Issue Date: September 21, 2017 

DLA-STOCKPILE MATERIALS-001-

(NEGOTIATED)

SOLICITATION OF OFFERS

FOR STOCKPILE MATERIALS

DLA STRATEGIC MATERIALS

8725 John J. Kingman Road

Suite 3229

Fort Belvoir, Virginia 22060-6223

Telephone (703) 767-6500 

https://www.dla.mil/Strategic-Materials
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Sales Agreement Form
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TABLE OF CONTENTS

SALES AGREEMENT FORM.................................................................................................................. 2

SECTION A – SOLICITATION ............................................................................................................... 5

A.1. INTRODUCTION (SEP 17).............................................................................................................................. 5

A.2. WEB PAGE (SEP 17) ..................................................................................................................................... 5

A.3. MATERIAL DESCRIPTION (SEP 17).............................................................................................................. 5

A.4. FINANCIAL EXPOSURE LIMIT (JUN 17)....................................................................................................... 6

A.5. INSPECTION (SEP 17).................................................................................................................................... 6

A.6. FOREIGN TRADE REGULATIONS (MAR 11)................................................................................................. 6

A.7. WOOD PACKAGING MATERIALS REQUIREMENTS (JUN 06)....................................................................... 7

SECTION B – REGISTRATION TO PARTICIPATE IN THE SALES PROGRAM (SEP 17) ........ 8

SECTION C – PREPARATION AND SUBMISSION OF OFFERS................................................... 11

C.1. SUBMISSION OF OFFERS ONLINE (SEP 17)................................................................................................11

C.2. WEBSITE INFORMATION (SEP 17) .............................................................................................................12

C.3. UNIT PRICING (SEP 17)..............................................................................................................................12

C.4. PRICE ADJUSTMENTS FOR SPECIFIC MATERIALS (JUN 17) .....................................................................12

C.5. MINIMUM QUANTITY (JUN 17)..................................................................................................................13

C.6. LATE SUBMISSIONS, MODIFICATIONS, AND WITHDRAWALS OF OFFERS (SEP 17)..................................13

C.7. CONSIDERATION OF OFFERS (OCT 13) .....................................................................................................14

C.8. EVALUATION OF OFFERS (SEP 17) ............................................................................................................14

C.9. NEGOTIATION PROCEDURES (SEP 15).......................................................................................................14

C.10. DISCLOSURE OF INFORMATION (NOV 13).............................................................................................16

C.11. CONTRACT AWARD (OCT 13)................................................................................................................16

C.12. UNSUCCESSFUL OFFERORS (NOV 13)....................................................................................................16

SECTION D – PAYMENT ...................................................................................................................... 17

D.1. PAYMENT (SEP 17).....................................................................................................................................17

D.2. PAYMENT DUE DATE (NOV 13) .................................................................................................................18

D.3. INTEREST (NOV 13)....................................................................................................................................18

D.4. PENALTY AND ADMINISTRATIVE CHARGES (MAY 04).............................................................................18

SECTION E – MATERIAL REMOVAL ............................................................................................... 19

SECTION F – SHIPPING ........................................................................................................................ 20

F.1. REQUEST FOR SHIPMENT (SEP 17)............................................................................................................20

F.2. INSURANCE REQUIREMENTS (DEC 07)......................................................................................................21

F.3. WEIGHING (JUN 17)...................................................................................................................................22

F.4. WEIGHT DISCREPANCY (JUN 17) ..............................................................................................................22

F.5. ASSUMPTION OF RISK AND DISCLAIMER OF LIABILITY (JAN 02)............................................................22

F.6. ADJUSTMENT FOR VARIATION IN QUANTITY OR WEIGHT (JUN 17)........................................................22

F.7. ENVIRONMENTAL POLICY (OCT 16) .........................................................................................................23

F.8. ENVIRONMENTAL PROTECTION (JUN 17)................................................................................................. 23

F.9. ACCIDENT REPORTING (AUG 09)..............................................................................................................25

SECTION G – CONTRACT ADMINISTRATION DATA .................................................................. 26

G.1. AMENDMENTS AND MODIFICATIONS (MAR 11)........................................................................................26

G.2. TITLE (JAN 15)...........................................................................................................................................26

G.3. RISK OF LOSS (JAN 15)..............................................................................................................................26

G.4. LIMITATION ON GOVERNMENT’S LIABILITY (JAN 14).............................................................................26
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G.5. AGENCY PROTESTS (JUN 17).....................................................................................................................26

G.6. DISPUTES (MAR 11) ...................................................................................................................................28

G.7. DEFAULT (JAN 14) .....................................................................................................................................29

G.8. APPLICABLE LAW FOR BREACH OF CONTRACT CLAIM (JUL 06)............................................................30

G.9. BANKRUPTCY (JAN 07) ..............................................................................................................................30

G.10. TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (DEC 97) ..................................................31

G.11. EXCUSABLE DELAYS (DEC 07) ..............................................................................................................31

G.12. SETOFF OF FUNDS (MAY 04)..................................................................................................................32

G.13. INDEMNIFICATION AGREEMENT (JAN 02) ............................................................................................32

G.14. COVENANT AGAINST CONTINGENT FEES (JAN 95) ..............................................................................32

SECTION H – DEFINITIONS (SEP 17) ................................................................................................ 34

SECTION I – SUBMITTALS .................................................................................................................. 35

I.1. SALE OF GOVERNMENT PROPERTY NEGOTIATED SALES CONTRACT (SEP 17) [SAMPLE ONLY]......36

I.2. OFFER ITEMS ..............................................................................................................................................37

I.3. CERTIFICATE OF INDEPENDENT PRICE DETERMINATION (JAN 14) [SAMPLE ONLY].........................38

I.4 CERTIFICATION REGARDING RESPONSIBILITY MATTERS (OCT 15) [SAMPLE ONLY].......................39

I.5. CERTIFICATION REGARDING AUTHORIZED PERSONS (SEP 17) [SAMPLE ONLY]...............................42

I.6. TYPE OF BUSINESS ORGANIZATION (JUN 17) [SAMPLE ONLY]...........................................................43

I.7. CONTRACTOR’S MAILING ADDRESS (OCT 13) [SAMPLE ONLY].........................................................44

I.8. CONTRACTOR’S BILLING ADDRESS (OCT 13) [SAMPLE ONLY] ..........................................................45

I.9. DISPUTES – AGREEMENT TO USE ALTERNATIVE DISPUTE RESOLUTION (DEC 16) [SAMPLE ONLY] 46

I.10. SPECIAL CERTIFICATIONS (JUN 17)......................................................................................................47
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SECTION A – SOLICITATION

A.1. Introduction (SEP 17)

a. The Defense Logistics Agency (DLA), DLA Strategic Materials, is soliciting offers

for the sale of various stockpile materials in Fiscal Year 2018. Separate amendments 

will be issued to set specific materials and quantities to be offered under this 

Solicitation DLA-Stockpile Materials-001-(Negotiated) (Negotiated Solicitation). 

In future fiscal years, offerings will be dependent upon sales authority for the 

materials in those years and market conditions.

b. This Negotiated-type solicitation covers negotiated offerings of stockpile materials

and is issued pursuant to the Sales Program Agreement executed by the Contracting

Officer and the Contractor as part of the Contractor’s single-point registration (see

SECTION B - REGISTRATION TO PARTICIPATE IN THE SALES

PROGRAM (SEP 17) of this Negotiated Solicitation).

B.2. Web Page (SEP 17)

a. DLA Strategic Materials will post all offerings under this Negotiated Solicitation on

its online sales site at https://businessportal.dla.mil/irj/portal. Offerings will be

established by the issuance of separate Amendments to this Negotiated Solicitation.

b. DLA Strategic Materials will send email notifications when new solicitations or

amendments are issued. Offerors that are not already receiving such notices must

sign up to receive email notifications from the DLA Strategic Materials online sales

site, https://businessportal.dla.mil/irj/portal.

C.3. Material Description (SEP 17)

a. A description of the materials offered for sale, including available analytical

information, will be listed on the DLA Strategic Materials online sales site

(https://businessportal.dla.mil/irj/portal) and the DLA Strategic Materials Website

(https://www.dla.mil/Strategic-Materials). The materials are located at the storage 

location(s) specified on the sites.

b. Additional information on the material description will be added in this paragraph

for specific stockpile materials, as required, through issuance of Amendments to this

Negotiated Solicitation.

c. Government records indicate that the materials conform to the data in this Section

A.3., the Amendments issued to this Negotiated Solicitation for specific materials,

and as posted on the DLA Strategic Materials online sales site and the DLA Strategic 

Materials Website; however, no warranty or guarantee is made that the materials so 

conform or that they will be suitable for any particular purpose.
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A.4. Financial Exposure Limit (JUN 17)

a. DLA Strategic Materials will establish a financial exposure limit (maximum

level of business DLA Strategic Materials intends to allow) for each

Offeror. The financial exposure limit shall be determined based upon the

following:

(1) Financial Position of the Offeror

(2) Past Performance

(3) References (Suppliers, Financial Institutions)

(4) Credit Reports

b. If the Contractor reaches its financial exposure limit, DLA Strategic

Materials, solely at its discretion, may determine to make no subsequent

awards to the firm until such time as the Contractor satisfactorily performs

existing contracts or DLA Strategic Materials increases the exposure limit.

c. All contracts awarded to a Contractor by DLA Strategic Materials will be

applied against the Contractor’s financial exposure limit.

d. DLA Strategic Materials may decide to make an award to an Offeror:

(1) without the prior establishment of a financial exposure limit; or (2) at a

dollar amount which exceeds the Offeror’s previously established financial

exposure limit. These actions will be taken only if the Contracting Officer

determines that the award is in the best interest of the Government.

e. A Contractor may request that the Contracting Officer conduct another

review of its financial exposure limit at any time.

A.5. Inspection (SEP 17)

Specific conditions for the inspection of material will be provided in separate 

Amendments to this Negotiated Solicitation. 

A.6. Foreign Trade Regulations (MAR 11)

a. The Contractor shall determine any export license requirements, obtain any export

license or other official authorization required for export, and carry out any U.S.

Customs formalities for the export of any material awarded under this Solicitation.

b. The Contractor shall comply with United States Bureau of the Census, Department

of Commerce, Foreign Trade Regulations and Export Administration Regulations

as set forth in 15 CFR Parts 30 and 732 (latest editions).

c. The Contractor shall comply with the requirements set forth in 15 CFR 30 regarding

filing of electronic export information (EEI).
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d. DLA Strategic Materials shall not be named as the United States Principal Party in

Interest (USPPI). DLA Strategic Materials will not execute any Shipper’s Export

Declaration (SED) or file any EEI through the Automated Export System (AES) or

AESDirect required by the Foreign Trade Regulations.

A.7. Wood Packaging Materials Requirements (JUN 06)

Wood packaging materials utilized in the storage and shipment of National Defense 

Stockpile materials, including, but not limited to, pallets, boxes, kegs, and dunnage 

lumber, do not meet the requirements of U.S. Department of Agriculture Regulations at 7 

CFR 319.40 or International Standards for Phytosanitary Measures (ISPM) 15, 

“Guidelines for Regulating Wood Packaging Materials in International Trade.” Stockpile 

wood packaging materials have not been heat treated or fumigated with methyl bromide 

and are not marked to indicate that they meet the requirements of these regulations and 

standards. As a result, it may not be possible to export or import these wood packaging 

materials. 

END OF SECTION A
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SECTION B – REGISTRATION TO PARTICIPATE IN THE SALES PROGRAM (SEP 17)

1. Offerors shall register to participate in the DLA Strategic Materials sales program by

completing a single-point registration on the DLA Strategic Materials online sales site 

at: https://businessportal.dla.mil/irj/portal. As part of the registration, Offerors must 

have previously established a Financial Exposure Limit with DLA Strategic Materials 

or must establish a Financial Exposure Limit at the time of registration (see Section 

A.5. Financial Exposure Limit (JUN 17) for exceptions). The single-point

registration includes the completion and submittal of the following: Sales Agreement

Form and Sections I.4., I.6., I.7., I.8., and I.9., which are part of the Negotiated

Solicitation.

2. In order to qualify under the Negotiated Solicitation, an Offeror must first register for

a DLA Strategic Materials sales account, by following the directions posted on the

DLA Strategic Materials online sales site at: https://businessportal.dla.mil/irj/portal. 

Complete instructions for registering for a sales account; establishing contact and 

company profiles; registering for the negotiated solicitation type; and accepting 

Amendments for one or more specific materials may be found on the DLA Strategic 

Materials Website at https://www.dla.mil/Strategic-Materials by clicking on the 

“Sales” tab and then the tab titled “Customer Information Guides.” The guides are 

available to assist first time users when attempting to register and develop a business 

relationship with DLA Strategic Materials.

3. Offerors must complete the single-point registration before registering for the

negotiated solicitation type. Offerors shall register for the negotiated solicitation type

by submitting the completed Section I.5. of the Negotiated Solicitation.

4. Single-point registration and Solicitation type selection may only be completed online

through the DLA Strategic Materials online sales site. Sample copies of submittals are

provided herein; however, all registrations must be completed online. Acceptance of

Amendments for the specific materials must also be submitted online. Any Special

Certifications required under Section I.10. of the Negotiated Solicitation shall be

submitted in accordance with the amendment for the material which requires the

certification.

4. New sales program registrants must submit copies of the most recent income

statement, balance sheet, list of company credit references and any other

documentation that will verify the financial level of business transactions. Copies of

this documentation should be emailed to the attention of the DLA Strategic Materials

Directorate of Contracting, Program Analyst, at

DLAStrategicMaterialsSales@dla.mil. Current participants in the sales program that

already have an established financial exposure limit will be required to submit

updated financial information in accordance with Item 10, below.

5. The Government will evaluate the single-point registration and financial

documentation to determine whether or not the Offeror is considered responsible
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and eligible for award. An Offeror’s single-point registration will not be approved 

and Offerors will not be eligible to participate in negotiated offerings unless the 

Contracting Officer makes an affirmative determination of responsibility. The 

Contracting Officer may also consider other factors in determining an Offeror’s 

responsibility, including, but not limited to, a review of exclusion records available 

in the System for Award Management (SAM) and items listed in paragraph 7, 

below. 

7. To be determined responsible and eligible for an award, all Offerors shall have

adequate financial resources, a satisfactory performance record with DLA Strategic

Materials, and a satisfactory record of integrity and ethics. For example, an Offeror

may be determined to be non-responsible and therefore ineligible to participate in

DLA Strategic Materials sales offerings or the Contracting Officer may rescind an

approval of a single-point registration, if there is a record of poor payment (e.g.,

payments made with insufficient funds) or poor performance (e.g., failure to pay for

or remove material on time) on any of an Offeror’s contracts. In addition to looking

at past performance, DLA Strategic Materials will also review the financial

statements and references submitted by the Offeror, as well as the current Dun &

Bradstreet report and any other credit reports.

8. If the Contracting Officer determines that the Offeror is responsible, the

Contracting Officer will approve the registration online. The Contracting Officer’s

approval will include the completed Sales Agreement Form and an Acceptance

Letter that will set forth the financial exposure limit and identify whether or not any

specially requested terms have been granted. If the Contractor changes any of the

submittals in Sections I.4., I.6., I.7., I.8., or I.9., after the registration has been

approved, the Contractor’s registration will be returned to a “pending” status and

will require re-approval by a Contracting Officer.

9. The Offeror will not be eligible to submit Offers until the Contracting Officer has

approved the registration and returned the signed Sales Agreement Form and the

Acceptance Letter. The Contracting Officer’s approval of the registration will

enable the Offeror to access the solicitation types and the amendments for specific

materials. However, the approval of the single-point registration does not establish

a contractual relationship between the parties. The Amendment(s) must be

acknowledged before an Offeror may submit Offers online for the material(s).

Online submission is the only submission method permitted under the Negotiated

Solicitation.

10. DLA Strategic Materials may require the Contractor to submit updated information,

including financial information, at any time during the Contractor’s registration

term. A Contractor may request that the Contracting Officer conduct another

review of its financial exposure limit at any time.
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11. The term of the registration shall be for two years unless the Contracting Officer

rescinds the approval of a company registration or the Negotiated Solicitation is

superseded by another Negotiated Solicitation before that time. The Contracting

Officer shall specify the registration period on the Sales Agreement Form and in the

Acceptance Letter. Offerors shall be required to re-register online prior to the end

of the registration period.

END OF SECTION B
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SECTION C – PREPARATION AND SUBMISSION OF OFFERS

C.1. Submission of Offers Online (SEP 17)

a. DLA Strategic Materials will post all offerings under this Negotiated Solicitation on

its online sales site at https://businessportal.dla.mil/irj/portal by issuance of

Amendments to this Negotiated Solicitation.

b. All Offerors registered under Section B are invited to offer.

c. Offers, modifications, and revisions to offers must be submitted through the DLA

Strategic Materials online sales site. This is the only transmission method

authorized by the Negotiated Solicitation. Offers, modifications, and revisions to

offers submitted by any other transmission method (i.e., electronic mail, facsimile,

commercial delivery service, mail, or hand delivery) will NOT be accepted. In

order to submit Offers online, Offerors must register for an online sales account

(SECTION B – REGISTRATION TO PARTICIPATE IN THE SALES

PROGRAM (SEP 17), Paragraph 2); establish a contact profile; company profile

(or individual profile); complete the single-point registration; register for the

Negotiated solicitation type by designating authorized persons and completing

Section I.5.; and accept the Amendments for one or more specific materials.

d. The Offeror agrees, if its offer is accepted by the Government within thirty (30)

DLA Strategic Materials business days from the date specified in the Amendment to

the Negotiated Solicitation for receipt of offers, to purchase all material on which

offers are made at the price offered and to take delivery of the material within the

time specified in the executed Section I.1. Sale of Government Property

Negotiated Sales Contract (SEP 17).

e. Unless a designation of agent is on file at DLA Strategic Materials, an Offeror

submitting an offer as agent for another party shall submit written proof, either prior

to or with the offer, that it is authorized to act as agent and shall tender the offer in

the name of the principal.

f. Offers submitted through the DLA Strategic Materials online sales site constitute an

electronic signature certifying that the official submitting the Offer has the authority

to bind the company. Company officials are cautioned that individuals given the

roles of “Administrator” and “Offeror” for the company will be able to submit an

Offer for any material under this Negotiated Solicitation once the registration

process is completed and the Amendment(s) for that material are accepted. The

Government will not bear any responsibility if unauthorized company personnel are

provided the roles of “Administrator” and “Offeror” by the company.

g. Submission of an online Offer will result in the generation of a Section I.1. Sale of

Government Property Negotiated Sales Contract (SEP 17) and Section I.2. Offer

Items.
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C.2. Website Information (SEP 17)

a. Offerors requiring additional information on sales or experiencing problems

accessing the website between 8:00 a.m. and 4:00 p.m., local time Fort Belvoir,

VA, Monday through Friday, Federal holidays excepted, should contact the

following:

DLA Strategic Materials Contracting (703) 767-6500

b. At all other times, questions regarding the online sales site should be sent to DLA

Strategic Materials at this email address: DLAStrategicMaterials@dla.mil.

c. For questions regarding online sales accounts and log in problems, Offerors are

advised to forward a request to the email address in paragraph b., above. Log in to

the website requires registration for an online sales account (see SECTION B –

REGISTRATION TO PARTICIPATE IN THE SALES PROGRAM (SEP 17),

Paragraph 2) with a 15-character strong password.

Note: Password resets are handled by the DLA Enterprise Helpdesk (EHD) and

can be done by contacting the helpdesk at 855-352-0001. Users are encouraged to

keep their password up to date to keep their password from expiring. The

Government will not be responsible if a password cannot be reset prior to the time

offers are due if an Offeror requests a reset within a period of time shorter than the

time the EHD requires to process the reset. Offerors are therefore encouraged to

view the offering as soon as possible and to begin the process of offer submission

in sufficient time to complete the submission prior to the time offers are due. The

same process applies to the submission of Best and Final Offers (BAFO), if

BAFOs are requested.

d. Any type of technical issue (e.g., an outage) with the online sales site, which is

within the four hours immediately prior to the time set for receipt of offers, may

result in an extension of the time set for receipt of offers in accordance with Section

C.6.d. of the Negotiated Solicitation. DLA Strategic Materials will make a decision

regarding the extension based on the prevailing circumstances.

e. The inability of an individual user to access the online sales site and submit an

Offer caused by failure of the user’s hardware, software, Internet Service Provider,

or the World Wide Web itself, is not cause for extending or canceling an offering.

C.3. Unit Pricing (SEP 17)

Pricing for each stockpile material offered under this Negotiated Solicitation shall be as 

stated in future Amendments. 

C.4. Price Adjustments for Specific Materials (JUN 17)

Any price adjustments for specific materials shall be stated in future Amendments. 
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C.5. Minimum Quantity (JUN 17)

The minimum offer quantity for each stockpile material offered under this Negotiated

Solicitation shall be as stated in future Amendments. 

C.6. Late Submissions, Modifications, and Withdrawals of Offers (SEP 17)

a. Offerors are responsible for submitting offers, and any revisions, and modifications,

so as to reach the Government office designated in the Solicitation by the time

specified in the Solicitation. The only transmission method authorized by the

Solicitation is by online submission through the DLA Strategic Materials online

sales site at https://businessportal.dla.mil/irj/portal.

b. (1) Any offer, modification, or revision, that is received at the designated

Government office after the exact time specified for receipt of offers is “late” 

and will not be considered unless it is received before award is made, and— 

(i) There is acceptable evidence to establish that it was received at the activity

designated for receipt of offers and was under the Government’s control

prior to the time set for receipt of offers, and the Contracting Officer

determines that accepting the late offer would not unduly delay the sale; or

(ii) It was the only offer received.

(2) However, a late modification of an otherwise successful offer, that makes its

terms more favorable to the Government, will be considered at any time it is

received and may be accepted.

c. The only acceptable evidence to establish the time of receipt at the Government

installation is the time/date stamp on the online submission.

d. If an emergency or unanticipated event interrupts normal Government processes so

that offers cannot be received at the Government office designated for receipt of

offers by the exact time specified in the Solicitation, and urgent Government

requirements preclude amendment of the Solicitation closing date, the time

specified for receipt of offers will be deemed to be extended to the same time on the

next DLA Strategic Materials business day.

e. Within the time frame of the initial offering or the BAFO offering (if any), Offerors may

submit modifications to their offer or BAFO through the website at any time before the

closing date and time of the offering or BAFO offering, respectively.

f. Offers may be withdrawn through the website at any time before award. The solicitation

authorizes online offers only.

g. Offerors may submit best and final offers (BAFOs) only if requested or allowed by the

Contracting Officer.
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h. The Contracting Officer shall promptly notify any Offeror if its offer, modification, or

revision was received late, and inform the Offeror whether its offer will be considered.

C.7. Consideration of Offers (OCT 13)

a. The Government reserves the right to --

(1) Reject any or all offers;

(2) Waive any informalities and minor irregularities in an offer;

(3) Award a quantity less than the quantity offered on at the unit price offered; and

(4) Accept any one item or group of items in an offer, as may be in the best

interest of the Government.

b. Notwithstanding Section C.7.a.(3), Offerors may submit multiple offers at

various unit prices and may specify a minimum or maximum quantity. The

minimum quantity specified cannot be less than the minimum quantity set

forth in Section C.5.

c. The Government may request specific documentation to support the offer

submitted. Failure to provide the documentation, if requested, may result in

the Offeror being determined to be ineligible for award.

C.8. Evaluation of Offers (SEP 17)

The evaluation factors for each stockpile material offered under this Negotiated 

Solicitation shall be as stated in future Amendments. 

C.9. Negotiation Procedures (SEP 15)

The Government intends to evaluate offers and award a contract after conducting 

discussions with all Offerors whose offers have been determined to be within the 

competitive range. However, the Government reserves the right to award without 

discussions. Accordingly, Offerors are advised to include their best possible terms in 

their initial offer.

If the Government determines that holding discussions is in its best interest, the following 

procedure will be utilized: 

a. Competitive Range – The competitive range shall be established to include the

most highly rated proposals on the basis of price and other factors that are stated in

the solicitation.
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b. Negotiations/Discussions – Only Offerors within the competitive range will be

contacted to schedule the day and time for discussions to be conducted.

Negotiations will be conducted only with the company official signing Section I.1

Sale of Government Property Negotiated Sales Contract (SEP 17) or an

individual specifically authorized as an “Administrator” or an “Offeror” in Section

I.5 Certification Regarding Authorized Persons (SEP 17). The content and

extent of the discussions is a matter of the Contracting Officer’s judgment, based on

the particular facts of the sale and each Offeror’s initial offer.

c. Discussion Session – Only one discussion session per Offeror is intended. In order

to facilitate meaningful discussions, Offerors should:

(1) Be prepared to discuss:

(i) All prices and terms included in the initial offer;

(ii) Supporting documentation and justification for the derivation of prices

offered and other terms the Offeror wishes to negotiate; and

(iii) Removal schedule.

(2) Arrange to have appropriate support personnel present during discussions, i.e.,

Purchasing, Marketing, etc.

d. Best and Final Offer Requests - At the conclusion of discussions, all Offerors

with which discussions were conducted will be requested to submit a best and final

offer (BAFO). Oral requests for the best and final offer will be confirmed in

writing. Each individual BAFO request will include the following:

(1) Notice that discussions are concluded;

(2) Time and date by which the BAFO must be submitted;

(3) Notice that BAFOs are subject to Section C.6. Late Submissions,

Modifications, and Withdrawals of Offers (SEP 17);

(4) A record of negotiated issues and understandings between the Government and

the Offeror (as applicable);

(5) A list of remaining questions/deficiencies (if any);

(6) A caution to Offerors to provide supporting documentation for any changes to

their prior offers as revised during discussions; and

(7) Notice that the Government intends to evaluate best and final offers and award

a contract without further discussions.

e. Best and Final Offer Responses – The BAFO should strictly conform to the best

and final offer request. If the Offeror does not submit a BAFO, the initial offer will

be considered as the best and final offer. Changes that are not fully supported by

documentation may not be evaluated or considered.

f. Subsequent Discussions/BAFO Requests – Generally, only one best and final

offer will be requested. After receipt of best and final offers, discussions will not be

reopened unless the Government determines that it is in its best interest to do so. If
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discussions are reopened, an additional request for best and final offers will be 

issued to all Offerors that remain in the competitive range.

C.10. Disclosure of Information (NOV 13)

Contractor proprietary or confidential information in offers/discussions/BAFOs 

will not be disclosed to the public or used by the Government except for 

evaluation purposes, unless required by law. 

C.11. Contract Award (OCT 13)

A written award signed by the Contracting Officer and sent to a successful 

Offeror within the time specified for acceptance shall result in a binding contract 

incorporating all the terms and conditions of this Solicitation unless otherwise 

stated in the executed Section I.1 Sale of Government Property Negotiated 

Sales Contract (SEP 17). 

C.12. Unsuccessful Offerors (NOV 13)

The Contracting Officer shall notify unsuccessful Offeror(s) at the earliest 

practicable time of the basis for non-award.

END OF SECTION C
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SECTION D – PAYMENT

D.1. Payment (SEP 17)

a. Payment shall be made in U.S. dollars.

b. All payments shall be made only by wire transfer (Fedwire for domestic, within U.S. 

wire payment; or International wire transfer for wire payments from outside the 

U.S.). This includes payments for material, adjustments for variations in quantity or 

weight of material shipped, storage charges, interest, penalty charges, administrative 

charges, or any other charges. If attempted payments are made by check, the 

payment will be returned to the sender. The Contractor will incur charges if 

payments are delinquent.

c. Payment by wire transfer (Fedwire or International).

(1) Wire transfer payment shall be made in accordance with the Fedwire and

International Payment Procedures (latest version) instructions posted on the 

DLA Strategic Materials Website at https://www.dla.mil/Strategic-Materials. 

Fees for wire transfers are the responsibility of the Contractor. Payment shall 

be accompanied by identifying information including the contract number;

modification number (if applicable); invoice number (if applicable); and

the name of the material purchased.

(2) If wire transfer payment is not made in accordance with the Fedwire and

International Payment Procedures (latest version) instructions or if

identifying information is not provided, shipment of material may be delayed,

the wire transfer may be returned to the sender, or a Contractor may incur

charges if payments are delinquent.

d. Invoices issued for adjustments for variations in quantity or weight, storage charges,

interest, penalty charges, or administrative charges shall be paid promptly.

e. If payment is not made in full within 30 calendar days of issuance of an invoice as

specified in D.1.d., the Contractor will be considered delinquent and any

outstanding charges will be reduced by any subsequent payments. No material will

be released until all delinquent charges are paid. (See Sections F.1.b. and G.12.)

f. Instructions will be provided in future Amendments for stockpile materials offered

under this Negotiated Solicitation which are subject to formula pricing and the

submission of a pricing declaration worksheet.
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D.2. Payment Due Date (NOV 13)

a. Payment will be made before shipment of material and before the end of the

contract period specified in the executed Section I.1. Sale of Government

Property Negotiated Sales Contract (SEP 17). If payment is not received by 2:00

p.m., local time Fort Belvoir, VA, on the payment due date, payment will not be

credited until the next Government business day. Interest and penalty charges will

accrue accordingly.

b. Amounts shall be due at the earliest of the following dates:

(1) The final day of the contract period specified in Section I.1. Sale of

Government Property Negotiated Sales Contract (SEP 17) (with or

without the issuance of an invoice by the Government); or

(2) The date of the first written demand for payment under the contract, including

any demand resulting from a default termination, unless paid within 30 days

of becoming due.

c. In the event the payment due date falls on a Saturday, Sunday, or Federal holiday,

then the payment due date will be extended to the next Government business day.

D.3. Interest (NOV 13)

All amounts that become payable by the Contractor to the Government under this 

contract shall bear simple interest from the date due until paid at the Prompt Payment 

interest rate. The Prompt Payment interest rate shall be the interest rate established by 

the Secretary of the Treasury as provided by 41 U.S.C. § 611 and Public Law 92-41. The 

rate can found in the Federal Register and is applicable to the period in which the amount 

becomes due, as provided in Section D.2.b., above. 

D.4. Penalty and Administrative Charges (MAY 04)

In addition to interest charges specified in Section D.3., above, a penalty charge of 6 

percent per annum shall be assessed on any debt principal that is delinquent more than 90 

calendar days. Penalty charges shall accrue from the date the principal amount due 

becomes delinquent until paid. Additional administrative charges may be assessed, if 

needed. Administrative charges relating only to delinquent debts will be assessed to 

cover expenses incurred by the Government in the recovery of such debts. 

END OF SECTION D
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SECTION E – MATERIAL REMOVAL

The Removal of Material for each stockpile material offered under this Negotiated 

Solicitation shall be as stated in future Amendments. 

END OF SECTION E
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SECTION F – SHIPPING

F.1. Request for Shipment (SEP 17)

a. Shipment of stockpile materials requires either handling and outloading by and at

the expense of the Contractor or delivery is F.O.B. carrier’s conveyance,

depending on the material. Specific requirements for each material will be

provided in future Amendments.

b. With the exception of the final request for shipment under the contract, the

Contractor shall furnish commercial bills of lading to the designated depot at least

five (5) DLA Strategic Materials business days prior to the date shipment is

required to commence. For the final shipment request, the Contractor shall

furnish commercial bills of lading to the designated depot at least ten (10) DLA

Strategic Materials business days prior to the expiration of the contract.

Simultaneously, the Contractor shall submit shipping instructions to the

Contracting Officer by submitting a Shipping Request online through the DLA

Strategic Materials online sales site. The Government will only accept Shipping

Requests from those individuals designated as a “Shipment Requestor” in Section

I.5. Certification Regarding Authorized Persons (SEP 17). No material will

be shipped under the provisions of this contract or any other contract the

Contractor has with DLA Strategic Materials until all outstanding

delinquent charges and payments have been satisfied.

c. “Shipping Instructions” shall include the following:

(1) Quantity of material to be released, unit price and total dollar value.

(2) Designation of type and kind of conveyance.

(3) Name of the carrier (including a telephone number where a

contact can be reached).

(4) “Ship to” location.

(5) Minimum load per conveyance (optional)

(6) Desired shipping schedule.

(7) Name and telephone number of an agent who can furnish additional shipping 

information if needed.

(8) Any additional pertinent information, including outloader and sampler

information.

d. The shipping schedule shall allow sufficient time for the Government to 

reasonably meet such schedule prior to the last day of the contract period 

commensurate with existing loading facilities and other commitments at the 

Government’s storage locations. Information regarding Government 

commitments may be obtained from the DLA Strategic Materials Website at

https://www.dla.mil/Strategic-Materials. The Government shall determine the 

order in which the material is scheduled, coordinated, and outloaded.
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e. For Stockpile Materials for which Delivery is F.O.B. Carrier’s Conveyance.

Outloading will be accomplished by truck. The Government will provide lumber

and nails, if available from depot stock upon request from the Contractor’s

designee/driver. The Contractor’s designee shall perform any necessary

procedure(s) to ensure the cargo is safely secured prior to leaving the depot. The

Government will not block, chock, brace, lash, band, or in any manner secure the

cargo on the Contractor’s conveyance(s). The designee shall witness the loading.

Any expenses over and above those normally incurred by the Government to meet

the public carrier’s requirements for loading like materials will be at the expense of

the Contractor.

f. For Stockpile Materials for which Handling and Outloading Must be

Performed by and at the Expense of the Contractor. The Contractor’s designee

shall perform any necessary procedure(s) to ensure cargo is safely secured prior to

leaving the depot. Outloading will be accomplished by truck. The Contractor will

be responsible for any damage to the roads at the storage location above normal

wear and tear. Upon completion of the outloading, the Contractor and/or its

agent(s) and employees shall make certain that the storage site is clean and in a

condition acceptable to the Government. Any debris or foreign matter generated

through the use of materials and/or equipment brought into the storage area to

facilitate the outloading shall be removed from the storage location by the

Contractor and/or its agent(s) at the Contractor’s expense.

g. The Contractor, its agents and employees shall comply with all applicable rules at

the storage depot; Federal, state and local load limitations; and all safety, health,

and environmental requirements, including the Environmental Safety and

Occupational Health Policy of DLA Strategic Materials. See also Section F.7.

Environmental Policy (OCT 16)

h. Requests for shipment shall be for a minimum quantity of material. The quantity

will be specified in subsequent Amendments to this Negotiated Solicitation.

Shipping instructions and information requested in Section F.1.c., above, must be

submitted as a Shipping Request through the DLA Strategic Materials online sales

site.

i. The Contractor shall pay $100 per day if the Contractor’s conveyance fails to report

to an unstaffed storage location as scheduled. The DLA Strategic Materials storage

locations in Lordstown, OH; Point Pleasant, WV; and Wenden, AZ are unstaffed.

F.2. Insurance Requirements (DEC 07)

The Contractor shall procure and maintain, and require any subcontractor to 

procure and maintain, during the entire period of performance under this contract, 

such insurance as stipulated herein. 

a. Workers’ compensation and employer’s liability. The Contractor is required

to comply with applicable Federal and State workers’ compensation and
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occupational disease statutes. Employer’s liability coverage of at least 

$100,000 is required, except in States with exclusive or monopolistic funds 

that do not permit workers’ compensation to be written by private carriers.

b. General liability. Bodily injury liability insurance coverage written on the

comprehensive form of policy of at least $500,000 per occurrence.

c. Automobile liability insurance written on the comprehensive form of policy

is required. The policy shall provide for bodily injury and property damage

liability covering the operation of all motor vehicles used in connection with

performing the contract. Policies covering motor vehicles operated in the

United States shall provide coverage of at least $200,000 per person and

$500,000 per occurrence for bodily injury and $20,000 per occurrence for

property damage. The amount of liability coverage on other policies shall

be commensurate with any legal requirements of the locality and sufficient

to meet normal and customary claims.

F.3. Weighing (JUN 17)

Weighing of stockpile materials is material-specific. The requirements for each material 

will be provided in subsequent Amendments. 

F.4. Weight Discrepancy (JUN 17)

The requirement for a Weight Discrepancy provision is material-dependent. If required, 

this clause will be included in a subsequent Amendment. 

F.5. Assumption of Risk and Disclaimer of Liability (JAN 02)

The Contractor, its assigns or agents, assumes full responsibility for all injury or 

damage to persons or property occasioned by or occurring in connection with or 

incident to any use or possession of this material by the Contractor, Contractor’s 

employees, or any person subject to the Contractor’s control. The Government 

assumes no liability for any damages to the property of the Contractor, any other 

person or property, or any personal injury, illness, disability or death to the 

Contractor, Contractor's employees or any other person subject to Contractor's 

control, or for any other consequential damages arising from or incident to the 

purchase, use, loading, processing, disposition, or any subsequent operation 

performed upon, exposure to or contact with any component, part, constituent or 

ingredient of this item, material or substance. 

F.6. Adjustment for Variation in Quantity or Weight (JUN 17)

The Government reserves the right to vary the quantity or weight delivered by a specific 

percentage from the quantity or weight listed in the awarded contract and the Contractor 

agrees to accept delivery of any quantity or weight within these limits. The contract price 

will be adjusted upward or downward in accordance with the unit price and on the basis 
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of the quantity or weight actually delivered. The percentage is material-dependent and 

will be specified in subsequent Amendments. 

F.7. Environmental Policy (OCT 16)

The Contractor, its agents and employees shall comply with the current Environmental 

Safety and Occupational Health Management System Policy of DLA Strategic Materials

while on storage facilities where stockpile material is stored. The Contractor shall review

the policy statement for the DLA Strategic Materials Environmental, Safety and

Occupational Health Management System (ESOHMS) and each depot’s ESOHMS

Orientation Guide for Contractors and Visitors. The Contractor’s representatives who 

come onto storage facilities where stockpile material is stored shall sign the depot’s

ESOHMS Orientation Guide to acknowledge review. All documentation is available on 

the DLA Strategic Materials Website at: 

https://www.dla.mil/Strategic-Materials/Resource

F.8. Environmental Protection (JUN 17)

a. Transportation Requirements

(1) The transportation of hazardous material is governed by Department of

Transportation (DOT) Hazardous Materials Regulations (Title 49 Code of

Federal Regulations, Parts 170-189). If the material being transported is

covered by DOT Regulations, the Contractor or its agent is responsible for

certifying to DOT that hazardous materials are properly classified, described,

packaged, marked, and labeled and are in a condition safe to transport based on

the Contractor’s or its agent’s own examination of the material. (See

especially 49 CFR 173.7(a) (1).)

(2) The Government reserves the right to conduct reasonable inspection of the

Contractor’s or its agent’s transportation conveyances or other equipment

utilized to effect removal of the material purchased under this Negotiated

Solicitation and Amendments thereto. Inspection may occur prior to, during,

or subsequent to removal of the material from Government storage locations.

The Contractor or its agent shall provide Government representatives with

access and any reasonable assistance required to conduct this inspection.

b. Safety Data Sheets

(1) Offerors are warned that unprotected exposure to hazardous substances,

hazardous materials and hazardous chemicals may significantly increase the

risk of health problems. The Contractor shall comply with all applicable

Occupational Safety and Health Administration (OSHA) and any other

Federal, state or local laws, codes, ordinances, and regulations (including

obtaining any required licenses or permits) governing exposure to, and storage,

handling, transportation, and disposition of, this material.
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(2) Safety Data Sheets as required by OSHA Hazard Communication Standard -29 

CFR 1910.1200 are incorporated herein. (See copies of the Safety Data Sheets 

for the materials offered for sale posted on the DLA Strategic Materials

Website at: https://www.dla.mil/Strategic-Materials.) This data provides 

specific toxicity and health related data for the protection of human health and 

the environment. Offerors should review this information carefully. It is the 

responsibility of the Contractor to further communicate this information to the 

distributor, manufacturer, user and/or transporter of this material as may be 

required by Federal regulations.

(3) Offerors shall also refer to 29 CFR 1910 Occupational Safety and Health

Standards, specifically sections 1910.1000 through 1050. These occupational

standards set standards for permissible exposures, methods of compliance,

personal protective equipment, and other measures that must be taken when

working with, or in proximity to, hazardous materials, chemicals and

substances in the United States and its territories and possessions.

c. Use and Disposition

(1) The Contractor certifies that it shall use and ultimately dispose of any

hazardous material purchased under this Negotiated Solicitation and

Amendments thereto in accordance with all applicable Federal, state, local and

international laws and regulations and in a manner safe for the public and the

environment.

(2) The material offered under this Negotiated Solicitation and Amendments

thereto is not, in its present form, subject to EPA Hazardous Waste Regulations

(40 CFR Part 260, et seq.) issued under the Resource Conservation and

Recovery Act. However, it is possible that use of this material will lead to the

creation of a hazardous waste. 40 CFR Part 260, et seq., details the

responsibilities of generators, transporters, treaters, storers, and disposers of

hazardous waste. Failure to comply with these regulations can lead to civil and

criminal penalties.

(3) The wood pallets or materials used to package the commodity sold under this

Negotiated Solicitation and Amendments thereto may have been treated with a

wood preservative to protect it from insect attack and decay. These

preservatives penetrate and remain in the wood for a long time and may pose

certain hazards if precautions are not taken during the handling, use, and

disposal of these treated wood products. Treated wood products should not be

burned in open fires. Contractors are encouraged to seek advice on proper

disposal from the local environmental protection agency.
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F.9. Accident Reporting (AUG 09)

In the event of an accident involving the Contractor, its employees, subcontractors or any 

person subject to the Contractor’s control, as a result of activities occurring in 

performance of this contract, that results in the preparation of an accident report by the 

Contractor, its subcontractors or any person or entity subject to the Contractor’s control, a 

copy of the accident report shall be forwarded to the Contracting Officer no later than 10 

calendar days after the accident occurred.

END OF SECTION F
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SECTION G – CONTRACT ADMINISTRATION DATA

G.1. Amendments and Modifications (MAR 11)

a. Changes in terms and conditions of this Negotiated Solicitation shall be

accomplished by written amendment only.

b. Changes in terms and conditions of any resulting contract shall be accomplished

only by written modification signed by the Contracting Officer.

G.2. Title (JAN 15)

Title to the material shall pass to the Contractor when the material is shipped. Nothing in 

this contract shall constitute a bailment under law for materials that have been paid for 

but not shipped from or removed from Government installations or facilities. 

G.3. Risk of Loss (JAN 15)

a. After the award of the contract and prior to shipment of material, risk of loss for

materials that have been paid for but not shipped to the Contractor will be the

responsibility of the Government. The Contractor hereby acknowledges and agrees

that its only recourse for loss of materials is re-payment of monies paid to the

Government in the transaction. The Contractor hereby waives any and all potential

or actual claims against the Government that are associated with this transaction,

arising from loss of property after payment and before shipment of the property to

the Contractor.

b. After material has been shipped, all risk of loss shall shift from the Government to

the Contractor.

G.4. Limitation on Government’s Liability (JAN 14)

a. In any case where liability of the Government to the contractor has been

established, the measure of the Government’s liability shall not exceed refund of

whatever portion of the purchase price the Contractor has paid, except as provided

in Section G.4.b.

b. Where specifically authorized in writing by the Contracting Officer, the Contractor

may recover reasonable costs of packing, loading, and transportation incurred in

connection with return of material to the Government.

G.5. Agency Protests (JUN 17)

a. General. Companies may file a protest over sales under this Solicitation with the –

(1) Contracting Officer;
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(2) Director, Directorate of Contracting, DLA Strategic Materials, for a decision at

a level above the Contracting Officer.

Unless otherwise specified, protests will be presumed to be protests to the Contracting 

Officer.

b. Pre-Award Protests. A protest by a company concerning the terms of this

Negotiated Solicitation and Amendments thereto shall be filed before the company

submits a completed registration and accepts one or more Amendments under the

Solicitation as specified in Section B. Protests based on alleged improprieties in the

Solicitation that are apparent prior to bid opening or the time set for receipt of

initial offers shall be filed prior to bid opening or the time set for receipt of initial

offers. In negotiated sales, protests based on alleged improprieties that do not exist

in the initial solicitation, but that are subsequently incorporated into the solicitation

must be filed not later than the next closing time set for receipt of offers following

the incorporation.

c. Post-Award Protests. Protests after award shall be filed not later than 10 calendar

days after the basis of the protest is known or should have been known, whichever

is earlier, except for protests challenging a negotiated sale under which a debriefing

is requested and provided. In that situation, and where the basis was not known

prior to the debriefing, the initial protest shall be filed not later than 10 calendar

days after the date of the debriefing.

d. Service of Protest.

(1) Protests seeking a decision by the Contracting Officer shall be served in

writing at the following address and may be filed by mail, hand delivery,

commercial delivery service, or facsimile:

ATTN: Directorate of Contracting

 (Insert Name of the Contracting Officer)

DLA Strategic Materials

8725 John J. Kingman Road, Suite 3229 

Fort Belvoir, VA 22060-6223 

Facsimile No.: (703) 767-5484 or (703) 767-4074 

(2) As an alternative to filing a protest with the Contracting Officer, Offerors may

seek an independent review by filing an agency-level protest with the DLA

Strategic Materials Director, Directorate of Contracting. This process allows

for a higher level decision on the initial protest. It is not a review of a

Contracting Officer’s decision on a protest filed with the Contracting Officer.

A protest seeking an agency-level decision should clearly state that it is an

“Agency Level Protest Under Executive Order 12979.” The protest shall be

served in writing at the following address and may be filed by mail, hand

delivery, commercial delivery service, or facsimile:
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ATTN: Director, Directorate of Contracting

DLA Strategic Materials

8725 John J. Kingman Road, Suite 3229 

Ft. Belvoir, VA 22060-6223 

Facsimile No.: (703) 767-4074 

G.6. Disputes (MAR 11)

a. This contract is subject to the Contract Disputes Act of 1978, as amended (41

U.S.C. 601-613).

b. Except as provided in the Act, all disputes arising under or relating to a contract

entered into pursuant to this Negotiated Solicitation shall be resolved under this

clause.

c. "Claim," as used in this clause, means a written demand or written assertion by one

of the contracting parties seeking, as a matter of right, the payment of money in a

sum certain, the adjustment or interpretation of contract terms, or other relief arising

under or relating to this contract. However, a written demand or written assertion

by the Contractor seeking the payment of money exceeding $100,000 is not a claim

under the Act until certified. A voucher, invoice, or other routine request for

payment that is not in dispute when submitted is not a claim under the Act. The

submission may be converted to a claim under the Act, by complying with the

submission and certification requirements of this clause, if it is disputed either as to

liability or amount or is not acted upon in a reasonable time.

d. (1) A claim by the Contractor shall be made in writing and, unless otherwise stated

in this contract, submitted within 6 years after accrual of the claim to the 

Contracting Officer for a written decision. A claim by the Government against 

the Contractor shall be subject to a written decision by the Contracting Officer. 

(2) (i) The Contractor shall provide the certification specified in paragraph

(d)(2)(iii) of this clause when submitting any claim exceeding $100,000. 

(ii) The certification requirement does not apply to issues in controversy that

have not been submitted as all or part of a claim.

(iii) The certification shall state as follows: "I certify that the claim is made in

good faith; that the supporting data are accurate and complete to the best

of my knowledge and belief; that the amount requested accurately reflects

the contract adjustment for which the Contractor believes the

Government is liable; and that I am duly authorized to certify the claim

on behalf of the Contractor.”

(3) The certification may be executed by any person duly authorized to bind the

Contractor with respect to the claim.
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e. For Contractor claims of $100,000 or less, the Contracting Officer must, if

requested in writing by the Contractor, render a decision within 60 days of the

request. For Contractor-certified claims over $100,000, the Contracting Officer

must, within 60 days, decide the claim or notify the Contractor of the date by which

the decision will be made.

f. The Contracting Officer's decision shall be final unless the Contractor appeals or

files a suit as provided in the Act.

g. If the claim by the Contractor is submitted to the Contracting Officer or a claim by

the Government is presented to the Contractor, the parties, by mutual consent, may

agree to use alternative dispute resolution (ADR). If the Contractor refuses an offer

for ADR, the Contractor shall inform the Contracting Officer, in writing, of the

Contractor's specific reasons for rejecting the offer

h. The Government shall pay interest on the amount found due and unpaid from (1)

the date the Contracting Officer receives the claim (certified, if required); or (2) the

date payment otherwise would be due, if that date is later, until the date of payment.

Simple interest on claims shall be paid at the rate, fixed by the Secretary of the

Treasury as provided in the Act, which is applicable to the period during which the

Contracting Officer receives the claim and then at the rate applicable for each 6-

month period as fixed by the Treasury Secretary during the pendency of the claim.

i. The Contractor shall proceed diligently with performance of this contract, pending

final resolution of any request for relief, claim, appeal, or action arising under the

contract, and comply with any decision of the Contracting Officer.

G.7. Default (JAN 14)

a. (1) The Government may, by written notice of default to the Contractor, terminate

this contract in whole or in part if the Contractor fails to –

(i) Make payment and remove the material within the time specified in this

contract or any extension;

(ii) Remove the material within the time specified in this contract whether or not

payment has been made;

(iii) Make progress, so as to endanger performance of this contract; or

(iv) Perform any of the other provisions of this contract.

(2) The Government’s right to terminate this contract under Section G.7.a.(1)(iii)

and Section G.7.a.(1)(iv) above, may be exercised if the Contractor does not cure

such failure within 10 days (or more if authorized in writing by the Contracting

Officer) after receipt of the notice from the Contracting Officer specifying the

failure. Upon the Contractor’s failure to cure such default within that period (or
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such further period as the Contracting Officer may allow), the Contractor shall lose 

all right, title and interest which it might otherwise have acquired in and to the 

material as to which a default has occurred.

(3) If at any time prior to the expiration of this contract, the Contractor makes it

clear either by words, actions, or circumstances, that the Contractor is unwilling or

unable to perform under this contract, the Government shall not be required to

furnish the Contractor notice specifying the failure under this contract prior to

exercising its right to terminate this contract for default and seek damages.

b. If the contract is terminated, the Contractor could be held liable for damages

resulting from the resale of the material, as described below. The Contractor may

also be liable for additional charges including, not limited to: interest, storage

charges, penalty charges, consideration fees, and administrative charges relating to

the termination.

c. If the Government terminates the contract for default, it may subsequently resell the

material for the Contractor’s account, under the terms and in the manner the

Contracting Officer considers appropriate, and assess the Contractor the difference

between the contract price and the price obtained on resale. In no event will the

Contractor be refunded any money if the Government obtains a greater price on

resale, nor will an accounting of money be made until resale is complete. In the

event that the Government does not resell the material within 12 months, the

Contractor may be held liable for the full contract price for the quantity of material

on which the default has occurred. In order to calculate the Government’s damages

on contracts where the contract price is determined on a formula-price basis, the

Government will establish the contract price for the quantity of material on which

the default has occurred as follows: Using the pricing mechanism set forth in the

contract, the Government will set the price as though the material had been priced

on the last day of the contract period or the date of the termination notice,

whichever is earlier.

d. If, after termination, it is determined that the Contractor was not in default, or that

the default was excusable, the rights and obligations of the parties shall be the same

as if the termination had been issued for the convenience of the Government.

e. The rights and remedies of the Government in this clause are in addition to any

other rights and remedies provided by law or under this contract.

G.8. Applicable Law for Breach of Contract Claim (JUL 06)

United States law will apply to resolve any claim of breach of this contract. 

G.9. Bankruptcy (JAN 07)

In the event the contractor enters into proceedings relating to bankruptcy, whether 

voluntary or involuntary, the contractor agrees to furnish, by certified mail or electronic 
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commerce method authorized by the contract, written notification of the bankruptcy to 

the contracting officer responsible for administering the contract. This notification shall 

be furnished within five days of the initiation of the proceedings relating to bankruptcy 

filing. This notification shall include the date on which the bankruptcy petition was filed 

and the identity of the court in which the bankruptcy petition was filed. 

G.10. Termination for Convenience of the Government (DEC 97)

a. The Contracting Officer, by written notice, may terminate this contract, in whole or

in part, when it is in the Government’s interest. If this contract is terminated, the

Government shall only be liable for actual costs incurred by the Contractor before

the effective date of termination.

b. If a bona fide requirement for the material develops or exists prior to removal of the

material from Government control, the Government may withdraw that material

from the sale. In the event of a withdrawal under this condition, the Government

shall be liable only for the refund of the contract price of the withdrawn material or

such portion of the contract price as it may have received plus simple interest at the

rate established by the Secretary of the Treasury.

G.11. Excusable Delays (DEC 07)

a. In the event either party should be prevented from performing under this contract by

reason of any unforeseeable cause beyond its control and without its fault or

negligence, including, but not restricted to, acts of God or of the public enemy,

sovereign acts of the United States, acts of a foreign Government, fires, floods,

epidemics, quarantine restrictions, strikes, freight embargoes and unusually severe

weather, performance under the contract shall be suspended in whole or in part until

the cause ceases to exist and thereafter the time for fulfillment of the contract shall

be extended by the length of time during which the cause prevented performance

under the contract.

b. The Contracting Officer shall make a written determination that an excusable delay

condition exists.

c. This section shall also apply to an excusable delay condition that prevents delivery

at a consignee’s plant if –

(1) the delay meets the criteria in paragraph a. above; and

(2) the identity of the consignee is known to the Government prior to

commencement of the excusable delay condition.

d. The Contractor shall notify the Contracting Officer, in writing, of the nature and

extent of the excusable delay condition promptly after the commencement thereof,

but in any event prior to outloading of the material from the storage location from

which it is to be shipped. The Contractor shall notify the Contracting Officer, in
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writing, within ten (10) calendar days when the excusable delay condition ceases to 

exist.

G.12. Setoff of Funds (MAY 04)

The Contractor agrees that the Government may use all or a portion of any monies 

received by Government to satisfy, in whole or in part, any debt (e.g. delinquent 

payments, interest, penalty charges, administrative charges, or storage charges), arising 

out of this or any other transaction. 

G.13. Indemnification Agreement (JAN 02)

The Contractor shall save and hold harmless and indemnify the Government against any 

and all liabilities, claims, and costs of any kind and nature for injury to or death of any 

person or persons and for loss or damage to any property (Government or otherwise) 

occurring in conjunction with or in any way incident to or arising out of the occupancy, 

use, service, operations, or performance of work resulting from the acts or omissions of 

the Contractor, Contractor’s employees, or any person subject to the Contractor’s control 

in connection with the contract. Whether due to negligence or not of the Contractor, the 

Contractor agrees to reimburse the United States for any legal expenses (including 

salaries of attorneys) incurred by the United States in defending any and all claims or 

suits against the United States, whether well-founded or not, in any way whatsoever 

alleged to have arisen from the acts or omissions of the Contractor, Contractor’s 

employees, or any person subject to the Contractor’s control. 

G.14. Covenant Against Contingent Fees (JAN 95)

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 add to the contract price or consideration, or otherwise

recover, the full amount of the contingent fee.

b. “Bona fide agency,” as used in this paragraph, 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.

c. “Bona fide employee,” as used in the paragraph, 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.
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d. “Contingent fee,” as used in this paragraph, 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.

e. “Improper influence,” as used in this paragraph, means any influence that induces

or tends to induce a Government employee or office to give consideration or to act

regarding a Government contract on any basis other than the merits of the matter.

END OF SECTION G
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SECTION H – DEFINITIONS (SEP 17) 

As used throughout this Negotiated Solicitation, the following terms shall have the 

meaning set forth below: 

a. The term “Registration” means the single-point registration on the DLA Strategic

Materials online sales site at: https://businessportal.dla.mil/irj/portal. Offerors must

register in accordance with Section B of this Negotiated Solicitation in order to

participate in the sales program.

b. The term “Contracting Officer” means a person with the authority to enter into,

administer, and/or terminate contracts and make related determinations and findings.

c. The terms “Offeror”, “Purchaser”, or “Contractor” may be used interchangeably.

d. The term “Acceptance Letter” means the letter, signed by the Contracting Officer,

indicating that the Government has approved the Contractor’s single-point

registration.

e. The term “Sale of Government Property Negotiated Sales Contract” means the

form used by a Contractor to submit an Offer to the Government in response to an

offering under the Negotiated Solicitation and Amendments thereto. A sample of

Section I.1. Sale of Government Property Negotiated Sales Contract is shown on

page 36 of the Negotiated Solicitation. The Section I.1. Sale of Government

Property Negotiated Sales Contract will be generated when an Offeror submits an

Offer online through the DLA Strategic Materials online sales site,

https://businessportal.dla.mil/irj/portal.

f. The terms “shall” and “must” may be used interchangeably.

g. The term “electronic commerce” means electronic techniques for accomplishing

business transactions including electronic mail or messaging and World Wide Web

technology. The only acceptable form of electronic commerce which may be used

under the Negotiated Solicitation is online submission through the DLA Strategic

Materials online sales site.

h. The terms “DLA Strategic Materials” and “Government” may be used

interchangeably.

i. Additional terms which may be used under this Negotiated Solicitation are specific

to certain stockpile materials and will be provided in separate amendments to this

Negotiated Solicitation.

END OF SECTION H
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SECTION I – SUBMITTALS

THE FOLLOWING SUBMITTALS SHALL BE COMPLETED AND SUBMITTED THROUGH 

THE DLA STRATEGIC MATERIALS ONLINE SALES SITE. THE COPIES PROVIDED IN 

THIS SOLICITATION ARE SAMPLES ONLY:

1. INITIAL SUBMISSION FOR SINGLE-POINT REGISTRATION:

Sales Agreement Form

I.4. Certification Regarding Responsibility Matters (OCT 15)

I.6. Type of Business Organization (JUN 17)

I.7. Contractor’s Mailing Address (OCT 13)

I.8. Contractor’s Billing Address (OCT 13)

I.9. Disputes: Agreement to Use Alternative Dispute Resolution (DEC 16)

Financial Information as appropriate in response to Section B, Item 5.

2. REGISTRATION FOR THE NEGOTIATED SOLICITATION TYPE:

I.5. Certification Regarding Authorized Persons (SEP 17)

3. ACCEPTANCE OF MATERIAL-SPECIFIC SOLICITATION AMENDMENTS

4. SUBMISSION WITH OFFER:

I.1. Sale of Government Property Negotiated Sales Contract: Submission of an online Offer will 

result in the generation of a Section I.1. Sale of Government Property Negotiated Sales Contract.

I.2 Offer Items

I.3 Certificate of Independent Price Determination (JAN 14)

I.4 Certification Regarding Responsibility Matters (OCT 15)

Sections I.3. and I.4. are certified by the Offeror on the DLA Strategic Materials online sales site at the 

time of Offer submission. 

I.10. Special Certifications (JUN 17)

Special certifications are material-dependent. Any Special Certifications required under Section I.10. 

of the Negotiated Solicitation shall be submitted in accordance with the amendment for the material 

which requires the certification. 
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I.1. Sale of Government Property Negotiated Sales Contract (SEP 17) [SAMPLE ONLY]
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I.2. Offer Items

The listing of items of stockpile materials available for an offering will be provided 

on the DLA Strategic Materials online sales site: 

https://businessportal.dla.mil/irj/portal
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I.3. Certificate of Independent Price Determination (JAN 14) [SAMPLE ONLY]

User

 Certified: (By checking this box, you are certifying that you accept the

contents of the certification and that all input is correct.)
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I.4 Certification Regarding Responsibility Matters (OCT 15) [SAMPLE ONLY]
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User

 Certified: (By checking this box, you are certifying that you accept the

contents of the certification and that all input is correct.)
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I.5. Certification Regarding Authorized Persons (SEP 17) [SAMPLE ONLY]

The Contractor represents that the following individuals are current employees of [Company 

Name] and are authorized to perform the indicated roles.

Administrator: Can submit, update, and negotiate the Offers for Solicitation [Solicitation].

Offeror: Can submit, update, and negotiate the Offers for Solicitation [Solicitation].

Shipment Requestor: Upon award, can submit Requests for Shipment for contracts awarded 

under Solicitation [Solicitation].

Account Name Company Title Administrator Offeror Shipment Requestor

User

 Certified: (By checking this box, you are certifying that you accept the

contents of the certification and that all input is correct.)
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I.6. Type of Business Organization (JUN 17) [SAMPLE ONLY]

User

 Certified: (By checking this box, you are certifying that you accept the

contents of the certification and that all input is correct.)
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I.7. Contractor’s Mailing Address (OCT 13) [SAMPLE ONLY]

User

 Certified: (By checking this box, you are certifying that you accept the

contents of the certification and that all input is correct.)
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I.8. Contractor’s Billing Address (OCT 13) [SAMPLE ONLY]

User

 Certified: (By checking this box, you are certifying that you accept the 

 contents of the certification and that all input is correct.) 
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I.9. Disputes – Agreement to Use Alternative Dispute Resolution (DEC 16) [SAMPLE ONLY]

User

 Certified: (By checking this box, you are certifying that you accept the

contents of the certification and that all input is correct.)
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I.10. Special Certifications (JUN 17)

Any special certifications will be added to the Solicitation beginning with Section I.10.

END OF SECTION I