATA 15 X

SPECIAL CONTRACT REQUIREMENTS

OFFER (Must be fully completed by offeror) 16 X M

L INSTRS., CONDS., AND NOTICES TO OFFERORS

EVALUATION FACTORS FOR AWARD

NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

is inserted by the offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT

(See Section I, Clause No. 52.232-8)

14. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments

AMENDMENT NO. DATE

to the SOLICITATION for offerors and related documents numbered and dated):

FACILITY

12. In compliance with the above, the undersigned agrees, if this offer is accepted within calendar days (60 calendar days unless a different period

SOLICITATION, OFFER AND AWARD

X

(X) SEC. DESCRIPTION (X) SEC. DESCRIPTION PAGE(S)

PART I - THE SCHEDULE

26. NAME OF CONTRACTING OFFICER (Type or print) 27. UNITED STATES OF AMERICA 28. AWARD DATE

EMAIL:TEL: (Signature of Contracting Officer)

CODE CODE

B. TELEPHONE (Include area code) C. E-MAIL ADDRESS

AWARD (To be completed by Government)

19. ACCEPTED AS TO ITEMS NUMBERED 20. AMOUNT 21. ACCOUNTING AND APPROPRIATION

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION:

10 U.S.C. 2304(c)( ) 41 U.S.C. 253(c)( ) (4 copies unless otherwise specified)

23. SUBMIT INVOICES TO ADDRESS SHOWN IN ITEM

24. ADMINISTERED BY (If other than Item 7) CODE 25. PAYMENT WILL BE MADE BY CODE

PART IV - REPRESENTATIONS AND INSTRUCTIONS

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS

17 - 94

PART II - CONTRACT CLAUSES

USA ENGINEER DISTRICT, NORFOLK

CONTRACTING OFFICE

803 FRONT STREET

NORFOLK VA 23510-1096

757-201-7183FAX:

TEL:

FAX:

TEL:

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

SOLICITATION

6. REQUISITION/PURCHASE NO.5. DATE ISSUED

21 Aug 2009

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

[ X ]

3. SOLICITATION NO.

W91236-09-R-0043

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0001 Lump Sum

FFP

Single Award Task Order Contract (SATOC) in support of the U.S. Army Corps of Engineers, Norfolk District for Management and Environmental Support. These areas include restoration, conservation, compliance, prevention, technology, scientific studies and real estate. These services are within the United States, including Alaska and Hawaii in support of military, civil and other federal agencies. The project for Natural Resource Management Support is being used as the seed project for this SATOC. The seed project will not be awarded and used for evaluation proposes only. The total SATOC contract is for a base period plus four option periods that shall not exceed $10,000,000.00. THIS IS SERVICE

DISABLED VETERAN SET-ASIDE PROCUREMENT. NAICS CODE 541618

applies to this procurement.

FOB: Destination

NET AMT

Section C - Descriptions and Specifications

CLAUSE NUMBER CLAUSE TITLE

SECTION C Description and Specifications Text Scope of Work

SECTION E Inspection and Acceptance

52.246-4 Inspection of Services – Fixed Price

SECTION F Deliveries or Performance 52.211-11 Liquid Damages - Services 52.242-14 Suspension of Work 52.242-15 Stop Work Order 52.242-17 Government Delay of Work 52.247-34 F.O.B. Destination

SECTION G Contract Administration Data

Text Contract Administration Data 252-201-7000 Contracting Officer’s Representative (COR)

SECTION H Special Contract Requirements Text Special Contract Requirements Information

SECTION I Contract Clauses 52.202-1 Definitions 52.203-3 Gratuities 52.203-5 Covenant Against Contingent Fees 52.203-6 Restrictions on Subcontractor 52.203-7 Anti-Kickback Procedures 52.203-8 Cancellation, Rescission & Recovery of Funds 52.203-10 Price or Fee Adjustment for Ilegal of Impro Act 52.203-12 Limitation on Payments to Influ Certain Fed Trans 52.204-2 Security Requirements 52.204-4 Printing/Copying Double Sided on Recyc Paper

52.204-7 CCR

52.204-9 Personal Identify Verification of Contractor Personnel

52.209-6 Protecting the Govt Interest w/Subcontr

52.215-2 Negotiations 52.215-11 Price Reduction for Defective Cost or Pricing Data 52.215-14 Integrity of Unit Price 52.215-19 Notification of Ownership Changes 52.215-21 Requirements for Price Reduction for Cost or Pricing Data 52.216-18 Ordering 52.216-19 Order Limitation 52.216-20 Definite Quantity 52.217-8 Option to Extend Services 52.217-9 Option to Extend to Term of the Contract 52.219-3 Notice of Hubzone Set-aside 52.222-3 Convict Labor 52.222-4 Contract Work Hours 52.222-21 Prohibition of Segregated Facilities 52.222-26 Equal Opportunity 52.222-35 Equal Opportunity for Special Disabled Veterans 52.222-36 Affirmative Action for Handicapped Workers 52.222-37 Employment Reports on Spec Disabl 52.222-41 Service Contract Act of 1965 52.223-5 Pollution Prevention and Right to Know 52.223-6 Drug Free Workplace 52.223-10 Waste Reduction Program 52.223-14 Toxic Chemical Release Reporting 52.225-13 Restrictions on Certain Foreign Purchases 52.225-14 Inconsistency B/t English Version 52.226-1 Utilization of Indian Organization 52.227-1 Authorization and Consent 52.227-3 Patent Indemnity 52.228-5 Insurance—Work on Govt Install 52.229-3 Federal, State and Local Taxes 52.229-6 Taxes – Foreign Fixed Price Contracts 52.232-1 Payments 52.232-9 Limitation on Withholding of Payments 52.232-11 Extras 52.232-17 Interest 52.232-23 Assignment of Claims 52.232-33 Payment by Electronic Funds Transfer 52.233-1 Disputes

52.233-3 Protests After Award 52.237-2 Protection of Government Buildings, Equipment 52.237-3 Continuity of Services 52.242-13 Bankruptcy 52.243-1 Changes 52.244-6 Subcontracts for Commercial Items 52.245-1 Government Property 52.246-25 Limitation of Liability Services 52.249-4 Termination for Convenience of the Government - Services 52.249-8 Default 52.253-1 Computer Generated Forms

52.203-7001 Prohibition of Person’s Convicted of Fraud 52.203-7002 Requirements to inform employees of Whistleblower Rights 52.204-7003 Control of Government Personnel 52.205-7000 Provision of Info to Cooperative Agreement 52.209-7001 Disclosure of Ownership 52.215-7000 Pricing Adjustments 52.223-7001 Hazard Warning Labels 52.223-7004 Drug Free Work Force 52.223-7006 Prohibition on Storage & Disposal 52.225-7012 Preference for Certain Domestic - Commodities 52.225-7031 Secondary Arab Boycott of Israel 52.226-7001 Utilization of Indian Organization 52.243-7001 Pricing of Contr Adj 52.243-7002 Request for Equitable Adjustment 52.247-7023 Transportation

SECTION J List of Attachments

Text Attachments

SECTION K Representation and Certification 52.203-11 Certification and Disclosure Regarding Payment 52.204-3 Taxpayer ID 52.204-5 Women Owned Business

52.204-8 Annual Rep/Certs

52.209-5 Certificate Regarding Responsibility Matters 52.214-16 Bid Acceptance Period 52.215-6 Place of Performance 52.219-1 Small Business Programs 52.222-22 Previous Contracts and Compliance 52.222-25 Affirmative Action Compliance 52.222-38 Compliance with Veteran’s Employment 52.223-13 Certificate of Toxic Chemical

52.209-7001 Disclosure of Ownership

SECTION L Instructions, Conditions, & Notice to Bidders 52.204-6 DUNS Number 52.214-34 Submission of Offers in English 52.216-1 Type of Contract 52.222-46 Evaluation of Compensation for Professional Employees 52.233-2 Service of Protest 52.237-10 Identification of Uncompensated Overtime

52.204-7001 Commercial and Government Cage Code

SECTION M Evaluation Factors for Award Text Factors for Evaluation

Performance Work Statement Management and Environmental Support Program

The U.S. Army Corps of Engineers, Norfolk District requires a wide range of comprehensive professional services across a broad range of functional environmental management and planning support type areas. These areas include restoration, conservation, compliance, prevention, technology, real estate, and scientific studies within the United States, including Alaska and Hawaii in support of military, civil and other federal agencies.

The Army's environmental program under ODEP (Headquarters, Department of the Army, Office of the Director Environmental Programs) focuses on restoring contaminated active and closed sites, complying with existing and evolving environmental laws and regulations, preventing pollution at the source to minimize future compliance and restoration requirements, and conserving our lands and resources. This program supports the Norfolk District's commitment to environmental quality by performing, either through in-house or contracted support, services under a broad range of civil and military environmental and planning activities. These services are reimbursable and are provided under the Norfolk District's Management and Environmental Support Program (MESP).

Management support to these areas and DoD mission and mission changes, such as civil works projects, military projects, unit realignments, and force deployments may include but are not limited to: planning, environmental, social and cultural/archaeological services, logistical management, and interagency and international services.

Support activities may involve information collection, basic field work, technical reviews, information management, analysis, coordination, meetings and briefings, report preparation, documentation, development of permits, information dissemination and/or emergency management support.

Current customers supported by the MESP include major commands and installations of the U.S. Army, U.S. Navy, U.S. Air Force, U.S. Marines and U.S. Coast Guard. The U.S. Department of Homeland Security will also be supported along with our traditional military and non-military customers. MESP is also available to serve the needs of other Federal agencies and state and local governments.

The Management and Environmental Support Program has developed seven program areas to meet these goals:

Restoration, Conservation, Compliance, Prevention, Technology, Real Estate, and Scientific Studies. These programs, which form the basis of the Norfolk District's Management and Environmental Support Program, are as follows:

Restoration. The goal is to clean contaminated sites based on health and safety risks. By applying good business practices, a results-oriented cleanup program allows for more viable use of the land for the military, Federal agencies, states and local communities. Our focus is on cleaning up sites contaminated by previous activities at Department of Defense (DOD) installations as expeditiously as resources permit to protect human health and the environment. The Defense Environmental Restoration Program (DERP) consists primarily of the Installation Restoration Program (IRP), the Formerly Used Defense Sites (FUDS) Program, the Defense and State Memorandum of Agreement Program (DSMOA) and the Base Realignment and Closure (BRAC) Program. Other supportable programs include but are not limited to, Superfund, Brownfields, Residential Communities Initiative (RCI) and Formerly Utilized Sites Remedial Action Program (FUSRAP). Where appropriate, activities are closely coordinated with the Environmental Protection Agency (EPA) and the applicable states.

Professional services may include, but are not limited to, site identification, site visits, sampling and analysis, data collection, database management, environmental assessments, remediation, program management, corrective action plans, long-term planning for installation restoration efforts, site clean-up, groundwater remediation, restoration of ecosystems, habitats, and watershed areas. Restoration Advisory Boards, conferences, or environmental outreach and awareness, which may involve facilitating meetings, preparation of agendas, coordination of the facility and all associated media requirements, presentations, meeting minutes, public notices, fact sheets, and public outreach information.

Conservation. Conservation activities focus on conserving, protecting, and enhancing natural and cultural resources. The main purpose of conservation is to ensure the long-term integrity of valuable resources, such as air quality, local and regional water supply, wetlands, forestry, flora and fauna, soil, endangered species habitat, and historic and cultural properties. Conservation includes the Integrated Training Area Management (ITAM) Program and other programs that develop preventive measures to mitigate potential environmental impacts caused by training, construction, testing or other operations. Natural and Cultural Resources Management is part of the conservation pillar and pertains to the management, conservation and restoration of the land itself and those renewable natural resources thereon.

Professional services may include, but are not limited to, site visits, surveys, investigations, monitoring, studies, inventories, collect and analyze data, determine potential threats, control nuisances, assess habitat quality, environmental impact statements and analysis, environmental assessments, acquisition and implementation of permits, database management, evaluations, develop reports and plans, and may involve the management and planning of natural resources, wetlands, forestry, fish and wildlife, threatened or endangered species, cultural and historical resources, ecosystems, habitats, and populations. Develop protection and enhancement projects, design habitat improvement and maintenance projects, and establish, implement, and participate in public awareness programs. Archaeological site excavations may also need to be performed.

Compliance. Compliance activities ensure that current operations comply with Federal, state, local and applicable host nation environmental requirements and regulations. Such laws and regulations include but are not limited to, wastewater discharge, other point and non-point source controls, drinking water quality, endangered species, noise abatement, wetlands, air quality attainment, above ground storage tanks (AST) and underground storage tanks (UST), radon, asbestos, historic properties, solid and hazardous materials/waste management, pest management and sewage treatment. Most Army requirements in this area are contained in Army Regulation (AR) 200-1, Environmental Protection and Enhancement and AR 200-2, Environmental Effects of Army Actions.

Professional services may include, but are not limited to, regulatory compliance with environmental laws such as the Clean Air Act, Clean Water Act, Sediment Control Act, Resource Conservation and Recovery Act (RCRA), Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), and the National Environmental Policy Act (NEPA). Tank compliance, water quality, environmental awareness and training, hazardous materials, hazardous waste, pollution prevention, spill prevention, air pollution, permit applications, scientific and technological investigations to accomplish environmental compliance, environmental risk and impact, and monitor compliance with mitigation measures. Preserving, protecting, and restoring environmental aspects such as air, drinking water, stormwater, and wastewater. UST and AST programs may involve an Environmental Management System, which ensures environmental liabilities are managed to determine root causes for compliance deficiencies identified during inspections. Services may include inspections to determine compliance status, report findings, and to provide guidance on methods used to implement or improve the EMS. Provide technical support required to implement and maintain environmental compliance in accordance with DoD policy and guidance, military, local, State, and Federal regulations. Develop, review, and update Records of Environmental Consideration (RECs), Memorandum of Environmental Consideration (MOECs), and other environmental documents, reports, and plans as required.

Maintain an Environmental Performance Assessment System (EPAS), maintain a National Pollutant Discharge Elimination System (NPDES), perform internal environmental compliance (IEC) inspections, spot checks, site visits, surveys, monitoring, inventories, evaluations, assessments, investigations, data collection, analyze data, database management, outreach activities, environmental program development, implement new compliance regulations and program requirements, and implement control measures.

Prevention. Prevention activities focus on proactively eliminating the potential for pollution to the greatest extent possible, and require the reduction of hazardous materials use and hazardous waste generation. This includes life-cycle management, accident prevention, source reduction, implementation of a materiel and waste tracking system (such as the Hazardous Substances Management System (HSMS)), and the use of products, processes, practices and other measures that reduce or eliminate hazardous materials use and hazardous waste generation. The Army program is based on the Federal pollution prevention hierarchy: eliminate or reduce the pollution sources; recycle or reuse what is not eliminated; treat what is not recyclable or reusable; and properly dispose of remaining waste.

Professional services may include, but are not limited to, environmental assessments, baseline risk assessments, hazardous waste management, site inspections, sampling, database management, determine cleanup actions and disposal methods, risk management, emergency planning, emergency response, pollution prevention associated with air sources, hazardous wastes, resource conservation and recovery act cleanups, underground and aboveground storage tanks, drinking water, wastewater and storm water, pesticides, landfills, and open burn/open detonation compliance sites, track and report hazardous waste data including generation, accumulation, and shipment, create reports from the Hazardous Material Tracking System, update, implement, and maintain a Hazardous Material Management Plan, prepare site-specific contingency plans, prepare Facility Response Plans and Spill Prevention, Control and Countermeasures Plans for oil and other petroleum products, and prepare Emergency Response Plans which identify activities necessary for compliance with regulations on emergency planning for release of hazardous materials, including the Risk Management Plan, and the Emergency Planning and Community Right-to-Know Act, and establish procedures to ensure installation compliance with environmental regulatory requirements.

Technology. Focused science in environmental technology has become an increasingly critical area of support to our present and prospective customers. Existing technologies are used to support each of the above programs, but as Federal mandates to protect our environment increase and resources decrease, it is vital to develop and leverage innovative technologies and processes to solve recurring and foreseeable issues.

Examples of the latter include vulnerability assessments for DoD and non-DoD facilities, Federal, state and local utility vulnerability analysis, and biological and toxological contamination assessments.

Professional services may include, but are not limited to, Strategic Environmental Research and Development Program (SERDP) management, Global Positioning System (GPS) surveys, Geographic Information Systems (GIS), remote sensing, data gathering, collection, and analysis, data reports, data management, conceptual models and applications to support environmental planning and operations, innovative research, and information systems management. Multi-media support services may include, but are not limited to, maintaining media sources, screening, archiving and retrieving files, providing presentation support, incorporating media into project designs and electronic briefings, and performing environmental compliance audits and inspections.

Real Estate. Real Estate support may also be necessary for real estate programs of Federal agencies, requiring the need to develop strategies for acquisition, accessing and disposal, and transfer of real estate to and from government agencies. We may also request real estate requirements be developed for implementation and execution of activities and programs that have an impact on acquisition, management and/or disposal of real property.

Specific tasks for real estate services may include, but are not limited to, compliance with Public Law and Department of the Army regulations in the Real Property/Master Planning Programs, maintaining environmental documentation, and verification of boundary identification for encroachment spills and dumping.

Validate leases, easement, licenses, or permits, develop reports, perform briefings, surveys, and data collection, review documents, and database management. Perform investigations for land use requirements or type of property or land to be leased. Determine, prepare, and review documentation required, such as the Report of Availability, Environmental Impact Statement, Environmental Assessment, Environmental Condition of Property or Record of Environmental Consideration to ensure documentation supports the real estate action.

Work on environmental projects such as land exchanges, land leased, and conveyance of property to other Federal, State and Local governments.

Scientific Studies. Management support programs: restoration, conservation, compliance, prevention, technology, sustainability, and energy will involve some level of scientific studies and analysis to reach installation requirements for environmental support.

Professional services may include, but are not limited to, scientific studies related to sampling and analysis, environmental assessments, remediation, installation restoration efforts, site clean-up, groundwater, site surveys, habitat monitoring, data collection and analysis, regulatory compliance, hazardous waste, pollution prevention, long-term planning, wetlands, forestry, endangered species, and cultural and natural resources.

Task Orders. Task orders may be issued to the contractor for the entire project, for portions or specific tasks, or component parts of a larger project. Hourly labor rates will be predetermined. Travel and other direct costs (ODCs) will be identified in specific task orders.

Deliverables. All professional services are task oriented and will require an end-product or deliverable. Support deliverables may be provided in multiple forms, which may include but are not limited to, Environmental Impact Statements, Environmental or Biological Assessments, Property Reports, Inventories, Recovery Plans, Environmental Management Plans, Reports, Surveys, Analyses, Studies, Databases, and any other deliverable considered necessary to meet support requirements. Methods of providing professional services support and deliverables will be tailored for each task order to meet each customer's needs.

Staffing. Personnel may be required to perform tasks on-site at a Government facility or at their own facilities.

They must have the education, training, and/or experience to successfully execute the wide variety of environmental management, planning, and/or support work as encountered in a Corps of Engineers Planning Division or Program and Project Management Division, a Major Command Headquarters, an installation Directorates of Public Works, a Reserve Regional Support Command, an Army Regional Environmental Office, or similar locations worldwide.

Section E - Inspection and Acceptance

CLAUSES INCORPORATED BY FULL TEXT

52.246-4 INSPECTION OF SERVICES--FIXED-PRICE (AUG 1996)

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

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

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

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

(e) If any of the services do not conform with contract requirements, the Government may require the Contractor to perform the services again in conformity with contract requirements, at no increase in contract amount. When the defects in services cannot be corrected by reperformance, the Government may (1) require the Contractor to take necessary action to ensure that future performance conforms to contract requirements and (2) reduce the contract price to reflect the reduced value of the services performed.

(f) If the Contractor fails to promptly perform the services again or to take the necessary action to ensure future performance in conformity with contract requirements, the Government may (1) by contract or otherwise, perform the services and charge to the Contractor any cost incurred by the Government that is directly related to the performance of such service or (2) terminate the contract for default.

(End of clause)

Section F - Deliveries or Performance

52.211-11 LIQUIDATED DAMAGES--SUPPLIES, SERVICES, OR RESEARCH AND DEVELOPMENT

(SEP 2000)

(a) If the Contractor fails to deliver the supplies or perform the services within the time specified in this contract, the Contractor shall, in place of actual damages, pay to the Government liquidated damages of $300.00 per calendar day of delay.

(b) If the Government terminates this contract in whole or in part under the Default--Fixed-Price Supply and Service clause, the Contractor is liable for liquidated damages accruing until the Government reasonably obtains delivery or performance of similar supplies or services. These liquidated damages are in addition to excess costs of repurchase under the Termination clause.

(c) The Contractor will not be charged with liquidated damages when the delay in delivery or performance is beyond the control and without the fault or negligence of the Contractor as defined in the Default--Fixed-Price Supply and Service clause in this contract.

52.242-14 SUSPENSION OF WORK (APR 1984)

(a) The Contracting Officer may order the Contractor, in writing, to suspend, delay, or interrupt all or any part of the work of this contract for the period of time that the Contracting Officer determines appropriate for the convenience of the Government.

(b) If the performance of all or any part of the work is, for an unreasonable period of time, suspended, delayed, or interrupted (1) by an act of the Contracting Officer in the administration of this contract, or (2) by the Contracting Officer's failure to act within the time specified in this contract (or within a reasonable time if not specified), an adjustment shall be made for any increase in the cost of performance of this contract (excluding profit) necessarily caused by the unreasonable suspension, delay, or interruption, and the contract modified in writing accordingly.

However, no adjustment shall be made under this clause for any suspension, delay, or interruption to the extent that performance would have been so suspended, delayed, or interrupted by any other cause, including the fault or negligence of the Contractor, or for which an equitable adjustment is provided for or excluded under any other term or condition of this contract. (c) A claim under this clause shall not be allowed (1) for any costs incurred more than 20 days before the Contractor shall have notified the Contracting Officer in writing of the act or failure to act involved (but this requirement shall not apply as to a claim resulting from a suspension order), and (2) unless the claim, in an amount stated, is asserted in writing as soon as practicable after the termination of the suspension, delay, or interruption, but not later than the date of final payment under the contract.

52.242-15 STOP-WORK ORDER (AUG 1989)

(a) The Contracting Officer may, at any time, by written order to the Contractor, require the Contractor to stop all, or any part, of the work called for by this contract for a period of 90 days after the order is delivered to the Contractor, and for any further period to which the parties may agree. The order shall be specifically identified as a stop-work order issued under this clause. Upon receipt of the order, the Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. Within a period of 90 days after a stop-work is delivered to the Contractor, or within any extension of that period to which the parties shall have agreed, the Contracting Officer shall either--

(1) Cancel the stop-work order; or

(2) Terminate the work covered by the order as provided in the Default, or the Termination for Convenience of the Government, clause of this contract.

(b) If a stop-work order issued under this clause is canceled or the period of the order or any extension thereof expires, the Contractor shall resume work. The Contracting Officer shall make an equitable adjustment in the delivery schedule or contract price, or both, and the contract shall be modified, in writing, accordingly, if--

(1) The stop-work order results in an increase in the time required for, or in the Contractor's cost properly allocable to, the performance of any part of this contract; and

(2) The Contractor asserts its right to the adjustment within 30 days after the end of the period of work stoppage;

provided, that, if the Contracting Officer decides the facts justify the action, the Contracting Officer may receive and act upon the claim submitted at any time before final payment under this contract.

(c) If a stop-work order is not canceled and the work covered by the order is terminated for the convenience of the Government, the Contracting Officer shall allow reasonable costs resulting from the stop-work order in arriving at the termination settlement.

(d) If a stop-work order is not canceled and the work covered by the order is terminated for default, the Contracting Officer shall allow, by equitable adjustment or otherwise, reasonable costs resulting from the stop-work order.

52.242-17 GOVERNMENT DELAY OF WORK (APR 1984)

(a) If the performance of all or any part of the work of this contract is delayed or interrupted (1) by an act of the Contracting Officer in the administration of this contract that is not expressly or impliedly authorized by this contract, or (2) by a failure of the Contracting Officer to act within the time specified in this contract, or within a reasonable time if not specified, an adjustment (excluding profit) shall be made for any increase in the cost of performance of this contract caused by the delay or interruption and the contract shall be modified in writing accordingly. Adjustment shall also be made in the delivery or performance dates and any other contractual term or condition affected by the delay or interruption. However, no adjustment shall be made under this clause for any delay or interruption to the extent that performance would have been delayed or interrupted by any other cause, including the fault or negligence of the Contractor, or for which an adjustment is provided or excluded under any other term or condition of this contract.

(b) A claim under this clause shall not be allowed (1) for any costs incurred more than 20 days before the Contractor shall have notified the Contracting Officer in writing of the act or failure to act involved, and (2) unless the claim, in an amount stated, is asserted in writing as soon as practicable after the termination of the delay or interruption, but not later than the day of final payment under the contract.

52.247-34 F.O.B. DESTINATION (NOV 1991)

(a) The term "f.o.b. destination," as used in this clause, means--

(1) Free of expense to the Government, on board the carrier's conveyance, at a specified delivery point where the consignee's facility (plant, warehouse, store, lot, or other location to which shipment can be made) is located; and

(2) Supplies shall be delivered to the destination consignee's wharf (if destination is a port city and supplies are for export), warehouse unloading platform, or receiving dock, at the expense of the Contractor. The Government shall not be liable for any delivery, storage, demurrage, accessorial, or other charges involved before the actual delivery (or "constructive placement" as defined in carrier tariffs) of the supplies to the destination, unless such charges are caused by an act or order of the Government acting in its contractual capacity. If rail carrier is used, supplies shall be delivered to the specified unloading platform of the consignee. If motor carrier (including "piggyback") is used, supplies shall be delivered to truck tailgate at the unloading platform of the consignee, except when the supplies delivered meet the requirements of Item 568 of the National Motor Freight Classification for "heavy or bulky freight." When supplies meeting the requirements of the referenced Item 568 are delivered, unloading (including movement to the tailgate) shall be performed by the consignee, with assistance from the truck driver, if requested. If the contractor uses rail carrier or freight forwarded for less than carload shipments, the contractor shall ensure that the carrier will furnish tailgate delivery, when required, if transfer to truck is required to complete delivery to consignee.

(b) The Contractor shall--

(1)(i) Pack and mark the shipment to comply with contract specifications; or

(ii) In the absence of specifications, prepare the shipment in conformance with carrier requirements;

(2) Prepare and distribute commercial bills of lading;

(3) Deliver the shipment in good order and condition to the point of delivery specified in the contract;

(4) Be responsible for any loss of and/or damage to the goods occurring before receipt of the shipment by the consignee at the delivery point specified in the contract;

(5) Furnish a delivery schedule and designate the mode of delivering carrier; and

(6) Pay and bear all charges to the specified point of delivery.

Section G - Contract Administration Data

252.201-7000 CONTRACTING OFFICER'S REPRESENTATIVE (DEC 1991)

(a) "Definition. Contracting officer's representative" means an individual designated in accordance with subsection 201.602-2 of the Defense Federal Acquisition Regulation Supplement and authorized in writing by the contracting officer to perform specific technical or administrative functions.

(b) If the Contracting Officer designates a contracting officer's representative (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 the contract.

Section H - Special Contract Requirements

_1__. REQUIRED INSURANCE

The contractor shall procure and maintain during the entire period of performance under this contract, the following minimum insurance:

TYPE AMOUNT

Workers Compensation As required by State law Employer's Liability $100,000 per person General Liability $500,000 per occurrence

Motor Vehicle Liability (for each motor vehicle):

Bodily injury or death $200,000 per person $500,000 per occurrence Property damage $20,000 per occurrence

Prior to commencement of work hereunder, the contractor shall furnish to the Contracting Officer a certificate or written statement of the above required insurance. The policies evidencing required insurance shall contain an endorsement to the effect that cancellation or any material change in the policies adversely affecting the interests of the Government in such insurance shall not be effective for such period as may be prescribed by the laws of the State in which this contract is to be performed and in no event less than 30 days after written notice thereof to the Contracting Officer.

__2_. PERFORMANCE OF WORK BY CONTRACTOR

Offeror's attention is directed to FAR 52.236-1, "Performance of Work by Contractor." Contractor is required to furnish a description of the work which will be performed by his own organization, (e.g., earthwork, paving, etc.), the percentage of the total work this represents, and the estimated cost thereof. Such description of work to be performed by the contractor's own organization shall be provided to the Contracting Officer within 10 days of contract award.

__3_. PERFORMANCE EVALUATION OF CONTRACTOR

As a minimum, the Contractor's performance will be evaluated upon final acceptance of the work. However, interim evaluations may be prepared at any time during contract performance when determined to be in the best interest of the Government. The format for the evaluation will be DD Form 2626, and the Contractor will be rated either "Outstanding," "Satisfactory," or "Unsatisfactory" in the areas of Contractor Quality Control, Timely Performance, Effectiveness of Management, Compliance with Labor Standards, and Compliance with Safety Standards. The Contractor will be advised on any unsatisfactory rating, either in an individual element or in the overall rating, prior to completing the evaluation; all contractor comments will be made a part of the official record.

In compliance with DOD FAR Supplement 236.201, Performance Evaluation Reports will be available to all DOD Contracting Offices for their future use in determining contractor responsibility.

_4_. LOCATION OF SITE ON A GOVERNMENT RESERVATION

The site of the work is on a government reservation and all rules and regulations issued by the Commanding Officer covering general safety, security, and sanitary requirements, etc., shall be observed by the contractor.

__5_. IDENTIFICATION OF CORRESPONDENCE

All correspondence and data submitted by the contractor under this contract shall reference the contract number.

Section I - Contract Clauses

52.216-20 DEFINITE QUANTITY. (OCT 1995)

(a) This is a definite-quantity, indefinite-delivery contract for the supplies or services specified, and effective for the period stated, in the Schedule.

(b) The Government shall order the quantity of supplies or services specified in the Schedule, and the Contractor shall furnish them when ordered. Delivery or performance shall be at locations designated in orders issued in accordance with the Ordering clause and the Schedule.

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that time shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after five years from the award date.

52.202-1 DEFINITIONS (JUL 2004)

(a) When a solicitation provision or contract clause uses a word or term that is defined in the Federal Acquisition Regulation (FAR), the word or term has the same meaning as the definition in FAR 2.101 in effect at the time the solicitation was issued, unless--

(1) The solicitation, or amended solicitation, provides a different definition;

(2) The contracting parties agree to a different definition;

(3) The part, subpart, or section of the FAR where the provision or clause is prescribed provides a different meaning; or

(4) The word or term is defined in FAR Part 31, for use in the cost principles and procedures.

(b) The FAR Index is a guide to words and terms the FAR defines and shows where each definition is located. The FAR Index is available via the Internet at http://www.acqnet.gov at the end of the FAR, after the FAR Appendix.

52.203-3 GRATUITIES (APR 1984)

(a) The right of the Contractor to proceed may be terminated by written notice if, after notice and hearing, the agency head or a designee determines that the Contractor, its agent, or another representative--

(1) Offered or gave a gratuity (e.g., an entertainment or gift) to an officer, official, or employee of the Government;

and

(2) Intended, by the gratuity, to obtain a contract or favorable treatment under a contract.

(b) The facts supporting this determination may be reviewed by any court having lawful jurisdiction.

(c) If this contract is terminated under paragraph (a) of this clause, the Government is entitled--

(1) To pursue the same remedies as in a breach of the contract; and

(2) In addition to any other damages provided by law, to exemplary damages of not less than 3 nor more than 10 times the cost incurred by the Contractor in giving gratuities to the person concerned, as determined by the agency head or a designee. (This subparagraph (c)(2) is applicable only if this contract uses money appropriated to the Department of Defense.)

(d) The rights and remedies of the Government provided in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law or under this contract.

52.203-5 COVENANT AGAINST CONTINGENT FEES (APR 1984)

(a) The Contractor warrants that no person or agency has been employed or retained to solicit or obtain this contract upon an agreement or understanding for a contingent fee, except a bona fide employee or agency. For breach or violation of this warranty, the Government shall have the right to annul this contract without liability or, in its discretion, to deduct from the contract price or consideration, or otherwise recover, the full amount of the contingent fee.

(b) "Bona fide agency," as used in this clause, means an established commercial or selling agency, maintained by a contractor for the purpose of securing business, that neither exerts nor proposes to exert improper influence to solicit or obtain Government contracts nor holds itself out as being able to obtain any Government contract or contracts through improper influence.

"Bona fide employee," as used in this clause, means a person, employed by a contractor and subject to the contractor's supervision and control as to time, place, and manner of performance, who neither exerts nor proposes to exert improper influence to solicit or obtain Government contracts nor holds out as being able to obtain any Government contract or contracts through improper influence.

"Contingent fee," as used in this clause, means any commission, percentage, brokerage, or other fee that is contingent upon the success that a person or concern has in securing a Government contract.

"Improper influence," as used in this clause, means any influence that induces or tends to induce a Government employee or officer to give consideration or to act regarding a Government contract on any basis other than the merits of the matter.

52.203-6 RESTRICTIONS ON SUBCONTRACTOR SALES TO THE GOVERNMENT (SEP 2006)

(a) Except as provided in (b) of this clause, the Contractor shall not enter into any agreement with an actual or prospective subcontractor, nor otherwise act in any manner, which has or may have the effect of restricting sales by such subcontractors directly to the Government of any item or process (including computer software) made or furnished by the subcontractor under this contract or under any follow-on production contract.

(b) The prohibition in (a) of this clause does not preclude the Contractor from asserting rights that are otherwise authorized by law or regulation.

(c) The Contractor agrees to incorporate the substance of this clause, including this paragraph (c), in all subcontracts under this contract which exceed the simplified acquisition threshold.

52.203-7 ANTI-KICKBACK PROCEDURES. (JUL 1995)

(a) Definitions.

"Kickback," as used in this clause, means any money, fee, commission, credit, gift, gratuity, thing of value, or compensation of any kind which is provided, directly or indirectly, to any prime Contractor, prime Contractor employee, subcontractor, or subcontractor employee for the purpose of improperly obtaining or rewarding favorable treatment in connection with a prime contract or in connection with a subcontract relating to a prime contract.

"Person," as used in this clause, means a corporation, partnership, business association of any kind, trust, joint-stock company, or individual.

"Prime contract," as used in this clause, means a contract or contractual action entered into by the United States for the purpose of obtaining supplies, materials, equipment, or services of any kind.

"Prime Contractor," as used in this clause, means a person who has entered into a prime contract with the United States.

"Prime Contractor employee," as used in this clause, means any officer, partner, employee, or agent of a prime Contractor.

"Subcontract," as used in this clause, means a contract or contractual action entered into by a prime Contractor or subcontractor for the purpose of obtaining supplies, materials, equipment, or services of any kind under a prime contract.

"Subcontractor," as used in this clause, (1) means any person, other than the prime Contractor, who offers to furnish or furnishes any supplies, materials, equipment, or services of any kind under a prime contract or a subcontract entered into in connection with such prime contract, and (2) includes any person who offers to furnish or furnishes general supplies to the prime Contractor or a higher tier subcontractor.

"Subcontractor employee," as used in this clause, means any officer, partner, employee, or agent of a subcontractor.

(b) The Anti-Kickback Act of 1986 (41 U.S.C. 51-58) (the Act), prohibits any person from -

(1) Providing or attempting to provide or offering to provide any kickback;

(2) Soliciting, accepting, or attempting to accept any kickback; or

(3) Including, directly or indirectly, the amount of any kickback in the contract price charged by a prime Contractor to the United States or in the contract price charged by a subcontractor to a prime Contractor or higher tier subcontractor.

(c)(1) The Contractor shall have in place and follow reasonable procedures designed to prevent and detect possible violations described in paragraph (b) of this clause in its own operations and direct business relationships.

(2) When the Contractor has reasonable grounds to believe that a violation described in paragraph (b) of this clause may have occurred, the Contractor shall promptly report in writing the possible violation. Such reports shall be made to the inspector general of the contracting agency, the head of the contracting agency if the agency does not have an inspector general, or the Department of Justice.

(3) The Contractor shall cooperate fully with any Federal agency investigating a possible violation described in paragraph (b) of this clause.

(4) The Contracting Officer may (i) offset the amount of the kickback against any monies owed by the United States under the prime contract and/or (ii) direct that the Prime Contractor withhold, from sums owed a subcontractor under the prime contract, the amount of any kickback. The Contracting Officer may order the monies withheld under subdivision (c)(4)(ii) of this clause be paid over to the Government unless the Government has already offset those monies under subdivision (c)(4)(i) of this clause. In either case, the Prime Contractor shall notify the Contracting Officer when the monies are withheld.

(5) The Contractor agrees to incorporate the substance of this clause, including this subparagraph (c)(5) but…