Author: ledbetra
Last saved by: Rosalind A Ambrose
Company: DCSD-CSTE

HIGHWAY CONTRACT ROUTE (HCR)
TRANSPORTATION ROUTES ONLY 

TERMS AND CONDITIONS, ISSUE 5
BASED ON
THE UNITED STATES POSTAL SERVICE’s
SUPPLYING PRINCIPLES AND PRACTICES (2006)

Effective:  April 1, 2008

PREFACE
This document presents the Highway Contract Route (HCR) terms and conditions that will apply to all transportation route solicitations and transportation route contracts only.  This document is not applicable to contract delivery service (CDS) routes or combination routes.  

Part 1 is the Statement of Work.  The schedules for the specific trips are also a part of the Statement of Work. 

Part 2 sets forth the general clauses included in the solicitations and contracts.
Part 3 pertains to solicitations and contains the text of provisions that are intended (1) to inform suppliers fully of the Postal Service's needs for the particular purchase, (2) to explain how proposals will be evaluated, and (3) to identify the particular aspects of value deemed important to the success of the purchase. 
Part 4 is a list of the exhibits and attachments mentioned in the solicitation or contract.

TABLE OF CONTENTS
Page

PART 1. Statement of Work (Section b)	1
PART 2.  Clauses	2
2.1.	Payment (Highway) (Clause B-74) (March 2006)	2
2.1.1	Annual Rate Payments	2
2.1.2.	Other Than Annual Rate Payments	3
2.1.3	Payment -- Fixed Price (Clause 2-26) (March 2006)	3
2.1.4	Payment Due Date	4
2.1.5	Interest (Clause B-22) (March 2006)	4
2.1.6	Payment Process	4
2.2.  	Special Clauses	4
2.2.1	Definitions (Clause B-1) (March 2006)	4
2.2.2	Appeals to Next Higher Contracting Authority	5
2.2.3	Subcontracting	5
2.2.4	Clause 1-7 Organizational Conflicts of Interest (March 2006)	6
2.2.5	Clause 1-11 Prohibition Against Contracting With Former Postal Service Officers or PCES Executives (March 2006)	8
2.2.6	Clause 1-12 Use of Former Postal Service Employees	8
2.2.7   	Trailers	8
2.2.8	Fuel Cost Management Clause	9
2.2.9	Supplier Tax Identification Number or Social Security Number	9
2.2.10	Usage of Postal Facilities	10
2.2.11	D-U-N-S Number	10

2.3. 	 General Clauses	10
2.3.1	Clause 4-1 General Terms and Conditions (March 2006)	10
2.3.2	Changes (Transportation) (Clause B-67) (March 2006)	13
2.3.3	Termination of Contracts	14
2.3.4 	Safety Rating (Federal Motor Carrier Safety Administration)	15
2.3.5 	Clause 4-2 Contract Terms and Conditions Required to Implement Policies, Statutes or Executive Orders (March 2006)	15

PART 3.  PROVISIONS	19
3.1 		Instructions to Offerors	19
3.1.1	Provision 4-1 Standard Solicitation Provisions (March 2006)	19
3.1.2	Evaluation Information - Addendum to Provision 4-1	22
3.1.3	Provision 4-2 Evaluation (March 2006)	23
3.1.4	Provision 4-3 Representations and Certifications (March 2006)	24
PART 4.  LIST OF EXHIBITS AND ATTACHMENTS	28

PART 1. Statement of Work (Section b)
Part 1 includes the Statement of Work (which is Section B in the front of the contract).

PART 2.  Clauses
2.1.	Payment (Highway) (Clause B-74) (March 2006) (Modified)
General.  This is a fixed price contract for highway transportation service to be provided according to the Statement of Work and Specifications indicated in the solicitation, schedule, and special notes.  The basis for payment (e.g., annual rate or rate per mile) established for this contract is stated in the solicitation.  No adjustments will be made in contract price except as provided below or under other clauses of this contract.
2.1.1	Annual Rate Payments
Annual rate payments for services rendered under this contract will be made as follows:
a.	The Accounting Service Center (ASC) will pay the supplier automatically at the conclusion of each month for which payment is due.
b.	Since the fixed price should be expressed as an annual rate, payment will be computed by dividing the annual rate stated in this contract by 365 (or 366 for a leap year), and multiplying that result by the number of days in that month.  If this contract ends before the end of a month, payment will be based on the number of days within that period during which the contract was in force.  The leap year calculation begins on July 1 of the year before the leap year.
c.	The contracting officer may authorize (1) adjustments in compensation pursuant to the Adjustments to Compensation clause, or (2) changes in service requirements or extra trips pursuant to the Changes clause.  The Postal Service will file the appropriate documentation with the ASC and the supplier need not submit a separate invoice.
d.	The contracting officer may require the supplier to provide additional evidence of performance in a form and content satisfactory to the Postal Service prior to authorizing any payment.
e.	The supplier must invoice for all payments not covered by paragraphs a and b above.
1.	Hourly payments for driver/s waiting time over and above that which is called for in the contract.  (Supplier may be required to submit payroll records in support of such claims).
2.	Hourly rate payments for operations conducted to stop points other than on the regular schedule.
3.	Claims for damage to trailers must be filed and documented in accordance with Management Instruction PO-530-2001-2, Processing Trailer Damage Claims, as amended, revised, or reissued.
4.	Requests for payment for detours must be filed as provided under the detours provision of the Changes clause.
5.	All other requests for payments must be submitted in accordance with the Payment – Fixed Price clause.
f.	Deductions may be made from payments otherwise due the supplier under this contract or any other contracts held by the supplier~~,~~ for any amounts for which the supplier is liable as damages or otherwise.
2.1.2.	Other Than Annual Rate Payments
Payments other than annual rate payments will be made as follows:
a.	Payment will be made by the Administrative Official’s issuance of a Form 5429 “Certification of Exceptional Contract Service Performed”, directly to the Accounting Service Center (ASC).  The contracting officer will generally rely on verification data provided through the Administrative Official.   Compensation will be based upon the unit rate, multiplied by the actual number of units performed.
b.	The contracting officer may require the supplier to provide additional evidence of performance in a form and content satisfactory to the Postal Service prior to authorizing any payment.
c.	Payment for items not included in the above must be accompanied by properly completed invoices.  Such invoices are subject to verification or audit by the Postal Service.  The following is a listing of services that will be paid hereunder:
1.	Hourly payments for driver/s waiting time over and above that which is called for in the contract.  (Supplier may be required to submit payroll records in support of such claims).
2.	Hourly rate payments for operations conducted to stop points other than on the regular schedule.
d.	The contracting officer may authorize (i) adjustments in compensation pursuant to the Adjustments to Compensation clause, or (ii) changes in service requirements or extra trips pursuant to the Changes clause.  The Postal Service will file the appropriate documentation with the ASC for such adjustments or changes and the supplier need not separately invoice for them.
e.	The supplier must invoice for all payments to include:
1.	Claims for damage to trailers must be filed and documented in accordance with Management Instruction PO-530-2001-2, Processing Trailer Damage Claims, as amended, revised, or reissued.
2.	Requests for payment for detours must be filed as provided under the detours provision of the Changes clause.
f.	Deductions may be made from payments otherwise due the supplier under this contract or any other contracts held by the supplier, for any amounts for which the supplier is liable as damages or otherwise.

Note:  Some contracts may be paid under the terms and conditions described in Section 2.1.3 of this document.
2.1.3	Payment -- Fixed Price (Clause 2-26) (March 2006) (Modified)
The Postal Service will pay the supplier, upon the submission of proper invoices or vouchers, the prices stipulated in this contract for work or supplies delivered and accepted or services rendered and accepted, less any deductions provided for by the contract.  Unless the contract otherwise specifies, payment will be made on partial deliveries accepted by the Postal Service if:

1.	The amount due on the deliveries warrants it; or

2.	The supplier requests it and the amount due on the deliveries is at least $1,000 or 50 percent of the total contract price, whichever is less.
2.1.4	Payment Due Date
Payment due for a month will be made by the Accounting Service Center within 30 days following the end of that month, or, if a separate invoice is required, within 30 days after the submission of a proper invoice.  Interest will be paid for late payment commencing on the 31st day.
2.1.5	Interest (Clause B-22) (March 2006)
The Postal Service will pay interest on late payments and unearned prompt payment discounts in accordance with the Prompt Payment Act, 31 U.S.C. 3901 et seq., as amended by the Prompt Payment Act Amendments of 1988, P.L. 100-496.
2.1.6	Payment Process
(1) 	Payment will be made for items accepted by the Postal Service that have been delivered to the delivery destinations set forth in this contract. The Postal Service will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and 5 CFR 1315. All payments under this contract will be made by the Postal Service by electronic funds transfer.  Suppliers who are unable to receive payment through EFT, due to causes within its control, may be terminated for default.
 (2) 	In conjunction with any discount offered for early payment, time will be computed from the date of the invoice. For purposes of computing the discount earned, payment will be considered to have been made on the date which appears on the payment check or the date on which an electronic funds transfer was made.
2.2.  Special Clauses
2.2.1	Definitions (Clause B-1) (March 2006) (Modified)
As used in this document, the following terms have the following meanings:

Administrative Official:  Any Postal Service official designated by a contracting officer to supervise and administer a contract awarded under this solicitation.

Contracting Officer:  The person executing this contract on behalf of the Postal Service, and any other officer or employee who is a properly designated contracting officer; the term includes, except as otherwise provided in the contract, the authorized representative of a contracting officer acting within the limits of the authority conferred upon that person. 

Contracting Officer's Representative: A contracting officer's representative who acts within the limits of authority delegated by the contracting officer.

Postal Service: The United States Postal Service.

Route: The route or routes as described in this contract, as the same may be extended, curtailed, or otherwise altered in accordance with the terms of this contract.

Supplier:  The person or persons, partnership, or corporation that will be providing the service advertised in this solicitation.

USPS:  United States Postal Service.
2.2.2	Appeals to Next Higher Contracting Authority
a.	The supplier may appeal through the contracting officer to the next higher contracting authority: (1) If no settlement is reached, the financial amount resulting from a termination for convenience by the contracting officer under Section 2.3.3b; or (2) the decision of non-renewal.  Such an appeal shall be filed in writing by the supplier within five (5) business days after receipt of "Notice of Termination or Non-renewal."  The supplier shall include in the appeal the following, as applicable:
1.	A copy of the contracting officer's decision for a termination for convenience, or copy of the contracting officer’s decision letter not to renew the contract.
2.	A copy of other related correspondence.
3.	A statement of the action or failure to act, from which the appeal is taken.
4.	A statement of the reasons why the supplier believes the action taken or failure to act is erroneous.
b.	The contracting officer's decision to not renew the contract shall be stayed until decision on the appeal is rendered by the next higher level of contracting authority.
c.	Neither the decision not to renew the contract, nor the decision on appeal by the next higher level of contracting authority is a dispute under the Claims and Disputes clause.  This clause does not apply to contracts terminated under Clause B-67.
2.2.3	Subcontracting (Highway or Domestic Inland Water Contracts)
a.	For the purpose of this section, a subcontract is any agreement, other than an employer-employee agreement or a temporary agreement for labor by and owner-operator as described below, between a party that has contracted with the Postal Service to transport mail and a third party, in which the third party agrees to provide all or part of the contract service or goods or services that support the performance of the prime contract. An employer-employee agreement is one under which the employee is subject to the continuing authority of the mail transportation supplier to supervise and direct the manner of work performance of the employee. Such an employer-employee agreement is also characterized by, expressly or implied, the employer's responsibility to pay compensation directly to the employee and to withhold taxes and amounts for social security benefits from the employees' compensation for the work performed under the agreement. If an owner-operator, because of illness or temporary equipment failure, is required to obtain labor from another in order to continue performance of the service as required by the contract, that transaction is not a subcontract within the meaning of this section. 
b.	The Postal Service’s Supplying Principles and Practices (March 29, 2006), Subcontracting with Small, Minority, and Women-owned Businesses, is applicable to subcontracts under this section.
c.	All subcontracts that require the subcontractor to handle, deliver, or otherwise to have access to the mail must be approved by the contracting officer, except that a supplier may, without approval of the contracting officer, subcontract the whole or part of the contract for irregular mail movements such as plant loads with one or more owner-operators who provide and drive their own vehicles.
d.	Execution by a supplier of a subcontract for the performance of contract service and its approval by the Postal Service do not release the supplier from its contractual obligations, nor from liability for damages. 
e.	Whenever the Postal Service determines that a supplier has breached the contract by subcontracting the whole or part of the contract contrary to the requirements of the Postal Service’s Supplying Principles and Practices (March 29, 2006), the contracting officer may terminate the contract for default. 
f.	Subcontractors performing contract service must meet the same capability and qualification requirements as the prime supplier. 
g.	If a whole contract is subcontracted, the subcontract must be for the full remainder of the contract term, and the subcontractor's initial rate of pay will be the same as the supplier's unless there is a change in operations costs resulting from a service change or from the enactment of a statute or ordinance or the adoption of lawful regulations by any federal, state, or local agency. 
h.	When a subcontract is terminated, the prime supplier may be required to take charge of the route. A subcontract to provide contract service may be terminated at the subcontractor's request only with the prior approval of the contracting officer, which will be given only for good cause.  Subcontracts for contract service are automatically terminated by death of the subcontractor or abandonment of the service by the subcontractor. 
i.	When a subcontractor performing contract service fails to comply with the terms of a contract, the contracting officer notifies the prime supplier of the subcontractor’s irregularities. The contracting officer may require removal of the subcontractor for failure to perform and that the prime supplier resumes route operations, or exercise any other remedies provided by the contracts with the prime supplier.
2.2.4	Clause 1-7 Organizational Conflicts of Interest (March 2006) (Modified)
a.	Warranty Against Existing Conflicts of Interest. The supplier warrants and represents that, to the best of its knowledge and belief, it does not presently have organizational conflicts of interest that would diminish its capacity to provide impartial, technically sound, objective research assistance or advice, or would result in a biased work product, or might result in an unfair competitive advantage, except for advantages flowing from the normal benefits of performing this agreement. 
b.	Restrictions on Contracting. The supplier agrees that during the term of this agreement, any extensions thereto, and for a period of 2 years thereafter, neither the supplier nor its affiliates will perform any of the following: 
(1) 	Compete for any Postal Service contract for production of any product for which the supplier prepared any work statement or specifications or conducted any studies or performed any task under this agreement. 
(2) 	Contract (as the provider of a component or the provider of research or consulting services) with any offeror competing for any Postal Service contract for production of any product for which the supplier prepared any work statements or specifications or conducted any studies or performed any task under this agreement. 
(3) 	Contract (as the provider of a component or the provider of research or consulting services) with the offeror which wins award of a Postal Service contract for production of any product for which the supplier prepared any work statement or specifications or conducted any studies or performed any task under this agreement. 
c. 	Possible Future Conflicts of Interest. The supplier agrees that, if after award of this agreement, it discovers any organizational conflict of interest that would diminish its capacity to provide impartial, technically sound, objective research assistance or advice, or would result in a biased work product, or might result in an unfair competitive advantage, except advantages flowing from the normal benefits of performing this agreement, the supplier will make an immediate and full disclosure in writing to the contracting officer, including a description of the action the supplier has taken or proposes to take to avoid, eliminate, or neutralize this conflict of interest. 
d. 	Nondisclosure of Confidential Material 
(1) 	The supplier recognizes that, in performing this agreement, it may receive confidential information. To the extent that and for as long as the information is confidential, the supplier agrees to take the steps necessary to prevent its disclosure to any third party without the prior written consent of the contracting officer. 
(2) 	The supplier agrees to indoctrinate its personnel who will have access to confidential information as to the confidential nature of the information, and the relationship under which the supplier has possession of this information. 
(3) 	The supplier agrees to limit access to the confidential information obtained, generated, or derived, and to limit participation in the performance of orders under this agreement to those employees whose services are necessary for performing them. 
e.	Non-Disclosure of Address Information
1.	General:  This contract requires the supplier to have access to address information (i.e., addresses and return addresses) that appears on pieces of mail.  To ensure the confidentiality of this address information, except as permitted by this clause, no supplier or subcontractor, and no employee or former employee of any supplier or subcontractor may, at any time, during or after the completion of this contract, disclose to any third party any address information obtained in the performance of this contract.  This contract does not give the supplier proprietary interest in address information, and the supplier’s right to have, use, and disclose address information is restricted by the terms of this clause.
2.	Restriction of Access.  The supplier agrees to control and restrict access to address information to persons who need it to perform work under this contract, and to prohibit the reproduction of this information.
3.	Confidentiality and Non-Disclosure Agreement.  The supplier must require an employee (including any employee of a subcontractor) to hold in confidence any and all address information (i.e., addresses and return addresses) disclosed by the Postal Service or otherwise obtained or developed in the course of performance under this contract.  
4.	Legal Demands for Information.  If a legal demand is made for address information (such as by subpoena), the supplier will immediately notify the contracting officer and the nearest office of the postal inspectors.  After notification, the Postal Service will then determine whether and to what extent, to resist the legal demand.  Should the Postal Service give in to or unsuccessfully resist a legal demand, the supplier may, with the written permission of the contracting officer, release that address information specifically requested by the legal demand.
5.	Indemnification.  The supplier will indemnify the Postal Service, its employees and agents, against all liability (including costs and fees) for damages arising out of the intentional or negligent disclosure of address information other than as permitted by this clause.
6.	Subcontracts.  The supplier must include this clause, modified as necessary, in any subcontract.
f.  Postal Service Remedy. If the supplier breaches or violates any of the warranties, covenants, restrictions, disclosures or nondisclosures set forth under this clause, the Postal Service may terminate this agreement, in addition to any other remedy it may have for damages or injunctive relief. 
2.2.5	Clause 1-11 Prohibition Against Contracting With Former Postal Service Officers or PCES Executives (March 2006) 
During the performance of this contract, former Postal officers or Postal Career Executive Service (PCES) executives are prohibited from employment by the supplier as key personnel, experts or consultants, if such individuals, within one (1) year after their retirement from the Postal Service, would be performing substantially the same duties as they performed during their career with the Postal Service. 
2.2.6	Clause 1-12 Use of Former Postal Service Employees (March 2006)
During the term of this contract, the supplier must identify any former Postal Service employees it proposes to be engaged, directly or indirectly, in contract performance. Such individuals may not commence performance without the contracting officer's prior approval. If the contracting officer does not provide such approval, the supplier must replace the proposed individual former employee with another individual equally qualified to provide the services called for in the contract.
2.2.7   Trailers
a.	Trailer Services Agreement Clause:  The Postal Service and HCR supplier agree that in those instances where extra trailers are required to support postal operations, the Postal Service’s preferred trailer provider will be given the first opportunity to provide the required equipment.  If the preferred trailer provider is unable to provide the required equipment in a timely manner, the HCR supplier may secure the needed equipment at the most reasonable rate available.  In those instances where the HCR supplier fails to request equipment from the preferred trailer provider, the Postal Service will be liable for reimbursement up to the price that the preferred trailer provider would charge for comparable equipment.

b.	Trailer Markings/Condition:  Any and all equipment shall be presented for inspection at the location and time indicated by the contracting officer or authorized representative. Equipment used on the contract must at all times be maintained in a condition that reflects favorably on the Postal Service and is acceptable to the contracting officer or authorized representative for the full term of the contract and any subsequent renewals that might be negotiated.  Other than the markings specified in Attachment B (found in Part Four of these Terms and Conditions, entitled “Vehicle and Load Restraint Requirements”), suppliers are prohibited from adding any graphic material to any trailer utilized in the performance of this Postal Service contract without the express approval of the contracting officer.  The supplier shall at all times maintain its transportation equipment used under this contract so as to present a credible appearance and comply with applicable Postal Service regulations. When the trailer is removed from the contract or put out of service, the suppliers must remove "U.S. Mail" or any other United States Postal Service designation from the trailer.

c.	Barcoding:  As a part of the Postal Service’s Surface Visibility Program, suppliers shall allow the necessary space for the placement of barcodes on the suppliers' trailers.  Specifications for barcode size, placement, and method of attachment are at the discretion of the contracting officer.  Attachment B (found in Part Four of these Terms and Conditions, entitled “Vehicle and Load Restraint Requirements”), Specification F contains specifications for barcode placement.

2.2.8	Fuel Cost Management Clause
a.	Fuel Management Program:  The Postal Service has implemented a program under which postal highway contract route (HCR) suppliers will obtain fuel at certain designated wholesale fuel servicing facilities and retail fuel servicing facilities.  All eligible suppliers are required to participate in the Fuel Management Program (FMP).  As suppliers are identified by their respective areas as being candidates for the FMP, the suppliers will be contacted directly.
The guidelines for the Fuel Management Program dated February 5, 2008, or as revised, are incorporated as a part of this contract.
b.	Fuel Taxes:  The fuel management program is designed to provide opportunity for suppliers to purchase and/or be provided fuel through the use of a fuel transaction card.  In both the retail and bulk fuel purchasing environments there are certain fuel taxes (Federal and state) that must be paid when fuel is purchased.  The Postal Service currently pays these taxes (AS A PASS THROUGH COST) as part of the total price of a gallon of fuel as shown on line six of the contract cost statement (PS Form 7463/7468).  The Postal Service agrees to continue to pay these taxes (DIRECTLY TO THE FUEL PROVIDER) to the extent they (THE FUEL TAXES ON LINE 6 OF PS FORM 7463/7468) continue to be an obligation for the HCR supplier.

c.	Road Use Taxes:  The Postal Service and the supplier agree that road use taxes (beyond those paid as an incremental component of the total price of a gallon of fuel and shown in the price per gallon shown on line six of PS Form 7463/7468) are not covered by the Fuel Cost Management Clause.  Road use taxes are today, and will continue to be, paid directly by the HCR supplier.  Our current process has a designated provision in the cost statement to display appropriate costs of road use taxes (Line 9).  In those instances where a supplier chooses to manage his road use taxes by placing them on line 9 of PS form 7463/7468, reimbursement is included in the normal payment process based on all lines of the negotiated cost statement.

2.2.9	Supplier Tax Identification Number or Social Security Number
Internal Revenue Service (IRS) mandates that the suppliers name or business name correctly matches the Employer Identification Number (EIN) or Social Security Number (SSN), provided to the contracting officer.  IRS considers a name and EIN/SSN combination as incorrect if either the name or EIN/SSN combination shown on your Highway Contract does not match the name and EIN/SSN combination in their files or Social Security Administration (SSA) files.  IRS rules require the USPS to withhold 29 percent of payments (backup withholding) made to a supplier if corrective action is not taken once you have been notified of an error.  In addition to the backup withholding, the supplier may be subject to additional penalties issued by IRS. Therefore, all suppliers are required to provide the contracting officer with a copy of their EIN as issued by IRS or a copy of their SSN as issued by SSA.

2.2.10	Usage of Postal Facilities
Parking for contract vehicles and trailers at postal facilities and other uses of Postal facilities (unless otherwise specified within this contract) may or may not be allowed at the discretion of each facility manager. The supplier is responsible for all associated costs and to have the vehicle properly secured at all times.  The supplier must have adequate contingency plans in place should the use of postal facilities be terminated or limited. In no event shall the Postal Service be held liable for, or incur any additional cost associated with, such use or the termination of such use during the contract term.  

2.2.11  D-U-N-S Number
Dun & Bradstreet (D&B) provides a D-U-N-S Number, a unique nine digit identification number, for each physical location of your business.  D-U-N-S Number assignment is free for all businesses required to register with the United States Federal government for contracts or grants.  Suppliers must provide their D-U-N-S number in order to be eligible for contract award.

2.3.  General Clauses
2.3.1	Clause 4-1 General Terms and Conditions (March 2006) (Modified) 
a. 	Inspection and Acceptance. The supplier will only tender for acceptance those items that conform to the requirements of this contract. The Postal Service reserves the right to inspect or test supplies or services that have been tendered for acceptance. The Postal Service may require repair or replacement of nonconforming supplies or re-performance of nonconforming services at no increase in contract price. The Postal Service must exercise its post acceptance rights (1) within a reasonable period of time after the defect was discovered or should have been discovered and (2) before any substantial change occurs in the condition of the items, unless the change is due to the defect in the item. 
b. 	Assignment. If this contract provides for payments aggregating $10,000 or more, claims for monies due or to become due from the Postal Service under it may be assigned to a bank, trust company, or other financing institution, including any federal lending agency, and may thereafter be further assigned and reassigned to any such institution. Any assignment or reassignment must cover all amounts payable and must not be made to more than one party, except that assignment or reassignment may be made to one party as agent or trustee for two or more parties participating in financing this contract. No assignment or reassignment will be recognized as valid and binding upon the Postal Service unless a written notice of the assignment or reassignment, together with a true copy of the instrument of assignment, is filed with: 
(1) 	The contracting officer; 
(2) 	The surety or sureties upon any bond; and 
(3) 	The office, if any, designated to make payment, and the contracting officer has acknowledged the assignment in writing. 
(4) 	Assignment of this contract or any interest in this contract other than in accordance with the provisions of this clause will be grounds for termination of the contract for default at the option of the Postal Service. 
c. 	Changes (see Section 2.3.2, Clause B-67)
d. 	Reserved 
e. 	Reserved 
f. 	Reserved 
g. 	Invoices – See Section 2.1 (Payments) 
h.	Patent Indemnity. The supplier will indemnify the Postal Service and its officers, employees and agents against liability, including costs for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark, or copyright, arising out of the performance of this contract, provided the supplier is reasonably notified of such claims and proceedings.
i. 	Payment – See Sections 2.1 (Payments)
j. 	Risk of Loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract will remain with the supplier until, and will pass to the Postal Service upon: 
(1)	Delivery of the supplies to a carrier, if transportation is f.o.b. origin, or; 
(2) 	Delivery of the supplies to the Postal Service at the destination specified in the contract, if transportation is f.o.b. destination. 
k. 	Taxes. The contract price includes all applicable federal, state, and local taxes and duties. 
l. 	Termination for the Postal Service's Convenience. See Section 2.3.3.
m. 	Termination for Default. The Postal Service may terminate this contract, or any part hereof, for default by the supplier, or if the supplier fails to provide the Postal Service, upon request, with adequate assurances of future performance. In the event of termination for default, the Postal Service will not be liable to the supplier for any amount for supplies or services not accepted, and the supplier will be liable to the Postal Service for any and all rights and remedies provided by law. The debarment, suspension, or ineligibility of the supplier, its partners, officers, or principal owners under the Postal Service's procedures (see the Postal Service’s Supplying Principles and Practices (March 29, 2006) may constitute an act of default under this contract, and such act will not be subject to notice and cure pursuant to any termination of default provision of this contract. If it is determined that the Postal Service improperly terminated this contract for default, such termination will be deemed a termination for convenience. 
n. 	Title. Unless specified elsewhere in this contract, title to items furnished under this contract will pass to the Postal Service upon acceptance, regardless of when or where the Postal Service takes physical possession. 
o. 	Warranty. The supplier warrants and implies that the items delivered under this contract are merchantable and fit for the use for the particular purpose described in this contract. 
p. 	Limitation of Liability. Except as otherwise provided by an express or implied warranty, the supplier will not be liable to the Postal Service for consequential damages resulting from any defect or deficiencies in accepted items.
q. 	Other Compliance Requirements. The supplier will comply with all applicable Federal, State, and local laws, executive orders, rules and regulations applicable to its performance under this contract.  If there are any changes to a federal, state or local law, statute or regulation, executive order or other rule applicable to contract performance during the term of this contract that result in additional contract costs, these costs will be borne by the supplier.
r. 	Order of Precedence. Any inconsistencies in the provisions of a solicitation, a contract awarded under a solicitation, or a contract awarded without the issuance of a written solicitation will be resolved by giving precedence in the following order:
(1)	The Statement of Work and Specifications
(2)	The solicitation provisions and instructions
(3)	Special clauses and general clauses
(4)	Provisions contained in attachments or incorporated by reference.
s. 	Incorporation by Reference. Wherever in this solicitation or contract a standard provision or clause is incorporated by reference, the incorporated term is identified by its title, the provision or clause number assigned to it in the Postal Service Supplying Principles and Practices and its date. The text of incorporated terms may be found at http://www.usps.com/cpim/ftp/manuals/pm/spp.pdf.  The following clauses are incorporated in this contract by reference: 
(1)	B-9, Claims and Disputes (March 2006) 
(2)	B-15, Notice of Delay (March 2006) 
(3) 	B-16, Suspensions and Delays (March 2006) 
(4) 	B-19, Excusable Delays (March 2006) 
(5) 	B-30, Permits and Responsibilities (March 2006) 
(6)	B-64, Accountability of the Supplier (Highway) (March 2006)
(7)  	B-65, Adjustments to Compensation (March 2006) (Modified)
Contract compensation may be adjusted by mutual agreement of the supplier and the contracting officer. 
a. 	In connection with an adjustment, the contracting officer may examine such records and books of account maintained by the supplier as the contracting officer may deem necessary. 
b. 	Adjustments in compensation pursuant to this clause shall be memorialized by formal amendment to the contract. 
c. 	Should the Postal Service introduce procedures which affect the supplier's obligations with respect to the costs of fuel or taxes, the contract price will be adjusted with respect to those costs, pro rata, without entitlement to other compensation for those adjustments, subject to the resolution of any dispute about the adjustments under the Claims and Disputes clause. 
Any adjustments shall be made in accordance with the United States Postal Service Management Instruction governing adjustments in effect at the time of contract award or renewal.
(8)	B-69, Events of Default (March 2006)
t. 	Shipping. The supplier must deliver goods that meet the prescribed physical limitations of the current USPS Domestic Mail Manual either by its own personnel/equipment or by use of the United States Postal Service, unless the contracting officer grants a waiver of this requirement. The supplier is responsible for ensuring that the packing and packaging are sufficient to protect the goods and ensure usability upon receipt. 
2.3.2	Changes (Transportation) (Clause B-67) (February 2008) (Modified)
	a.  Service Changes

The supplier shall proceed diligently in accordance with service changes and extra trips ordered unilaterally by the contracting officer.  Disputes concerning such orders shall be resolved pursuant to the Claims and Disputes clause.

(1)	Minor Service Changes.  The contracting officer may, at any time, without consulting the supplier, issue orders directing an extension, curtailment, change in line of travel, revisions of route, or increase in frequency of service or number of trips and fixing an adjustment in the supplier’s compensation which increases or decreases the supplier’s rate of pay by no more than 5%, not to exceed $5,000 of any single contract.  If the supplier believes the change in cost of providing the service required by the order is inequitable with the change in compensation, the supplier may request an adjustment of compensation for the service change.
(2)	Other Service Changes.  Service changes other than minor service changes, including increases or decreases in compensation, may be made by mutual agreement of the contracting officer and the supplier.  Such changes shall be memorialized by formal amendment to the contract.
b.  Extra Trips

An extra trip is an additional trip of service operated on an infrequent time basis over the same route or part as normally provided under the terms of the contract.  Extra trips shall be negotiated in advance of the performance when the contracting officer deems it appropriate.  However, the contracting officer may order the supplier to perform such extra service at pro rata pay.  If no rate of pay for extra trips has been negotiated in advance, the supplier shall nonetheless perform such extra trips as are ordered by the contracting officer and may, on an after-the-fact basis, obtain a lump sum reimbursement for the difference between costs incurred as a direct result of performing such extra trips and pro-rata payment for such trips, provided that such claims costs are adequately supported by documentary evidence furnished to the contracting officer.  Claims for compensation above pro rata pay for extra trips must be filed in writing with the contracting officer, accompanied by full supporting documentation of costs, no later than 90 days after the performance of such extra trips.  When the contracting officer has ordered several extra trips under a single order, the 90-day period begins on the date of performance of the last trip performed under such order.  Failure to agree to such compensation above pro rata pay shall be resolved under the Claims and Disputes clause.

c.	Detours

When the regular line of travel of a contract route is impassable and the supplier performs full service over another and longer line of travel, the supplier’s compensation shall be equitably increased for such service, provided, however, that such increase:

(1)	Comprises at least $1.00 (one dollar) in any month, and

(2)	Does not exceed an amount determined by multiplying the additional miles actually traveled by the rate per mile that applies to the trip on which the detour was made, determined by dividing the regular compensation for the trip by the regular number of miles.

Note:  No payments will be made with respect to any detour not reported to the contracting officer or the contracting officer’s designee within 90 days after the detoured service is performed.  Supplier will use reasonable efforts to minimize additional costs or delays resulting from detours.

d.		Liquidated Damages:
		
	See Section 2.3.3.

2.3.3	Termination of Contracts
The Postal Service reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the supplier must immediately stop all work and must immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the supplier will be paid a percentage of the work performed prior to the notice of termination. The supplier will not be paid for any work performed or costs incurred which reasonably could have been avoided. 

Based on pre-award discussions prior to contract award or renewal, the contracting officer or the supplier may terminate this contract or the right to perform under it, in whole or in part under 2.3.3a or 2.3.3b.

2.3.3a	Termination with Notice

The contracting officer or the supplier, on 60 days written notice, may terminate this contract or the right to perform under it, in whole or in part, without cost to either party.

Section e of Clause B-67 does not apply to transportation routes.

2.3.3b	Termination for the Postal Service’s Convenience
The Postal Service reserves the right to terminate a regular contract, or any part thereof, for its sole convenience. In the event of such termination, the supplier must immediately stop all work and must immediately cause any and all of its suppliers and subcontractors to cease work. After termination, the supplier may submit to the contracting officer a termination claim in the form and with the certification prescribed by the contracting officer. The claim must be submitted promptly, but in no event more than 180 days after the effective date of termination, unless an extension in writing is granted by the contracting officer. However, if the contracting officer determines that the facts justify such action, any termination claim may be received and acted upon at any time after the 180-day period. Upon failure of the supplier to submit a termination claim within the time allowed, the contracting officer may determine, on the basis of information available, the amount, if any, due the supplier by reason of the termination and will pay that amount.  The supplier will not be required to comply with the cost accounting standards and principles for this purpose. The supplier will not be paid for any work performed or costs incurred which reasonably could have been avoided.  The supplier and the contracting officer shall agree upon the whole or any part of the amount to be paid (including an allowance for the fee) to the supplier by reason of the termination. The supplier has the right of review through the contracting officer to the next higher level contracting authority and/or under the Claims and Disputes clause of the determination made by the contracting officer pertaining to the financial amount ONLY except that if the supplier fails to request an extension of time, the supplier will have no right of review.  

The Postal Service may, under the terms and conditions it may prescribe, make partial payments against costs incurred by the supplier in connection with the terminated portion of the contract whenever, in the opinion of the contracting officer, the aggregate of the partial payments is within the amount to which the supplier will be entitled. If the total of these payments exceeds the amount finally determined to be due under this clause, the excess must be repaid to the Postal Service upon demand, together with interest calculated in accordance with the Interest clause of this contract, for the period from the date the excess payment is received by the supplier to the date on which the excess is repaid to the Postal Service. However, no interest will be charged with respect to an excess payment attributable to a reduction in the supplier's claim by reason of retention or other disposition of termination inventory, until 10 days after the date of the retention or disposition.
Section e of Clause B-67 does not apply to transportation routes.

2.3.3c	Clause B-72 Termination for Convenience - Emergency Contracts (March 2006) 

Emergency contracts may be terminated by the Postal Service upon notice of not less than 24 hours, or by the supplier upon written notice of not less than 15 days; without the allowance of any damages or extra pay in lieu of damages. 

2.3.4	Safety Rating (Federal Motor Carrier Safety Administration)
If a supplier is notified by the Federal Motor Carrier Safety Administration (FMCSA) that there is a proposed safety rating of “unsatisfactory” (as contained in 49CFR385.11), the supplier must notify the contracting officer within five (5) business days of receipt of written notice from the FMCSA.  Should the supplier fail to notify the USPS within the five (5) business days, the contracting officer may terminate any and all contracts for default.

2.3.5 	Clause 4-2 Contract Terms and Conditions Required to Implement Policies, Statutes or Executive Orders (March 2006) 
a. 	Incorporation by Reference 
(1) 	Wherever in this solicitation or contract a standard provision or clause is incorporated by reference, the incorporated term is identified by its title, the provision or clause number assigned to it in the Postal Service Supplying Principles and Practices.  The text of incorporated terms may be found at http://www.usps.com/cpim/ftp/manuals/pm/spp.pdf.  The following clauses are incorporated in this contract by reference:
(1)	Clause 1-5, Gratuities or Gifts (March 2006)
(2) 	Clause 9-1, Convict Labor (March 2006)
(3) 	Clause 9-5, Contract Work Hours and Safety Standards Act - Safety Standards (March 2006) 
(4) 	Clause B-25, Advertising of Contract Awards (March 2006)
(5)	Clause B-68. Changes in Corporate Ownership or Officers (March 2006)
(6)	Clause B-70, Release of Supplier (March 2006)
(7)	Clause B-73, Trailer Damage (March 2006)
(8)	Clause B-77, Protection of the Mail (March 2006)
(9)	Clause B-78, Renewal Clause (March 2006)
(10)	Clause B-79, Forfeiture of Compensation (March 2006)
(11)	Clause B-80, Laws and Regulations Applicable (March 2006)
(12)	Clause B-81, Information or Access by Third Parties (March 2006)
(13)	Clause B-82, Access by Officials (March 2006)
(2)	If checked, the following additional clauses are also incorporated in this contract by reference (contracting officer will check as appropriate):
(1) 	Clause 1-1, Privacy Protection (March 2006) _X__
(2) 	Clause 1-6, Contingent Fees (March 2006) _X__
(3) 	Clause 1-9, Preference for Domestic Supplies (March 2006) ___
(4) 	Clause 1-10, Preference for Domestic Construction Materials (March 2006) ___
(5) 	Clause 2-22, Value Engineering Incentive (March 2006) _X__
(6) 	Clause 3-1, Small, Minority, and Woman-owned Business Subcontracting Requirements (March 2006) _X__ (see Subcontract Policy attachment)
(7) 	Clause 3-2, Participation of Small, Minority, and Woman-owned Businesses (March 2006) _X__ (see Subcontract Policy attachment)
(8) 	Clause 9-2, Contract Work Hours and Safety Standards Act - Overtime Compensation (March 2006) ___
(9) 	Clause 9-3, Davis-Bacon Act (March 2006) ___
(10) 	Clause 9-6, Walsh-Healey Public Contracts Act (March 2006) __
(11) 	Clause 9-7, Equal Opportunity (March 2006) _X__
(12) 	Clause 9-10, Service Contract Act (March 2006) _X__
(13) 	Clause 9-11, Service Contract Act - Short Form (March 2006) ___
(14) 	Clause 9-12, Fair Labor Standards Acts and Services Contract Act - Price Adjustments (March 2006) ___
(15) 	Clause 9-13, Affirmative Action for Handicapped Workers (March 2006) _X__
(16) 	Clause 9-14, Affirmative Action for Disabled Veterans and Veterans of the Vietnam Era (March 2006) _X__ 
b. 	Examination of Records. 
(1) 	Records. "Records" includes books, documents, accounting procedures and practices, and other data, regardless of type and regardless of whether such items are in written form, in the form of computer data, or in any other form. 
(2) 	Examination of Costs. If this is a cost-type contract, the supplier must maintain, and the Postal Service will have the right to examine and audit all records and other evidence sufficient to reflect properly all costs claimed to have been incurred or anticipated to be incurred directly or indirectly in performance of this contract. This right of examination includes inspection at all reasonable times of the supplier's plants, or parts of them, engaged in the performance of this contract. 
(3) 	Cost or Pricing Data. If the supplier is required to submit cost or pricing data in connection with any pricing action relating to this contract, the Postal Service, in order to evaluate the accuracy, completeness, and currency of the cost or pricing data, will have the right to examine and audit all of the supplier's records, including computations and projections, related to: 
(a) 	The proposal for the contract, subcontract, or modification; 
(b) 	The discussions conducted on the proposal(s), including those related to negotiating; 
(c) 	Pricing of the contract, subcontract, or modification; or 
(d) 	Performance of the contract, subcontract or modification. 
(4) 	Reports. If the supplier is required to furnish cost, funding or performance reports, the contracting officer or any authorized representative of the Postal Service will have the right to examine and audit the supporting records and materials, for the purposes of evaluating: 
(a) 	The effectiveness of the supplier's policies and procedures to produce data compatible with the objectives of these reports; and 
(b) 	The data reported. 
(5) 	Availability. The supplier must maintain and make available at its office at all reasonable times the records, materials, and other evidence described in paragraphs (a) through (d) of this clause, for examination, audit, or reproduction, until three years after final payment under this contract or any longer period required by statute or other clauses in this contract. In addition: 
(a) 	If this contract is completely or partially terminated, the supplier must make available the records related to the work terminated until three years after any resulting final termination settlement; and 
(b) 	The supplier must make available records relating to appeals under the claims and disputes clause or to litigation or the settlement of claims arising under or related to this contract. Such records must be made available until such appeals, litigation or claims are finally resolved. 

PART 3.  PROVISIONS
3.1 Instructions to Offerors
3.1.1	Provision 4-1 Standard Solicitation Provisions (April 2008) (Modified)
a. Submission of Offers. Submit signed and dated offers to the office specified in this solicitation at or before the exact time specified on this solicitation. Offers may be submitted on Form 7405, Order/Solicitation/Offer/Award, letterhead stationary, or as otherwise specified in the solicitation. As a minimum offers must show: 
(1) Solicitation number; 
(2) The name, address and telephone number of the offeror; 
(3) A technical description of the items being offered in sufficient detail to evaluate compliance with the requirements in the solicitation. This may include product literature, or other documents, if necessary; 
(4) Terms of any expressed warranty; 
(5) Price and any discount terms; 
(6) "Remit to" address, if different than mailing address; 
(7) A completed copy of the representations and certifications; 
(8) Acknowledgment of Solicitation Amendments by signing and returning the amendment, identifying the amendment number and date in the space provided for this purpose on the solicitation form; or by letter or telegram.  Acknowledgments of amendments are subject to the Late Submissions and Modifications of Proposals provision of the solicitation.  Proposals lacking acknowledgment of an amendment affecting price, quantity, quality, or delivery may be disregarded.
(9) Past performance information, when included as an evaluation factor, to include recent and relevant contracts for the same or similar items, and other references (including contract numbers, point of contact, with telephone numbers, and other relevant information); and 
(10) If the offer is not submitted on Form 7405, include a statement specifying the extent of agreement with all terms and conditions and provisions included in the solicitation. Offers that fail to furnish required representations or information, or reject the terms and conditions of the solicitation may be excluded from consideration. 
b. Business Disagreements.  Business disagreements may be lodged with the Supplier Disagreement Resolution Official (SDR Official) if the supplier and the contracting officer have failed to resolve the disagreement as described in 39 CFR Part 601 (available for review at www.gpoaccess.gov/ecfr).  The SDR Official  will consider the disagreement only if it is lodged in accordance with the time limits and procedures described in 39 CFR Part 601.  The SDR Official’s decisions are available for review at usps.com.

c. Equipment Specifications.  When the supplier submits a proposal to this solicitation, it is certifying that it will provide the equipment as specified in the statement of work and schedule provided in the solicitation.
d. Alternative Offers. Offerors may submit alternative terms and conditions or commercial items for satisfying the requirements in the solicitation.  Comments or notes must be submitted directly to the contracting officer prior to the solicitation closing date.
e. Late Offers. Offers or modifications of offers received at the address specified for the receipt of offers after the exact time specified for receipt of offers will not be considered unless determined to be in the best interests of the Postal Service. 
f. Type of Contract. In most cases, the Postal Service will award a single highway transportation contract to provide the highway transportation services described in the solicitation.  However, under certain circumstances, multiple awards may be made to satisfy the total requirement.  
The contract will be of the fixed-price type as described in the Postal Service’s Supplying Principles and Practices (March 29, 2006).  All proposals must be submitted on a fixed-price basis.  Prices may be adjusted in accordance with Section 2.1, Payment.  Proposals based on other contract types will not be considered.
g. Contract Award. The Postal Service may evaluate offers and award a contract without discussions with offerors. Therefore, the offeror's initial offer should contain the offeror's best terms from a price and technical standpoint. Discussions may be conducted if the Postal Service determines they are necessary. The Postal Service may reject any or all offers (if such action is in the best interest of the Postal Service), accept other than the lowest offer, and waive informalities and minor irregularities in offers received. 
h. Multiple Awards. The Postal Service may accept any item or group of items of an offer, unless the offeror qualifies the offer by specific limitations. Unless otherwise provided in the Schedule, offers may not be submitted for quantities less than those specified. The Postal Service reserves the right to make an award on any items for quantity less than the quantities offered, at the unit prices offered, unless the offeror specifies otherwise in the offer.
i. All requests for clarification must be submitted in writing (to include letter, email, or fax) to the contracting officer prior to the expiration date and time of the event.
j. Incorporation by Reference. Wherever in this solicitation or contract a standard provision or clause is incorporated by reference, the incorporated term is identified by its title, the provision or clause number assigned to it, and its date. The text of incorporated terms may be found at http://www.usps.com/cpim/ftp/manuals/pm/spp.pdf.  If checked, the following provision is incorporated in this solicitation by reference: 
(Contracting officer will check as appropriate.) 
Provision 3-1, Notice of Small, Minority, and Woman-owned Business Subcontracting Requirements (March 2006)   x  .
Special Notices:
The distance stated in this solicitation is believed to be substantially correct.  The amounts payable under this contract will neither be increased or decreased if the actual distance is greater or less than stated, so long as the points to be served are correctly stated.  No claim for additional money will be honored if such claim is based on alleged mistakes as to the length of a correctly identified route.

The Fair Labor Standards Act applies to employees of a mail transportation supplier who engage or assist in the contract performance.  The minimum wage, maximum work hours and provisions are interpreted and enforced by the United States Department of Labor (DOL).  Further information on the requirements and application of this statute may be obtained from the Regional Administrator, Wage and Hour Division, United States Department of Labor, with jurisdiction over your area, or from the DOL at the address indicated below:

Department of Labor
Division of Wage and Hour, Room S3028
Washington DC 20210-0001

Service employees employed under this contract are subject to the Service Contract Act.  See Section 2.3.4, Service Contract Act (Clause 9-10) (March 2006)

Note 1:	Before submitting your proposal review carefully all requirements set out in statement of work, the schedule, and special notes attached to the schedule.

Note 2:	The estimated per trip miles shown on the schedule or special notes are given only as information.  Prior to submitting a proposal for a route, the offeror should determine the actual miles that must be covered.  The pay will neither be increased nor decreased if the actual distance is greater or less than advertised, if the points to be supplied are correctly stated.  No claim for additional pay can be allowed which is based on alleged mistakes or misapprehensions as to the length of route.
Note 3:	The hours shown on the schedule, or special notes are the Postal Service’s estimates of the minimum hours necessary to operate the required trips and are believed to be substantially correct; they do not include wash-up time, vehicle inspections, etc.
Note 4:	Eligibility of Offerors
a.	Persons ineligible to become suppliers.

(1)	Employees of the U.S. Postal Service or members of their immediate families.  “Immediate family” means spouse, minor child or children, and other individuals related to the employee by blood who are residents of the employee’s household.

(2)	Business organizations substantially owned or controlled by Postal Service employees or their immediate families.

b.	Persons eligible to become suppliers.  Subject to the foregoing exceptions, the following are eligible to hold mail transportation contracts:

(1)	An individual (if at least 21 years of age).

(2)	A partnership, if any partner meets the foregoing age qualification of an individual.

(3)	A corporation.

c.  General Requirements

(1)	No proposal for a contract shall be considered unless the offeror submitting it can assure either personal or representative supervision over the operation of the route and can be easily contacted in the event of emergencies, to give personal or representative attention to the problem at hand.

(2)	No contract shall be made with any offeror who has entered into or proposed any combination to prevent the making of any proposal for carrying mail or who has agreed, or given or promised any consideration, to induce another potential offeror not to submit an offer for such a contract.  The U.S. Postal Service may terminate the contract of any supplier so offending and may disqualify such supplier from contracting for transporting mail under future contract.

3.1.2	Evaluation Information - Addendum to Provision 4-1
NOTE:  The offered price must include all elements of cost the offeror expects to incur in performing service.

A.	Price Specific

(1)  Proposals must include completion of the appropriate transportation services proposal form (Form 7405)

(a)	Each proposal must be submitted on Form 7405.  The following instructions should be closely adhered to in completing this form:

Item 1.  Fill in the solicitation number, date of the solicitation, and the terminal points of the route exactly as they appear on the solicitation.  

Item 2.  In the first space, write out the exact amount of your offered price.  In the second space, insert the numerical amount.  Make certain that the amounts set forth in both spaces are exactly the same.

Item 3.  In blocks a, b, and c, enter the complete name, address and phone number of the offeror.  Enter the offeror’s DOT number in block d.  Enter the Employer Identification Number (Social Security Number if the offeror is an individual) in block e.  Complete blocks f and g only if proposals are being submitted for box delivery routes.  In this case, an offeror must meet the special requirements in the Statement of Work and Specifications.

(b)	Complete the remainder of the form, including the appropriate certificate and other items on the reverse, and sign the form as offeror.

(c)	If the rate proposed is $2,500 or more per year, complete the Equal Opportunity Representation that appears on the reverse of the form.  If the rate proposed is more than $10,000 per year, you must provide the information required under “Parent Company and Taxpayer Identification Number.”

(2)  A completed Form 7468-A, Highway Transportation Contract - Proposal or Renewal Worksheet.

(a)	Complete Form PS 7468-A, Offerors are cautioned that the sum of all items entered on this worksheet must agree with the rate proposed on the Form 7405.  If a final price is negotiated which is different from your initial offer, you must submit a revised Form 7468-A with your revised offer.

(b)	The information provided on your Form 7468-A will not be used to evaluate the price you have proposed.  This is a competitive, negotiated procurement, and award will be made based on price and other factors (if any) set out in Section 3.1.3 of this document. However, the information provided on the Form 7468-A will establish the base from which the rate of compensation may be adjusted during the term of any contract.  Failure to submit a satisfactorily completed Form 7468-A may prevent such adjustments.

(c)	Preparing Form 7468-A will assist you in determining your price for the service being solicited.  You should keep a record of the information furnished for future reference.

(d)	If you receive an award, Form 7468-A furnished by you will not be distributed to individuals other than the supplier.
(e)	Fuel Purchase Plan (see attachments under Part 4).
B.	Proposal Specific

By submitting an offer to this solicitation, the supplier is acknowledging an understanding of the vehicle requirements as stated in the statement of work, the attached schedule, and special notes, and certifies that such equipment will be provided for this service if the supplier is awarded the contract.

C.	Supplier Specific

Upon request from the contracting officer, the supplier may be required to provide additional financial data or other information sufficient to establish the capability of the offeror.  Failure to provide such information upon request may be cause for rejection of the offer.  Any financial data submitted hereunder or any representation concerning facilities or financing will not form a part of any resulting contract.

D.	Past Performance
Past performance may be measured as demonstrated by performance on other transportation service contracts.
3.1.3	Provision 4-2 Evaluation (March 2006) (Modified)
a. 	General. The Postal Service will award a contract to the offeror whose offer is deemed to offer the Postal Service the best value, price, and other factors as specified. The following performance evaluation factors will be used in the evaluation of offers:
1.	Schedule
2.	Equipment
3.	Supplier Capability
4.	Past Performance
	The following must be in the supplier’s offer:
Proposed annual rate, trip rate, round-trip rate, cost per hour, or rate per mile, as specified in the solicitation.
Price factors (Section 3.1.2a) will be considered more important than performance evaluation factors.
b. 	Notice of Award. The Postal Service may accept an offer (or part of an offer), whether or not there are discussions after its receipt, before an offer's specified expiration time, unless a written notice of withdrawal is received before award. A written notice of award or acceptance of an offer mailed or otherwise furnished to the successful offeror within the time for acceptance specified in the offer, will result in a binding contract without further action by either party. 
3.1.4	Provision 4-3 Representations and Certifications (March 2006) (Modified)
a. 	Type of Business Organization.

	For type of business organization representations and certifications, please complete Form 7319c in accordance with the instructions below.  

b.	Parent Company and Taxpayer Identification Number 

(1) A parent company is one that owns or controls the basic business polices of an offeror. To own means to own more than 50 percent of the voting rights in the offeror. To control means to be able to formulate, determine, or veto basic business policy decisions of the offeror. A parent company need not own the offeror to control it; it may exercise control through the use of dominant minority voting rights, proxy voting, contractual arrangements, or otherwise. 

(2) Enter the offeror's Taxpayer Identification Number (TIN) in the space provided. The TIN is the offeror's Social Security number or other Employee Identification Number used on the offeror's Quarterly Federal Tax Return, U.S. Treasury Form 941. Offeror's TIN: ____________________________ 

(3) Check this block if the offeror is owned or controlled by a parent company: _____ 

(4) If the block above is checked, provide the following information about the parent company:
Parent Company's Name:_______________________________
Parent Company's Main Office:___________________________
Address:_____________________________________________
No. and Street:________________________________________
City:________________ State:______ ZIP Code:_____________
Parent Company's TIN:__________________________________ 

(5) If the offeror is a member of an affiliated group that files its federal income tax return on a consolidated basis (whether or not the offeror is owned or controlled by a parent company, as provided above) provide the name and TIN of the common parent of the affiliated group:
Name of Common Parent: ______________________________
Common Parent's TIN: _________________________________ 
c.	Certificate of Independent Price Determination 
(1) 	By submitting this proposal, the offeror certifies, and in the case of a joint proposal each party to it certifies as to its own organization, that in connection with this solicitation: 
(a) 	The prices proposed will be arrived at independently, without consultation, communication, or agreement, for the purpose of restricting competition, as to any matter relating to the prices with any other offeror or with any competitor; 
(b) Unless otherwise required by law, the prices proposed have not been and will not be knowingly disclosed by the offeror before award of a contract, directly or indirectly to any other offeror or to any competitor; and
(c) 	No attempt has been made or will be made by the offeror to induce any other person or firm to submit or not submit a proposal for the purpose of restricting competition. 
(2)	Each person signing the proposal certifies that: 
(a) 	He or she is the person in the offeror's organization responsible for the decision as to the prices being offered herein and that he or she has not participated, and will not participate, in any action contrary to paragraph a above; or 
(b) 	He or she is not the person in the offeror's organization responsible for the decision as to the prices being offered but that he or she has been authorized in writing to act as agent for the persons responsible in certifying that they have not participated, and will not participate, in any action contrary to paragraph a above, and as their agent does hereby so certify; and he or she has not participated, and will not participate, in any action contrary to paragraph a above. 
 (3)	Modification or deletion of any provision in this certificate may result in the disregarding of the proposal as unacceptable. Any modification or deletion should be accompanied by a signed statement explaining the reasons and describing in detail any disclosure or communication.
d.      Certification of Nonsegregated Facilities 
(1) 	By submitting this proposal, the offeror certifies that it does not and will not maintain or provide for its employees any segregated facilities at any of its establishments, and that it does not and will not permit its employees to perform services at any location under its control where segregated facilities are maintained. The offeror agrees that a breach of this certification is a violation of the Equal Opportunity clause in this contract. 
(2) 	As used in this certification, segregated facilities means any waiting rooms, work areas, rest rooms or wash rooms, restaurants or other eating areas, time clocks, locker rooms or other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment area, transportation, or housing facilities provided for employees that are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, or national origin, because of habit, local custom, or otherwise. 
(3) 	The offeror further agrees that (unless it has obtained identical certifications from proposed subcontractors for specific time periods) it will obtain identical certifications from proposed subcontractors before awarding subcontracts exceeding $10,000 that are not exempt from the provisions of the Equal Opportunity clause; that it will retain these certifications in its files; and that it will forward the following notice to these proposed subcontractors (except when they have submitted identical certifications for specific time periods): 
Notice: A certification of nonsegregated facilities must be submitted before the award of a subcontract exceeding $10,000 that is not exempt from the Equal Opportunity clause. The certification may be submitted either for each subcontract or for all subcontracts during a period (quarterly, semiannually, or annually). 
e.	Certification Regarding Debarment, Proposed Debarment, and Other Matters - A Certification Regarding Debarment, Proposed Debarment, and Other Matters (continuation of Form 7319c) is attached.  This certification must be completed with respect to any offer with a value of $100,000 or more in accordance with the following information: 
(1) 	The offeror certifies, to the best of its knowledge and belief, that it or any of its principals: 
(a) 	Are ___ are not ___ presently debarred or proposed for debarment, or declared ineligible for the award of contracts by any Federal, state, or local agency; 
(b) 	Have ____ have not ___, within the three-year period preceding this offer, been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, state, or local) contract or subcontract; violation of Federal or state antitrust statutes relating to the submission of offers; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, or receiving stolen property; 
(c) 	Are ___ are not ___ presently indicted for, or otherwise criminally or civilly charged by a governmental entity with, commission of any of the offenses enumerated in subparagraph (b) above; 
(d)	Have ___ have not ___ within a three-year period preceding this offer, been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in conjunction with obtaining, attempting to obtain, or performing a public (Federal, state or local) contract or subcontract; violation of Federal or state antitrust statutes relating to the submission of offers; or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion or receiving stolen property; and 
(e)	Are ___ are not ___ presently indicted for, or otherwise criminally or civilly charged by a governmental entity with, commission of any of the offenses enumerated in subparagraph (d) above. 
(2) 	The offeror has ___ has not ___, within a three-year period preceding this offer, had one or more contracts terminated for default by any Federal, state, or local agency. 
(3) 	"Principals," for the purposes of this certification, means officers, directors, owners, partners, and other persons having primary management or supervisory responsibilities within a business entity (e.g., general manager, plant manager, head of a subsidiary, division, or business segment, and similar positions). 
(4) 	The offeror must provide immediate written notice to the Contracting officer if, at any time prior to contract award, the offeror learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 
(5) 	A certification that any of the items in paragraph (a) of this provision exists will not necessarily result in withholding of an award under this solicitation. However, the certification will be considered as part of the evaluation of the offeror's capability (see the Postal Service’s Supplying Principles and Practices [March 29, 2006]), Section 2.1.9.c.3). The offeror's failure to furnish a certification or provide additional information requested by the contracting officer will affect the capability evaluation. 
(6) 	Nothing contained in the foregoing may be construed to require establishment of a system of records in order to render, in good faith, the certification required by paragraph (a) of this provision. The knowledge and information of an offeror is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 
(7)	This certification concerns a matter within the jurisdiction of an agency of the United States and the making of a false, fictitious, or fraudulent certification may render the maker subject to prosecution under section 1001, Title 18, United States Code. 
(8) 	The certification in paragraph (a) of this provision is a material representation of fact upon which reliance was placed when making the award. If it is later determined that the offeror knowingly rendered an erroneous certification, in addition to other remedies available to the Postal Service, the contracting officer may terminate the contract resulting from this solicitation for default. 
f. 	Incorporation by Reference. Wherever in this solicitation or contract a standard provision or clause is incorporated by reference, the incorporated term is identified by its title, the provision or clause number assigned to it, and its date. The text of incorporated terms may be found at http://www.usps.com/cpim/ftp/manuals/pm/spp.pdf.  If checked, the following provisions are incorporated in this solicitation by reference: 
(1)	Provision A-1, Restriction on Disclosure and Use of Data (March 2006)
(2) 	Provision 1-4, Prohibition Against Contracting with Former Officers or PCES Executives (March 2006)
(3)	Provision 1-5, Proposed Use of Former Postal Service Employees (March 2006)
(4) 	Provision 9-1, Equal Opportunity Affirmative Action Program (March 2006) 
(5) 	Provision 9-2, Preaward Equal Opportunity Compliance Review (March 2006) 
(6) 	Provision 9-3, Notice of Requirements for Equal Opportunity Affirmative Action (March 2006)

PART 4.  LIST OF EXHIBITS AND ATTACHMENTS

A.	Applicable Wage Determinations

B.	Vehicle and Load Restraint Requirements

C.	Standard Operating Procedures for Vehicle Inspections by Law Enforcement Officials, Logistics Order, LO200312

D.	Form 7319-C, Representations and Certifications

E.	Fuel Management Program 

F.	Form 7405

G.	Form 7468a

Transportation Routes	Terms and Conditions, Issue Five	Page