Exhibit 10.1

 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

	
AWARD/CONTRACT
    	
1. THIS CONTRACT   IS A RATED ORDER
       UNDER DPAS (15 CFR 700)
    	
RATING

         DX-A4
    	
PAGE OF PAGES

1         14
    
	
2. CONTRACT (Proc. Inst. Indent.) NO.

M67854-11-C-5063
    	
3. EFFECTIVE DATE

31 Mar 2011
    	
4.   REQUISITION/PURCHASE REQUEST/PROJECT NO.

M67854-11-RC-F0153
    
	
5. ISSUED BY
    	
CODE   
    	
M67854
    	
6. ADMINISTERED BY (if other   than Item 5)
    	
CODE   
    	
S1103A 
    
	
MARINE CORPS   SYSTEMS COMMAND — MRAP FMS

ATTN: RONALD   DINGLE

2200 LESTER   STREET

QUANTICO VA 22134
    	
DCMA ATLANTA

ATTN: ACO CLARA   DAVIS 2300 LAKE PARK DR

SUITE 300

SMYRNA GA 30080-4091                                                                               SCD:  A

 
    
	
7. NAME AND   ADDRESS OF CONTRACTOR

FORCE PROTECTION   INDUSTRIES, (INC)

OTIS BYRD

9801 HWY 78 STE 3

LADSON SC   29456-3802
    	
(No.,   street, county, state and zip code)
    	
8. DELIVERY

   x FOB ORIGIN      o OTHER   (See below)

9. DISCOUNT FOR   PROMPT PAYMENT

  Net 30 Days

 

10. SUBMIT   INVOICES                                ITEM

 (4 copies unless otherwise   specified)

TO THE ADDRESS

SHOWN IN

 
    
	
CODE      1EFH8
    	
FACILITY CODE
    
	
11. SHIP TO/MARK FOR
    	
CODE   
    	
 
    	
12. PAYMENT WILL   BE MADE BY
    	
CODE   
    	
HQ0338
    
	
FORCE PROTECTION   INDUSTRIES, INC.

WAYNE PHILLIPS,   JR.

9801 HIGHWAY 78

LADSON SC 29456
    	
DFAS — COLUMBUS CENTER

DFAS — CO/SOUTH ENTITLEMENT OPERATIONS (

PO BOX 182264

COLUMBUS OH 43218-2264

 
    
	
13. AUTHORITY FOR   USING OTHER THAN FULL AND OPEN

      COMPETITION

 o 10 U.S.C. 2304(c)(     )     o 41 U.S.C. 253(c)(     )
    	
14. ACCOUNTING   AND APPROPRIATION DATA

  See Schedule
    
	
15A. ITEM NO.
    	
15B. SUPPLIES/SERVICES
    	
15C. QUANTITY
    	
15D.UNIT
    	
15E. UNIT PRICE
    	
15F. AMOUNT
    
	
 
    	
SEE SCHEDULE
    	
 
    	
 
    	
 
    	
 
    
	
15G.  TOTAL AMOUNT OF CONTRACT                     $46,596,600.00
    
	
16.  TABLE OF   CONTENTS
    
	
(X)
    	
SEC
    	
DESCRIPTION
    	
PAGE(S)
    	
(X)
    	
SEC
    	
DESCRIPTION
    	
PAGE(S)
    
	
PART I - THE SCHEDULE
    	
PART II - CONTRACT CLAUSES
    
	
X
    	
A
    	
SOLICITATION/CONTRACT   FORM
    	
1
    	
X
    	
I
    	
CONTRACT CLAUSES
    	
9-14
    
	
X
    	
B
    	
SUPPLIES OR   SERVICES AND PRICES/COSTS
    	
2
    	
  PART III - LIST OF   DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS
    
	
X
    	
C
    	
DESCRIPTION/SPECS/WORK   STATEMENT
    	
3-5
    	
X
    	
J
    	
LIST OF   ATTACHMENTS
    	
15
    
	
 
    	
D
    	
PACKAGING AND   MARKING
    	
 
    	
  PART IV -   REPRESENTATIONS AND INSTRUCTIONS
    
	
X
    	
E
    	
INSPECTION AND   ACCEPTANCE
    	
6
    	
 
    	
K
    	
REPRESENTATIONS,   CERTIFICATIONS AND
    	
 
    
	
X
    	
F
    	
DELIVERIES OR   PERFORMANCE
    	
7
    	
 
    	
 
    	
OTHER STATEMENTS   OF OFFERORS
    	
 
    
	
X
    	
G
    	
CONTRACT   ADMINISTRATION DATA
    	
8
    	
 
    	
L
    	
INSTRS., CONDS.,   AND NOTICES TO OFFERORS
    	
 
    
	
 
    	
H
    	
SPECIAL CONTRACT   REQUIREMENTS
    	
 
    	
 
    	
M
    	
EVALUATION   FACTORS FOR AWARD
    	
 
    
	
CONTRACTING OFFICER WILL COMPLETE ITEM 17 OR 18 AS   APPLICABLE
    
	
17. x CONTRACTOR’S NEGOTIATED AGREEMENT    Contractor is required to sign this document   and return 1 copies to issuing office.)    Contractor agrees to furnish and deliver all items or perform all the   services set forth or otherwise identified above and on any continuation   sheets for the consideration stated herein.    The rights and obligations of the parties to this contract shall be   subject to and governed by the following documents: (a) this   award/contract, (b) the solicitation, if any, and (c) such   provisions, representations, certifications, and specifications, as are   attached or incorporated by reference herein.

(Attachments are   listed herein.)
    	
18. o AWARD    (Contractor is not required to sign this document)   Your offer on Solicitation Number                                              including the additions or changes made by you which additions or changes are   set forth in full above is hereby accepted as to the items listed above and   on any continuation sheets.  This award   consummates the contract which consists of the following documents:  (a) the Government’s solicitation and   your offer, and (b) this award/contract.    No further contractual document is necessary.
    
	
19A.  NAME AND TITLE OF SIGNER  (Type or print)

Joseph Bolmarcich

Director of   Contracts
    	
20A.  NAME OF CONTRACTING OFFICER

Terry Austin

TEL: (540) 658-8813 EMAIL:   Terry.Austin@usmc.mil
    
	
19B.  NAME OF CONTRACTOR

 

 
    	
19C.  DATE SIGNED

 

                4/1/2011
    	
20B.  UNITED STATES OF AMERICA

 

 
    	
20C.  DATE SIGNED

 

                4/1/2011
    
	
BY
    	
/s/ Joseph Bolmarcich
    	
 
    	
BY
    	
/s/ Terry Austin
    	
 
    
	
 
    	
(Signature of person authorized   to sign)
    	
 
    	
 
    	
(Signature of Contracting   Officer)
    	
 
    
																													


 

 

	
AUTHORIZED FOR LOCAL REPRODUCTION
    	
STANDARD FORM 26 (REV.4/2008)
    
	
Previous edition is usable
    	
Prescribed by GSA
    
	
 
    	
FAR (48 CFR) 53.214(a)
    


 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

Section B - Supplies or Services and Prices

 


	
ITEM NO
    	
 
    	
SUPPLIES/SERVICES
    	
 
    	
QUANTITY
    	
 
    	
UNIT
    	
 
    	
UNIT PRICE
    	
 
    	
AMOUNT
    	
 
    
	
0001
    	
 
    	
 
    	
 
    	
[***]
    	
 
    	
Each
    	
 
    	
$[***]
    	
 
    	
$
    	
46,596,600.00
    	
 
    
													




 


	
 
    	
Buffalo AZ Vehicle

FFP 

U.S. Army Program of Record Configuration Buffalo A2 Vehicles in   support of the G4 program.
    
	
 
    	
 
    	
 
    
	
 
    	
FMS CASE: G4-P-LPF

PDLI: IZ0000 RSN: 001

MILSTRIP: PG4A74/1077/6001/0LPF

PURCHASE REQUEST NUMBER: M67854-11-RC-F0153

FOB: Origin

MILSTRIP: PG4A74/1077/6001/0LPF

PURCHASE REQUEST NUMBER: M67854-11-RC-F0153
    	
 
    
				




 


	
 
    	
 
    	
 
    	
 
    	
NET AMT
    	
$
    	
46,596,600.00
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
$
    	
46,596,600.00
    




 


	
 
    	
ACRN AA

CIN: M6785411RCF01530001
    	
 
    




 


	
ITEM NO
    	
 
    	
SUPPLIES/SERVICES
    	
 
    	
QUANTITY
    	
 
    	
UNIT
    	
 
    	
UNIT PRICE
    	
 
    	
AMOUNT
    	
 
    
	
     0002
    	
 
    	
 
    	
 
    	
1
    	
 
    	
Lot
    	
 
    	
 
    	
 
    	
 
    	
NSP
    	
 
    
													




 


	
 
    	
Final Inspection Report (FIR)

FFP

Final Inspection Report (FIR)

FOB: Destination

MILSTRIP: PG4A74/1077/6001/0LPF

PURCHASE REQUEST NUMBER: M67854-11-RC-F0153
    	
 
    




 


	
 
    	
 
    	
 
    	
 
    	
NET AMT
    	
 
    




 












 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

Section C - Descriptions and Specifications

 

STATEMENT OF WORK (SOW)

 

STATEMENT OF WORK FOR FMS Case G4-P-LPF

 

1.0  PROGRAM DESCRIPTION

 

Buffalo A2 Mine Protected Clearance Vehicle (MPCV) is a blast protected vehicle that will operate in explosive hazardous environments to conduct route clearance operations.  The system will have an articulating arm with a digging/lifting attachment and camera to remotely interrogate a suspected explosive hazard and allow the crew to confirm, deny, and/or classify the explosive hazard.  The articulating arm and attachment can be used to move explosive hazards to the side of routes.  It will provide a blast protected platform to transport soldiers and to allow soldiers to dismount in order to neutralize and/or mark explosive hazards.

 

2.0  INTRODUCTION

 

This Statement of Work (SOW) defines the effort required for the procurement and delivery of the Mine Resistant Ambush Protected (MRAP) Buffalo A2 Army Program of Record for FMS Case G4-P-LPF.  The USG has identified an urgent need to procure a broad, adaptable, and flexible mobile land-based route proving and clearance (RP&C) capability, which will enhance Tactics, Techniques and Procedures (TT&P) for detecting, recognizing, and defeating Emplaced Explosive Ordnance (EEO).

 

2.2  VEHICLE REQUIREMENTS

 

Attachment Y, US Army Buffalo A2 Program of Record Purchase Description ATPD-2373 dated 01 April 2010 performance requirements for forty (40) each. Buffalo A2 vehicles.  In addition, the contractor shall ensure that the FMS Case G4-P-LPF Buffalo A2 vehicles meet all specifications applicable at the time of award.

 

2.3  PERFORMANCE SPECIFICATION

 

The contractor’s proposal shall, together with the performance specification, form the contract requirements for the G4 Buffalo A2 vehicles.  The contractor’s proposal shall meet or exceed all requirements in the Performance Specifications with the specific exception of Cooling system paragraph 3.4.2.a “...Maintain the specified component operating temperatures within the specified limits while operating continuously at full load and 0.6 tractive effort to gross vehicle weight ratio (TE/GVW) while under the maximum temperatures conditions specified herein.”  and paragraph 4.9.4 “The cooling system shall be tested for maintaining the specified component operating temperatures within the specified limits while operating continuously at full load and 0.6 tractive effort...”  The US Army has accepted performance at 0.5 tractive effort. G4 will also accept 0.5 tractive effort.

 

In addition, Tires and Wheels paragraph 3.11.4 states in part “...A spare tire and wheel assembly identical to those provided on the axles shall be furnished, and provided with the vehicle.”

 

In this case, the tires shall be provided as spares and not part of the vehicle shipment. The following specification paragraphs are also modified as follows:

 

·                  3.1 First Article (p. 6)-Delete

·                Testing conducted by TACOM

·                  3.12.11 Communication equipment mounting provisions (p. 16)-Delete (a,b,c)

·                  3.1211:1 Government Furnished Equipment Storage and Assembly (p. 16)-Delete (a,b,c)

·                  3.16 Government-loaned property -Table (p. 20) Delete GFE notes except for VIC-03

·                  3.1 First Article Table (p.28) - Delete

·                Testing conducted by TACOM

·                  4.6 Performance (p. 31-35) - Delete

·                Testing conducted by TACOM

·                  4.9.4 Cooling System (p. 37) - .5 Tractive effort

 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

·                  4.9.86 Reliability, Availability, and Maintainability (RAM) (p.43) - Delete

·                Testing conducted by TACOM

·                  6.3 First article (p. 46) - Delete

·                Testing conducted by TACOM

 

5.0  REQUIREMENTS

 

The Contractor shall accomplish delivery of forty (40) units (platforms) set forth under the contract. A corresponding delivery schedule is provided within the contract.  The Contractor shall ensure that stated performance capabilities of these vehicles are certified and the level warranted.  (CDRL A005)

 

NOTE:  The standard requirements for the Buffalo A2 vehicle build are located in the performance specifications. If there is a conflict between the Statement of Work and the performance specification, then the SOW takes precedence.

 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

Section E - Inspection and Acceptance

 

INSPECTION AND ACCEPTANCE TERMS

 

Supplies/services will be inspected/accepted at:

 

	
CLIN
    	
 
    	
INSPECT AT
    	
 
    	
INSPECT BY
    	
 
    	
ACCEPT AT
    	
 
    	
ACCEPT BY
    
	
0001
    	
 
    	
Origin
    	
 
    	
Government
    	
 
    	
Origin
    	
 
    	
Government
    
	
0002
    	
 
    	
Origin
    	
 
    	
Government
    	
 
    	
Origin
    	
 
    	
Government
    


 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

Section F - Deliveries or Performance

 

DELIVERY INFORMATION

 

	
CLIN
    	
 
    	
DELIVERY DATE
    	
 
    	
QUANTITY
    	
 
    	
SHIP TO ADDRESS
    	
 
    	
UIC
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
0001
    	
 
    	
29-APR-2011
    	
 
    	
[***]
    	
 
    	
FORCE PROTECTION INDUSTRIES, INC.
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
WAYNE PHILLIPS, JR.
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
9801 HIGHWAY 78
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
LADSON SC 29456
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
843-574-3787
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
FOB: Origin
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
0001
    	
 
    	
31-MAY-2011
    	
 
    	
[***]
    	
 
    	
(SAME AS PREVIOUS LOCATION)
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
FOB: Origin
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
0001
    	
 
    	
30-JUN-2011
    	
 
    	
[***]
    	
 
    	
(SAME AS PREVIOUS LOCATION)
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
FOB: Origin
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
0001
    	
 
    	
29-JUL-2011
    	
 
    	
[***]
    	
 
    	
(SAME AS PREVIOUS LOCATION)
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
FOB: Origin
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
0001
    	
 
    	
31-AUG-2011
    	
 
    	
[***]
    	
 
    	
(SAME AS PREVIOUS LOCATION)
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
FOB: Origin
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
0001
    	
 
    	
30-SEP-2011
    	
 
    	
[***]
    	
 
    	
(SAME AS PREVIOUS LOCATION)
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
FOB: Origin
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
0002
    	
 
    	
15-APR-2011
    	
 
    	
[***]
    	
 
    	
(SAME AS PREVIOUS LOCATION)
    	
 
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
FOB: Destination
    	
 
    	
 
    


 

DELIVERY SCHEDULE

 

	
Apr
    	
 
    	
May
    	
 
    	
Jun
    	
 
    	
Jul
    	
 
    	
Aug
    	
 
    	
Sep
    
	
5
    	
 
    	
7
    	
 
    	
7
    	
 
    	
7
    	
 
    	
7
    	
 
    	
7
    


 

The required delivery date shall be as stated above or sooner. All Line Items shall be shipped complete and received complete by consignee by 30 September 2011.  The contractor shall provide the contract specialist advance notification of any anticipated delays. Accelerated deliveries are accepted and encouraged.

 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

Section G - Contract Administration Data

 

ACCOUNTING AND APPROPRIATION DATA

 

AA: 97-11X8242 28D7 000 74D72 0 065916 2D PG4A74 1077 6001 0LPF

AMOUNT:  $46,596,600.00

CIN M6785411RCF01530001:  $46,596,600.00

 












 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

Section I - Contract Clauses

 

CLAUSES INCORPORATED BY REFERENCE

 

	
52.202-1
    	
 
    	
Definitions
    	
 
    	
JUL 2004
    
	
52.203-3
    	
 
    	
Gratuities
    	
 
    	
APR 1984
    
	
52.203-5
    	
 
    	
Covenant Against Contingent Fees
    	
 
    	
APR 1984
    
	
52.203-6
    	
 
    	
Restrictions On Subcontractor Sales To The Government
    	
 
    	
SEP 2006
    
	
52.203-7
    	
 
    	
Anti-Kickback Procedures
    	
 
    	
OCT 2010
    
	
52.203-10
    	
 
    	
Price Or Fee Adjustment For Illegal Or Improper Activity
    	
 
    	
JAN 1997
    
	
52.203-12
    	
 
    	
Limitation On Payments To Influence Certain Federal Transactions
    	
 
    	
OCT 2010
    
	
52.204-2
    	
 
    	
Security Requirements
    	
 
    	
AUG 1996
    
	
52.204-4
    	
 
    	
Printed or Copied Double-Sided on Recycled Paper
    	
 
    	
AUG 2000
    
	
52.209-6
    	
 
    	
Protecting the Government’s Interest When Subcontracting With   Contractors Debarred, Suspended, or Proposed for Debarment
    	
 
    	
DEC 2010
    
	
52.211-5
    	
 
    	
Material Requirements
    	
 
    	
AUG 2000
    
	
52.219-9
    	
 
    	
Small Business Subcontracting Plan
    	
 
    	
JAN 2011
    
	
52.219-9 Alt II
    	
 
    	
Small Business Subcontracting Plan (JAN 2011) Alternate II
    	
 
    	
OCT 2010
    
	
52.222-1
    	
 
    	
Notice To The Government Of Labor Disputes
    	
 
    	
FEB 1997
    
	
52.222-3
    	
 
    	
Convict Labor
    	
 
    	
JUN 2003
    
	
52.222-19
    	
 
    	
Child Labor — Cooperation with Authorities and Remedies
    	
 
    	
JUL 2010
    
	
52.222-20
    	
 
    	
Walsh-Healey Public Contracts Act
    	
 
    	
OCT 2010
    
	
52.222-21
    	
 
    	
Prohibition Of Segregated Facilities
    	
 
    	
FEB 1999
    
	
52.222-26
    	
 
    	
Equal Opportunity
    	
 
    	
MAR 2007
    
	
52.222-29
    	
 
    	
Notification Of Visa Denial
    	
 
    	
JUN 2003
    
	
52.222-35
    	
 
    	
Equal Opportunity for Veterans
    	
 
    	
SEP 2010
    
	
52.222-36
    	
 
    	
Affirmative Action For Workers With Disabilities
    	
 
    	
OCT 2010
    
	
52.222-37
    	
 
    	
Employment Reports on Veterans
    	
 
    	
SEP 2010
    
	
52.222-50
    	
 
    	
Combating Trafficking in Persons
    	
 
    	
FEB 2009
    
	
52.223-3
    	
 
    	
Hazardous Material Identification And Material Safety Data
    	
 
    	
JAN 1997
    
	
52.223-10
    	
 
    	
Waste Reduction Program
    	
 
    	
AUG 2000
    
	
52.223-13
    	
 
    	
Certification of Toxic Chemical Release Reporting
    	
 
    	
AUG 2003
    
	
52.223-14
    	
 
    	
Toxic Chemical Release Reporting
    	
 
    	
AUG 2003
    
	
52.224-1
    	
 
    	
Privacy Act Notification
    	
 
    	
APR 1984
    
	
52.225-13
    	
 
    	
Restrictions on Certain Foreign Purchases
    	
 
    	
JUN 2008
    
	
52.225-14
    	
 
    	
Inconsistency Between English Version And Translation Of Contract
    	
 
    	
FEB 2000
    
	
52.227-1
    	
 
    	
Authorization and Consent
    	
 
    	
DEC 2007
    
	
52.227-2
    	
 
    	
Notice And Assistance Regarding Patent And Copyright Infringement
    	
 
    	
DEC 2007
    
	
52.227-3
    	
 
    	
Patent Indemnity
    	
 
    	
APR 1984
    
	
52.228-3
    	
 
    	
Worker’s Compensation Insurance (Defense Base Act)
    	
 
    	
APR 1984
    
	
52.228-4
    	
 
    	
Workers’ Compensation and War-Hazard Insurance Overseas
    	
 
    	
APR 1984
    
	
52.229-3
    	
 
    	
Federal, State And Local Taxes
    	
 
    	
APR 2003
    
	
52.229-4
    	
 
    	
Federal, State, And Local Taxes (State and Local Adjustments)
    	
 
    	
APR 2003
    


 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

	
52.229-6
    	
 
    	
Taxes—Foreign Fixed-Price Contracts
    	
 
    	
JUN 2003
    
	
52.232-1
    	
 
    	
Payments
    	
 
    	
APR 1984
    
	
52.232-8
    	
 
    	
Discounts For Prompt Payment
    	
 
    	
FEB 2002
    
	
52.232-11
    	
 
    	
Extras
    	
 
    	
APR 1984
    
	
52.232-17
    	
 
    	
Interest
    	
 
    	
OCT 2010
    
	
52.232-23
    	
 
    	
Assignment Of Claims
    	
 
    	
JAN 1986
    
	
52.232-25
    	
 
    	
Prompt Payment
    	
 
    	
OCT 2008
    
	
52.232-32
    	
 
    	
Performance-Based Payments
    	
 
    	
AUG 2010
    
	
52.233-1
    	
 
    	
Disputes
    	
 
    	
JUL 2002
    
	
52.233-1 Alt 1
    	
 
    	
Disputes (Jul 2002) - Alternate I
    	
 
    	
DEC 1991
    
	
52.233-2
    	
 
    	
Service Of Protest
    	
 
    	
SEP 2006
    
	
52.233-2
    	
 
    	
Service Of Protest
    	
 
    	
SEP 2006
    
	
52.233-3
    	
 
    	
Protest After Award
    	
 
    	
AUG 1996
    
	
52.233-4
    	
 
    	
Applicable Law for Breach of Contract Claim
    	
 
    	
OCT 2004
    
	
52.242-1
    	
 
    	
Notice of Intent to Disallow Costs
    	
 
    	
APR 1984
    
	
52.242-13
    	
 
    	
Bankruptcy
    	
 
    	
JUL 1995
    
	
52.242-15
    	
 
    	
Stop-Work Order
    	
 
    	
AUG 1989
    
	
52.243-1
    	
 
    	
Changes—Fixed Price
    	
 
    	
AUG 1987
    
	
52.245-1
    	
 
    	
Government Property
    	
 
    	
AUG 2010
    
	
52.246-23
    	
 
    	
Limitation Of Liability
    	
 
    	
FEB 1997
    
	
52.246-24
    	
 
    	
Limitation Of Liability—High-Value Items
    	
 
    	
FEB 1997
    
	
52.246-24 Alt I
    	
 
    	
Limitation Of Liability—High Value items (Feb 1997) - Alternate I
    	
 
    	
APR 1984
    
	
52.247-63
    	
 
    	
Preference For U.S. Flag Air Carriers
    	
 
    	
JUN 2003
    
	
52.249-2
    	
 
    	
Termination For Convenience Of The Government (Fixed- Price)
    	
 
    	
MAY 2004
    
	
52.249-8
    	
 
    	
Default (Fixed-Price Supply & Service)
    	
 
    	
APR 1984
    
	
52.253-1
    	
 
    	
Computer Generated Forms
    	
 
    	
JAN 1991
    
	
252.203-7002
    	
 
    	
Requirement to Inform Employees of Whistleblower Rights
    	
 
    	
JAN 2009
    
	
252.204-7000
    	
 
    	
Disclosure Of Information
    	
 
    	
DEC 1991
    
	
252.204-7002
    	
 
    	
Payment For Subline Items Not Separately Priced
    	
 
    	
DEC 1991
    
	
252.204-7003
    	
 
    	
Control Of Government Personnel Work Product
    	
 
    	
APR 1992
    
	
252.204-7004 Alt A
    	
 
    	
Central Contractor Registration (52.204-7) Alternate A
    	
 
    	
SEP 2007
    
	
252.209-7004
    	
 
    	
Subcontracting With Firms That Are Owned or Controlled By The   Government of a Terrorist Country
    	
 
    	
DEC 2006
    
	
252.211-7003
    	
 
    	
Item Identification and Valuation
    	
 
    	
SEP 2010
    
	
252.219-7003
    	
 
    	
Small Business Subcontracting Plan (DOD Contracts)
    	
 
    	
OCT 2010
    
	
252.223-7004
    	
 
    	
Drug Free Work Force
    	
 
    	
SEP 1988
    
	
252.225-7001
    	
 
    	
Buy American Act And Balance Of Payments Program
    	
 
    	
JAN 2009
    
	
252.225-7001 Alt I
    	
 
    	
252.225-7001 Buy American Act and Balance of Payments Program (JAN   2009) Alternate I
    	
 
    	
DEC 2010
    
	
252.225-7002
    	
 
    	
Qualifying Country Sources As Subcontractors
    	
 
    	
APR 2003
    
	
252.225-7004
    	
 
    	
Report of Intended Performance Outside the United States and   Canada—Submission after Award
    	
 
    	
OCT 2010
    
	
252.225-7012
    	
 
    	
Preference For Certain Domestic Commodities
    	
 
    	
JUN 2010
    
	
252.225-7013
    	
 
    	
Duty-Free Entry
    	
 
    	
DEC 2009
    
	
252.225-7016
    	
 
    	
Restriction On Acquisition Of Ball and Roller Bearings
    	
 
    	
DEC 2010
    


 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

	
252.225-7028
    	
 
    	
Exclusionary Policies And Practices Of Foreign Government
    	
 
    	
APR 2003
    
	
252.225-7041
    	
 
    	
Correspondence in English
    	
 
    	
JUN 1997
    
	
252.225-7042
    	
 
    	
Authorization to Perform
    	
 
    	
APR 2003
    
	
252.227-7013
    	
 
    	
Rights in Technical Data—Noncommercial Items
    	
 
    	
NOV 1995
    
	
252.227-7015
    	
 
    	
Technical Data—Commercial Items
    	
 
    	
NOV 1995
    
	
252.227-7027
    	
 
    	
Deferred Ordering Of Technical Data Or Computer Software
    	
 
    	
APR 1988
    
	
252.227-7030
    	
 
    	
Technical Data—Withholding Of Payment
    	
 
    	
MAR 2000
    
	
252.227-7037
    	
 
    	
Validation of Restrictive Markings on Technical Data
    	
 
    	
SEP 1999
    
	
252.229-7006
    	
 
    	
Value Added Tax Exclusion (United Kingdom)
    	
 
    	
JUN 1997
    
	
252.229-7008
    	
 
    	
Relief From Import Duty (United Kingdom)
    	
 
    	
JUN 1997
    
	
252.232-7008
    	
 
    	
Assignment of Claims (Overseas)
    	
 
    	
JUN 1997
    
	
252.232-7010
    	
 
    	
Levies on Contract Payments
    	
 
    	
DEC 2006
    
	
252.233-7001
    	
 
    	
Choice of Law (Overseas)
    	
 
    	
JUN 1997
    
	
252.243-7001
    	
 
    	
Pricing Of Contract Modifications
    	
 
    	
DEC 1991
    
	
252.243-7002
    	
 
    	
Requests for Equitable Adjustment
    	
 
    	
MAR 1998
    
	
252.247-7024
    	
 
    	
Notification Of Transportation Of Supplies By Sea
    	
 
    	
MAR 2000
    


 

CLAUSES INCORPORATED BY FULL TEXT

 

52.203-8 CANCELLATION, RESCISSION, AND RECOVERY OF FUNDS FOR ILLEGAL OR IMPROPER ACTIVITY (JAN 1997)

 

(a) If the Government receives information that a contractor or a person has engaged in conduct constituting a violation of subsection (a), (b), (c), or (d) of Section 27 of the Office of Federal Procurement Policy Act (41 U.S.C. 423) (the Act), as amended by section 4304 of the 1996 National Defense Authorization Act for Fiscal Year 1996 (Pub. L. 104-106), the Government may—

 

(1) Cancel the solicitation, if the contract has not yet been awarded or issued; or

 

(2) Rescind the contract with respect to which—

 

(i) The Contractor or someone acting for the Contractor has been convicted for an offense where the conduct constitutes a violation of subsection 27(a) or (b) of the Act for the purpose of either—

 

(A) Exchanging the information covered by such subsections for anything of value; or

 

(B) Obtaining or giving anyone a competitive advantage in the award of a Federal agency procurement contract; or

 

(ii) The head of the contracting activity has determined, based upon a preponderance of the evidence, that the Contractor or someone acting for the Contractor has engaged in conduct constituting an offense punishable under subsections 27(e)(1) of the Act.

 

(b) If the Government rescinds the contract under paragraph (a) of this clause, the Government is entitled to recover, in addition to any penalty prescribed by law, the amount expended under the contract.

 

(c) The rights and remedies of the Government specified herein are not exclusive, and are in addition to any other rights 

 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

and remedies provided by law, regulation, or under this contract.

 

(End of clause)

 

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 identified in the below table.

 

	
Number of Calendar Days Delinquent in Delivery
    	
 
    	
Liquidated Damage (LD) - % of Deliverable Cost
    	
 
    
	
1-7
    	
 
    	
1
    	
%
    
	
8-14
    	
 
    	
2
    	
%
    
	
15-21
    	
 
    	
3
    	
%
    
	
22-26
    	
 
    	
4
    	
%
    
	
27-31
    	
 
    	
5
    	
%
    
	
32 and Above
    	
 
    	
6
    	
%
    


 

NOTE:  The percentages of LD’s are not cumulative per calendar day.  Example, a delay from 1 to 7 calendar days will equal a total LD assessment of 1% of the deliverable cost and a delay from 27-31 calendar days will result in a total LD assessment of 5% of the deliverable cost.

 

(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.

 

(End of clause)

 

52.216-24  LIMITATION OF GOVERNMENT LIABILITY (APR 1984)

 

(a) In performing this contract, the Contractor is not authorized to make expenditures or incur obligations exceeding $46,596,600.00 dollars.

 

(b) The maximum amount for which the Government shall be liable if this contract is terminated is $46,596,600.00 dollars.

 

(End of clause)

 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

52.233-4 APPLICABLE LAW FOR BREACH OF CONTRACT CLAIM (OCT 2004)

 

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

 

(End of clause)

 

52.233-4  APPLICABLE LAW FOR BREACH OF CONTRACT CLAIM (OCT 2004)

 

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

 

(End of clause)

 

52.252-2  CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

 

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.  Also, the full text of a clause may be accessed electronically at this/these address(es):

 

	
 
    	
 
    
	
 
    	
 
    
	
 
    	
 
    
	
[Insert one or more Internet addresses]
    	
 
    


 

(End of clause)

 

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.

 

(End of clause)

 

MARCORSYSCOM WAWF INSTRUCTIONS TO CONTRACTORS

 

ELECTRONIC SUBMISSION OF PAYMENT REQUESTS AND RECEIVING REPORTS (MAR 2008).

 

In compliance with DFARS 252.232-7003, “Electronic Submission of Payment Request and Receiving Reports (March 2008)”, the United States Marine Corps (USMC) utilizes WAWF-RA to electronically process vendor request for payment. The contractor is required to utilize this system when processing invoices and receiving reports under this contract.

 

The contractor shall (i) ensure an Electronic Business Point of Contract (POC) is designated in Central Contractor Registration at http://www.ccr.gov and (ii) register to use WAWF-RA at the https://wawf.eb.mil/  within ten (10) days 

 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

after award of the contract or modification incorporating WAWF-RA into the contract. Step by step procedures to register are available at the https://wawf.eb.mil/.

 

The USMC WAWF-RA point of contact for this contract is Ms. Charlette Hudson and can be reached on (540) 658-8063 or via email at charlette.hudson@usmc.mil  The alternate USMC WAWF-RA point of contact is Ms. Naydeen Christian and can be reached on (540) 658-8081 or via email at naydeen.christianl@usmc.mil .

 

The contactor is directed to use the 2 in 1 format when processing invoices and receiving reports. For all requirements, the contractor shall use the Marine Corps Systems Command DODAAC (M67854) as the DODAAC for all shipping addresses, even if the ship-to address-is other than the Marine Corps Systems Command.

 

DFAS-Columbus

P.O. Box 369022

Attn:Kansas-M67443

Columbus, Ohio 43236-9022

 

E-Mail:  CCO-KC-VPIS@DFAS.MIL (Vendor Pay)

PHONE:  1-800-756-4571 #2 then #4 (MOCAS = #1 then #4)

WAWF:  https://wawf.eb.mil/ <https://wawf.eb.mil/>

 

My Invoice:  https://myinvoice.csd.disa.mil

<https://myinvOice.csd.disa.mil>

 

Data entry information in WAWF:

Payment Office DoDAAC:  HQ0338

Issue By DoDAAC:  M67854

Admin Office DoDAAC:  S1103A

Ship To/Service Acceptor DoDAAC:  M67854 EXT PG-15 MRAP

Contract Number:  M67854-11-C-5063

 

Before closing out of an invoice session in WAWF-RA, but after submitting your document or documents, the contractor will be prompted to send additional email notifications.  The contractor shall click on “ Send Additional Email Notifications” block on the page that appears.  Add the primary point of contact’s email address (provided above) in the first email address block and add the alternate point of contact’s email address in the following block.  This additional notification to the government is important to ensure the appropriate point of contact is aware that the invoice documents have been submitted into the WAWF-RA system.

 

NOTE:  The POCs identified above are for WAWF issues only. Any other contracting questions/problems should be addressed to the POC identified in Section A of the contract.

 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

Section J - List of Documents, Exhibits and Other Attachments

 

LIST OF ATTACHMENTS

 

	
Title
    	
 
    	
Number of pages
    
	
PURCHASE DESCRIPTION MINE PROTECTED CLEARANCE VEHICLE
    	
 
    	
48 Pages
    
	
 
    	
 
    	
 
    
	
FINAL INSPECTION RECORD CONTRACT DATA REQUIREMENT LIST (CDRL)
    	
 
    	
1 Page
    


 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

	
Attachment Y
    	
 
    	
FOR OFFICIAL USE ONLY
    	
 
    	
ATPD 2373
    


 

-INCH-POUND

ATPD-2373

01 April 2010

 

PURCHASE DESCRIPTION

 

MINE PROTECTED CLEARANCE VEHICLE

 

 

[***]

 











 

[***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED BY FORCE PROTECTION, INC. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

 

CONTRACT DATA REQUIREMENTS LIST

 

 

[***]