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Request for Proposals (RFP)

RFP Number: Soma Umenye-1617

Issuance Date: November 16, 2018

Deadline for Offers: 12:00 Kigali time on November 23, 2018

Description: RFP for Printing P3 Read Aloud Story Books

For: Rwanda Soma Umenye

Funded By: United States Agency for International Development (USAID), IDIQ Contract No. AID-OAA-I-14-00055, Task Order AID-696-TO-16-00001

Implemented By: Chemonics Soma Umenye LLC

Point of Contact: Rwanda Soma Umenye Procurement [email protected]

***** ETHICAL AND BUSINESS CONDUCT REQUIREMENTS *****

Chemonics is committed to integrity in procurement, and only selects suppliers based on objective business criteria such as price and technical merit. Chemonics expects suppliers to comply with our Standards of Business Conduct, available at https://www.chemonics.com/our-approach/standards-business-conduct/.

Chemonics does not tolerate fraud, collusion among offerors, falsified proposals/bids, bribery, or kickbacks. Any firm or individual violating these standards will be disqualified from this procurement, barred from future procurement opportunities, and may be reported to both USAID and the Office of the Inspector General.

Employees and agents of Chemonics are strictly prohibited from asking for or accepting any money, fee, commission, credit, gift, gratuity, object of value or compensation from current or potential vendors or suppliers in exchange for or as a reward for business. Employees and agents engaging in this conduct are subject to termination and will be reported to USAID and the Office of the Inspector General. In addition, Chemonics will inform USAID and the Office of the Inspector General of any supplier offers of money, fee, commission, credit, gift, gratuity, object of value, or compensation to obtain business.

Offerors responding to this RFP must include the following as part of the proposal submission: Disclose any close, familial, or financial relationships with Chemonics or project staff. For example, if an offeror’s

cousin is employed by the project, the offeror must state this. Disclose any family or financial relationship with other offerors submitting proposals. For example, if the offeror’s fa -

ther owns a company that is submitting another proposal, the offeror must state this. Certify that the prices in the offer have been arrived at independently, without any consultation, communication, or

agreement with any other offeror or competitor for the purpose of restricting competition. Certify that all information in the proposal and all supporting documentation are authentic and accurate. Certify understanding and agreement to Chemonics’ prohibitions against fraud, bribery and kickbacks.

Please contact the Soma Umenye Chief of Party, Stephen Blunden, [email protected], with any questions or concerns regarding the above information or to report any potential violations. Potential violations may also be reported directly to Chemonics’ Washington office through the contact information listed on the website found at the hyperlink above. (Any questions regarding the contents of this RFP specifically should be sent to [email protected].)

Global QMS ID: 881.5, 10 August 2018

mailto:[email protected]


https://www.chemonics.com/our-approach/standards-business-conduct/


RFP No. SUP 1617 for Printing P3 Read Aloud Story Books of 48

SECTION 1: INTRODUCTION AND INSTRUCTIONS TO OFFERORS

1.1 Acronyms and Definitions

ADS USAID Automated Directives SystemCFR United States Code of Federal RegulationsCooperating Country RwandaDAP Delivery at PlaceFAR United States Federal Acquisition RegulationREB Rwanda Education BoardRFP Request for ProposalsUS United StatesUSAID United States Agency for International DevelopmentUSG United States GovernmentVAT Value Added Tax

1.2 Introduction

The Soma Umenye is a USAID program implemented by Chemonics Soma Umenye LLC in Rwanda. The goal of the Soma Umenye Project is to improve reading outcomes in Kinyarwanda for at least 1 million children in public and government-aided schools in Rwanda by the end of P3. Specifically, Soma Umenye will target all children in Grades P1-P3 attending public and government-aided schools nationwide and ensure that at least 70 percent of students are able to read grade level text with fluency and comprehension by the end of P3.

The purpose of this RFP is to solicit quotations from eligible Rwandan printing companies for Printing Read Aloud Story Books to be used as instructional guides and learning tools in P3 classrooms to support improved reading.

Offerors are responsible for ensuring that their offers are received in accordance with the instructions stated herein. Failure to adhere with instructions described herein may lead to disqualification of a proposal from consideration.

Offerors are invited to submit proposals in response to this RFP in accordance with Section 1 Introduction and Instructions to Offerors, which will not be part of the subcontract. The instructions are intended to assist interested Offerors in the preparation of their offer. Any resulting subcontract will be guided by Sections II and III.

This RFP does not obligate Chemonics to execute a subcontract nor does it commit Chemonics to pay any costs incurred in the preparation and submission of the proposals. Furthermore, Chemonics reserves the right to reject any and all offers, if such action is considered to be in the best interest of Chemonics.

Unless otherwise stated, the periods named in the RFP shall be consecutive calendar days.

1.3 Offer Deadline

Offers must be received no later than 12:00 Kigali time on Friday, November 23, 2018.

Please reference the RFP number in any response to this RFP. Offers received after this date or time will be considered late and will be considered only at the discretion of Chemonics.

1.4 Protocol for Submission of Offers

1.4.1 Hard Copies Submission



Each offeror must submit its proposal in two separate volumes: The Technical Volume and the Cost Volume. The following number of copies is required in each submission:

1. Technical Volume: Three (3) original hardcopies and one (1) electronic copy on USB flash drive of the technical volume, per the instructions below. Electronic copies may also be submitted via email to [email protected].

2. Cost Volume: One (1) electronic copy submitted via email per the instructions below.

For hard copy submissions of requested samples (see Section 7), all offers, and related documents must be enclosed in sealed envelopes with the name and address of the offeror and the RFP number (“RFP No. Soma Umenye-1617”) clearly marked on the outside. If multiple envelopes must be submitted due to the size of the samples, offerors must ensure that each envelope is sealed and clearly marked with the information described above (“Envelope 1 out of X (Where X is the total number of envelopes submitted)”).

The proposal (consisting of both volumes) must be hand-delivered or sent by mail to:

Soma Umenye ProjectATTN: Procurement DepartmentRFP No. Soma Umenye-1617Umuyenzi Plaza, 2nd FloorKN 5 RDRemera, Kigali, Rwanda

An authorized representative of the company or organization submitting an offer must sign the cover page of each copy of the offer in blue ink. The Offeror’s authorized representative must initial any changes hand-written on the hard-copies of the offer.

The Technical Volume and the Cost Volume must be submitted separately. The Technical Volume may not contain any cost or price information. Files must be clearly marked either “Technical Volume” or “Cost Volume”. All offers must be prepared in English.

1.4.2 Electronic Copies Submission

For electronic submissions the following is required for each submission:1. Technical Volume: email submission of the offeror’s technical proposal2. Cost Volume: email submission of the offeror’s cost proposal.

Electronic offers must be submitted to [email protected]. The subject of each email must specify the Offeror’s name, whether the email contains the technical or cost volume, and the RFP number. For example, the email title may read: Soma Umenye-1617, [offeror’s name], Cost Volume. The Technical Volume and the Cost Volume must be submitted separately. The Technical Volume may not contain any cost or price information. Files must be clearly marked either “Technical Volume” or “Cost Volume”. If multiple files or emails must be submitted due to the size of a proposal, offerors must ensure that each file and email is clearly marked with the information described above. For submissions requiring multiple emails please use a subject line of “Soma Umenye-1617–Email 1 of 2”, noting the number of emails sent and the RFP number.

1.4.3 Technical Volume

The Technical Volume should describe in detail the offeror’s proposed plan for providing the commodities described in the technical specifications found in Annex 1. It should demonstrate a





clear understanding of the work to be undertaken and the responsibilities of all parties involved. The plan should include details on equipment, personnel, and subcontractors that the offeror will make available to carry out the required activities. The plan should also provide details on the anticipated delivery schedule, including an estimated completion date.

At a minimum, the Technical Volume must contain the following required completed documents:

1. Completed Technical Specifications (see Annex 1)2. Letter of Transmittal (see Section 3)3. Offeror’s Technical Summary Sheet (see Section 4)4. Completed/Signed Certifications (see Section 5)5. Past Performance Information (see Section 1.11 and Section 6)6. Sample Printed Materials (see Section 7). If an Offeror does not submit samples by the offer

deadline, Chemonics reserves the right to deem the offer “non-responsive” and thereby dis-qualified from consideration.

7. In addition, offerors responding to this RFP are requested to submit the following: Organizations responding to this RFP are requested to submit a copy of their official

registration or business license or equivalent document from the government office where the offeror is registered.

Organizations responding to this RFP are requested to submit a copy of their tax registration, or equivalent document.

Organizations responding to this RFP are requested to submit a copy of their trade license, or equivalent document.

Individuals responding to this RFP are requested to submit a copy of their identification card.

Subcontracting arrangements: If the execution of work to be performed by the offeror requires the hiring of subcontractors, the proposal must clearly identify the subcontractor(s), contact information of subcontractor(s), and the work they will perform. Chemonics will not refuse a proposal based upon the use of subcontractors; however, Chemonics retains the right to approve or reject the specific subcontractors selected. If an Offeror intends to engage a second-tier subcontractor for the performance of any resulting subcontract, Chemonics reserves the right to review and request changes to the second-tier subcontract to ensure compliance with USAID regulations. Certain commercial services contracts may be excluded from these requirements, at Chemonics’ discretion.

All electronic copies of documents in the Technical Volume must be in PDF, Microsoft Word or Microsoft Excel format.

The information contained in the Technical Volume should not contain any cost- or price-related information.

Note: All commodities offered in response to this RFP must be new; no used or refurbished

commodities will be accepted. All commodities, software, and licenses offered in response to this RFP must be

transferable to USAID, the Rwanda Education Board (REB), or another entity in the cooperating country designated by Chemonics.

1.4.4 Cost Volume

The Cost Volume must include a unit cost breakdown for every line item described in Annex 1, as well as a description of any other costs involved; see the Price Schedule in Annex 2 for the required format. The offer must preserve and clearly indicate the line item numbers as shown in



Annex 1. All items, services, transportation costs, etc. must be clearly labeled and included in the total price. Prices must be quoted on a lump-sum, all-inclusive basis. No other costs, taxes, and/or fees may be added later.

In accordance with the agreement under which this procurement is financed, Chemonics will be reimbursed by the Cooperating Country government for taxes imposed on suppliers and subcontractors. Therefore, offerors must include taxes, VAT, charges, tariffs, duties and levies in accordance with the laws of the Cooperating Country. If selected for award, the selected supplier shall provide Chemonics the documentation necessary to obtain tax reimbursement.

Quotations must be fixed price, expressed in Rwandan Francs

The Cost Volume must contain the following required documents:

1. Quotation on Offeror’s official letterhead or official quotation format, containing the information in Annex 2. Alternatively, offerors may complete the format found in Annex 2 and submit a signed/stamped version to Chemonics.

The anticipated subcontract type for this procurement will be a firm fixed priced subcontract.

It is anticipated that Chemonics will subcontract for the full quantities of commodities and services described in this RFP. However, Chemonics reserves the right to subcontract for less or more quantities and/or services at its discretion. An offeror may present a proposal for less than the list of commodities as described in Annex 1, but Chemonics’ preference is for proposals that address the complete technical solution.

1.5 Validity Period

Offers must remain valid for at least ninety (90) calendar days after the offer deadline.

1.6 Authorized USAID Geographic Code and Source/Nationality

All goods and services offered in response to this RFP or supplied under any resulting award must meet USAID Geographic Code 935 in accordance with the United States Code of Federal Regulations (CFR), 22 CFR §228, available at: http://www.gpo.gov/fdsys/pkg/CFR-2017-title22-vol1/pdf/CFR-2017-title22-vol1-part228.pdf

The cooperating country for this RFP is Rwanda.

Offerors may not offer or supply any commodities or related services that are manufactured or assembled in, shipped from, transported through, or otherwise involving any of the following countries: Cuba, Iran, the Sudan, Burma and North Korea Related services include incidental services pertaining to any/all aspects of this work to be performed under a resulting subcontract (including transportation, fuel, lodging, meals, and communications expenses).

1.7 Eligibility of Offerors

Chemonics is requesting proposals from responsible business entities legally registered and operating in Rwanda. Only offers for printing services to be conducted in Rwanda will be considered for this procurement due to local compliance requirements. Proposals for printing outside of Rwanda will be considered non-responsive and removed from consideration.

By submitting an offer in response to this RFP, the offeror certifies that it and its principal officers are not debarred, suspended, or otherwise considered ineligible for an award by the U.S. Government.


http://www.gpo.gov/fdsys/pkg/CFR-2017-title22-vol1/pdf/CFR-2017-title22-vol1-part228.pdf

http://www.gpo.gov/fdsys/pkg/CFR-2017-title22-vol1/pdf/CFR-2017-title22-vol1-part228.pdf


Chemonics will not award a contract to any firm that is debarred, suspended, or considered to be ineligible by the U.S. Government.

(i) Companies or organizations, whether for-profit or non-profit, must be legally registered under the laws of the country they are operating/located in upon award of the subcontract.(ii) Firms operated as commercial companies or other organizations or enterprises (including nonprofit organizations) in which foreign governments or their agents or agencies have a controlling interest are not eligible as suppliers of commodities and services.

1.8 DUNS Number

Companies or organizations, whether for-profit or non-profit, shall be requested to provide a Data Universal Numbering System (DUNS) number if selected to receive an award in response to this RFP valued greater than or equal to USD$30,000 (or equivalent in other currency). If the Offeror does not have a DUNS number and is unable to obtain one before proposal submission deadline, Offeror shall include a statement noting their intention to register for a DUNS number should it be selected as the successful offeror or explaining why registration for a DUNS number is not possible. Contact Dun & Bradstreet through this webform to obtain a number: https://fedgov.dnb.com/webform. Further guidance on obtaining a DUNS number is available from Chemonics upon request.

1.9 Intellectual Property Rights

Intellectual property rights, including all copyrights, in materials to be printed under any resulting subcontract(s) vest with Chemonics and USAID. No rights are transferred to the Offeror1.10 Past Performance

In the Technical Volume, all offers should include information for at least three (3) client references for recently-supplied commodities of similar technical scope and/or capacity (see Section 6).

The information supplied must include a.) the name, address, contact person, email address, and current phone number of the organization for which services were performed; b.) a brief description of the work performed; c.) the duration (including the dates) of the work and amount (specify the currency) of the contracts/subcontracts. If the Offeror encountered problems in carrying out any of these contracts, it should provide an explanation of the problem encountered and describe any corrective action taken.

Past Performance must include a description of the company and organization, with appropriate reference to any parent company and subsidiaries. Offerors must include details demonstrating their experience and technical ability in implementing the technical approach/methodology and the detailed work plan.

Failure to submit complete and accurate information regarding previous similar or related contracts is grounds for disqualification from the evaluation process.

Chemonics reserves the right to obtain past performance information obtained from sources other than those identified by the offeror. Chemonics shall determine the relevance of similar past performance information.

1.11 After-Sales Requirements

Should any commodities supplied under a resulting subcontract be found to be of insufficient quality and/or fail to meet the required technical specifications or industry standards for similar commodities, the Offeror agrees to replace the commodities within a reasonable time period to be agreed upon with Chemonics at the time deficiencies are identified. The warranty coverage must be valid on all


https://fedgov.dnb.com/webform


commodities for twelve (12) months after delivery and acceptance of the commodities. At the time that any commodity is transferred to the Government of Rwanda, the Rwanda Education Board, or another entity within the cooperating country, all rights to warranty support and service shall be transferred with the commodity to that entity’s end-user. Chemonics reserves the right to conduct quality assurance inspections of printing materials at Offeror’s printing facility or another location of Chemonics’ choosing prior to award and at any point throughout the course of the period of performance of any resulting subcontract. Offeror must provide Chemonics with accurate and timely information upon request regarding the status of production to enable Chemonics to identify the appropriate points of inspection.

1.12 Delivery Requirements

Delivery terms are Delivered at Place (DAP): Soma Umenye Warehouse, Kigali Special Economic Zone.

Offerors will be responsible for the delivery and unloading of the items described in this RFP at the Soma Umenye Warehouse, Kigali Special Economic Zone, unless otherwise specified by Chemonics. As stated in Section 1.3 above, printing shall occur in Rwanda and thus no Rwandan customs duties, taxes, or the like shall be included in any submitted cost volume nor shall any such costs be paid under any resulting subcontract.

As part of its response to this RFP, each offeror is expected to provide an estimate (in calendar days) of the delivery timeframe (after receipt of order). The delivery estimate presented in an offer in response to this RFP must be upheld in the performance of any resulting contract.

The delivery estimate presented in any offers in response to this RFP must be honest, accurate, and upheld in the performance of any resulting subcontract or order.

Packing: For delivery of commodities, the contents of each box must be identified by the contract line item number(s) clearly written on each box. Books must be packed in lots of 50 - 100, unless otherwise agreed upon by Chemonics at the time of award. (Offerors may propose alternative sizes for packaging of books in their proposals.) Any plastic used in packaging must comply with Rwandan Law N° 57/2008 OF 10/09/2008 RELATING TO THE PROHIBITION OF MANUFACTURING, IMPORTATION, USE AND SALE OF POLYTHENE BAGS IN RWANDA.

1.13 Basis for Award

This RFP will use the tradeoff process to determine best value. That means that each proposal will be evaluated and scored against the evaluation criteria and evaluation sub-criteria, which are stated below and further described in these instructions. Cost proposals are not assigned points, but for overall evaluation purposes of this RFP, technical evaluation factors other than cost, when combined, are considered significantly more important than cost factors. Cost will primarily be evaluated for realism and reasonableness. If technical scores are determined to be equal or nearly equal, cost will become the determining factor:

Technical – 15 points: Responsiveness to the technical specifications and requirements in Annex 1.

Production Quality – 25 points: Based on three illustrative/sample publications submitted by the offeror. Sample publications submitted by the offeror will be evaluated based on their responsiveness to the requirements for samples, conformity with binding standards for the type of binding specified, satisfactory color registers and image clarity, and clarity and consistency of printing, including precision and crispness of ink application. See Annex 1 for more details on production quality expectations.

Past Performance – 25 points : Based on the offeror’s prior experience in implementing similar activities. Offerors will be evaluated based on past experience and performance in



completing work of similar scope and value. Chemonics reserves the right to check additional references not provided by an offeror (see Section 1.10 for more details)

Delivery – 35 points : The speed of delivery.

Please note that if there are significant deficiencies regarding responsiveness to the requirements of this RFP, an offer may be deemed “non-responsive” and thereby disqualified from consideration. Chemonics reserves the right to waive immaterial deficiencies at its discretion.

The tradeoff process and evaluation methodology through which proposals will be evaluated are set forth in FAR 15.101-1. Chemonics will award a subcontract to the offeror whose proposal represents the best value to Chemonics and the Soma Umenye project. Chemonics may award to a higher priced offeror if a determination is made that the higher technical evaluation of that offeror merits the additional cost/price.

Best-offer quotations are requested. It is anticipated that award will be made solely on the basis of these original proposals. However, Chemonics reserves the right to conduct any of the following:

Chemonics may conduct negotiations with and/or request clarifications from any offeror prior to award.

While preference will be given to offerors who can address the full technical requirements of this RFP, Chemonics may issue a partial award or split the award among various suppliers, if in the best interest of the Soma Umenye Project.

Chemonics may cancel this RFP at any time.

Please note that in submitting a response to this RFP, the offeror understands that USAID is not a party to this solicitation and the offeror agrees that any protest hereunder must be presented—in writing with full explanations—to the Soma Umenye Project for consideration, as USAID will not consider protests regarding procurements carried out by implementing partners. Chemonics, at its sole discretion, will make a final decision on the protest for this procurement.

1.14 Terms and Conditions of Subcontract

This is a Request for Proposals only. Issuance of this RFP does not in any way obligate Chemonics or USAID to award a subcontract, nor does it commit Chemonics or USAID to pay for costs incurred in the preparation and submission of a proposal.

This solicitation is subject to the Draft Order Terms and Conditions detailed in Section 2. Any resultant award will be governed by these terms and conditions. Chemonics reserves the right to revise the content, order, and numbering of the provisions in the actual subcontract document prior to execution by Chemonics and the selected awardee. Issuance of a subcontract award is subject to availability of sufficient funds.



SECTION 2: DRAFT ORDER TERMS AND CONDITIONS

Per Section 1.14 of this RFP, in the event of a subcontract award resulting from an offer submitted in response to this RFP, the following terms and conditions will apply. Chemonics reserves the right to modify the terms and conditions herein prior to execution, following award and negotiation and in accordance with any changes to USG regulations:

PART 1. GENERAL INFORMATION AND SCOPE OF WORK

ARTICLE 1. ACRONYMS AND DEFINITIONS

The following acronyms and definitions apply to this subcontract and all related correspondence:

ADS USAID Automated Directives SystemCFR United States Code of Federal RegulationsCooperating Country RwandaDAP Delivery at PlaceFAR United States Federal Acquisition RegulationsREB Rwanda Education BoardSubcontractor TBD US United StatesUSAID United States Agency for International DevelopmentUSG United States GovernmentVAT Value Added Tax

ARTICLE 2. BACKGROUND AND PURPOSE

Chemonics International Inc. is the prime contractor for the Rwanda Soma Umenye Activity. The Soma Umenye Project is an official program of the United States Agency for International Development (USAID), IDIQ Contract No. AID-OAA-I-14-00055, Task Order AID-696-TO-16-00001 and is being carried out in Rwanda.

The goal of the Soma Umenye Project is to improve reading outcomes in Kinyarwanda for at least 1 million children in public and government-aided schools in Rwanda. Specifically, Soma Umenye will target all children in Grades P1-P3 attending public and government aided schools nationwide and ensure that at least 70 percent of students are able to read grade level text with fluency and comprehension. As part of project activities, Soma Umenye requires the print of Read Aloud Story Books to be used as instructional guides and learning tools in P3 classrooms to support improved reading.

The purpose of this subcontract is to print P3 Read Aloud Story Books to schools across the Republic of Rwanda and the Soma Umenye Project’s Warehouse located in the Kigali Special Economic Zone.

ARTICLE 3. SUBCONTRACT FUNDING AND TYPE

Chemonics International Inc., on behalf of USAID and in cooperation with the Government of Rwanda, is authorized to fund this subcontract under the authority of Chemonics’ prime USAID IDIQ Contract No. AID-OAA-I-14-00055, Task Order AID-696-TO-16-00001, funded by the USG.

This is a firm fixed-price subcontract payable entirely in the currency indicated in the cover page. No additional sums will be payable for any escalation in the cost of materials, equipment or labor, or because of the Subcontractor's failure to properly estimate or accurately predict the cost or difficulty of achieving the results required. Chemonics will not adjust the subcontract price due to fluctuations in currency exchange rates. Chemonics will only make changes in the subcontract price or time to



complete due to changes made by Chemonics in the work to be performed, or by delays caused by Chemonics.

ARTICLE 4. PERIOD OF PERFORMANCE

The period of performance for this Subcontract is TBD . The Subcontractor shall deliver the deliverables set forth in Article 5 in accordance with the schedule stipulated therein.

In the event that the Subcontractor fails to make progress so as to endanger performance of this subcontract, or is unable to fulfill the terms of this subcontract by the completion date, the Subcontractor shall notify Chemonics forthwith and Chemonics shall have the right to summary termination of this subcontract upon written notice to the Subcontractor in accordance with the incorporated FAR Clause 52.249-8, Default (Fixed-Price Supply and Service).

Unless otherwise stated, all references to “days” in this subcontract means calendar days.

ARTICLE 5. DELIVERABLES AND DELIVERABLE SCHEDULE

The Subcontractor shall deliver to Chemonics the following deliverables, in accordance with the following Deliverables Schedule:

Deliverable Number Deliverable Name Deliverable

Due Date Delivery Location/Method

1 Production Timeline TBD Kigali / Email

2 Proofs of Materials to be Printed TBD Kigali / Hard Copies

3 Final Printed Materials TBD Kigali / Hard Copies

4 Delivery of Printed Materials TBD Kigali Warehouse / Hard Copies

Deliverable No. 1 Production Timeline - includes the production timeline complete with dates for presentation of all proofs, final printed materials, and a delivery schedule to the Soma Umenye Project Warehouse located in the Kigali Special Economic Zone, and an estimated completion date and handover of all signed proofs of delivery.

Deliverable No. 2 Proofs of Materials to be Printed - includes the hard copy proofs of each type of material to be printed. Before launching the printing order, the Subcontractor will submit three (3) hard copy proofs to Chemonics. These proofs must include proper branding and marking to be verified by Chemonics. The subcontractor shall make changes as requested by Chemonics and submit proofs for any revised versions to Chemonics for final approval. Printing of materials under this subcontract shall not commence until Chemonics has approved the proofs in writing.

All proofs shall be delivered to the following address:

Soma Umenye ProjectUmuyenzi Plaza, 2nd FloorKN 5 RDRemera, Kigali, Rwanda

Deliverable No. 3 Final Printed Materials - is the supply and delivery of all printed materials, per the specifications and quantities found in Annex 1 (“Detailed Technical Specifications”). The subcontractor shall provide the following documentation to Chemonics, upon completion of printing of all printed materials: (A) photos of the printed materials which clearly show the covers (front and back); and (B) a detailed inventory of printed materials which shall include at least the following



information: item description of the printed books, specifications of the item printed, and quantity of the item printed.

Chemonics retains the right to conduct an on-site inspection of goods at the Subcontractor’s warehouse and/or primary place of business prior to shipment of the goods.

Deliverable No. 4 Delivery of Printed Materials - is for the delivery of all materials, inclusive of any transportation from the Subcontractor’s facility to Soma Umenye Warehouse located in Kigali Special Economic Zone.

All documents shall be delivered via email in Microsoft Office or Adobe PDF format to [email protected]

All commodities delivered under this subcontract must be new; no used or refurbished commodities will be accepted.

All commodities delivered under this subcontract must be transferable to USAID, the Rwanda Education Board (REB), or another entity in the Cooperating Country designated by Chemonics.

ARTICLE 6. DELIVERY TERMS

A. Delivery terms are DAP in accordance with the incoterms published by the International Chamber of Commerce and the following:

a. The Subcontractor shall deliver the deliverables as set forth in Article 5 to the delivery locations specified in Article 5.

b. For all DAP deliveries, delivery by the Subcontractor shall include loading of Subcontractor truck(s), transportation to the designated delivery location(s), unloading at the designated delivery location(s) (including inside deliveries as necessary), and appropriate stacking of books at the delivery locations.

B. Time is of the essence. By executing this subcontract, the Subcontractor confirms that it accepts that the delivery schedule stated herein is reasonable, and will comply with the delivery schedule.

C. Customs clearance. The Subcontractor shall clear any international shipments through customs and deliver them to the appropriate location(s) specified in Article 5. Chemonics is responsible for providing the Subcontractor with the necessary documentation required by cooperating country customs officials for duty-free customs clearance.

D. Consignee address. For any international shipments requiring customs clearance in the cooperating country, the following consignee address shall be used on each shipment to facilitate duty-free and tax-free customs clearance:

TBD

E. U.S.-flag requirement. Any international transportation carried out under this subcontract shall take place on US-flag vessels/carriers. Any international air transportation shall be in accordance with FAR 52.247-63 (“Preference for U.S.-Flag Air Carriers”) and FAR 47.403 (“Guidelines for Implementation of the Fly America Act”).

F. Insurance. The Subcontractor shall ensure that for any storage and international transportation under this subcontract that transit insurance is purchased with coverage equal to 100% of the value of the commodities being shipped plus the freight cost (C&F), on a door-to-door basis, with “all risks” and “war risk” included. This requirement shall apply to all work carried out under this subcontract. Claims are to be payable in U.S. dollars with Chemonics Soma




Umenye LLC as the named insured and loss payee. Upon request by Chemonics, the Subcontractor shall provide Chemonics with a Certificate of Insurance in a form acceptable to Chemonics.

Prior to starting work, the Subcontractor at its own expense, shall procure and maintain in force, on all its operations, insurance in accordance with the clause listed below.

The policies of insurance shall be in such form and shall be issued by such company or companies as may be satisfactory to Chemonics. Upon request from Chemonics, the Subcontractor shall furnish Chemonics with certificates of insurance from the insuring companies which shall specify the effective dates of the policies, the limits of liabilities there under, and contain a provision that the said insurance will not be canceled except upon thirty (30) days’ notice in writing to Chemonics. The Subcontractor shall not cancel any policies of insurance required hereunder either before or after completion of the work without written consent of Chemonics.

(a) FAR 52.228-3 WORKER’S COMPENSATION INSURANCE (DEFENSE BASE ACT INSURANCE) (APR 1984) [Updated by AAPD 05-05 — 02/12/04]The Subcontractor shall (a) provide, before commencing performance under this subcontract, such workers’ compensation or security as the Defense Base Act (DBA) (42 U.S.C. 1651, et seq.) requires and (b) continue to maintain it until performance is completed. The Subcontractor shall insert, in all lower-tier subcontracts authorized by Chemonics under this subcontract to which the Defense Base Act applies, a clause similar to this clause imposing upon those lower-tier subcontractors this requirement to comply with the Defense Base Act.

(b) AIDAR 752.228-3 WORKERS’ COMPENSATION (DEFENSE BASE ACT) [Updated by AAPD 05-05 — 02/12/04]As prescribed in AIDAR 728.308, the following supplemental coverage is to be added to the clause specified in FAR 52.228-3. (b)(1) The Subcontractor agrees to procure DBA insurance pursuant to the terms of the contract between USAID and USAID’s DBA insurance carrier unless the Subcontractor has a DBA self-insurance program approved by the U.S. Department of Labor or has an approved retrospective rating agreement for DBA.(b)(2) If USAID or Subcontractor has secured a waiver of DBA coverage (See AIDAR 728.305-70(a)) for Subcontractor’s employees who are not citizens of, residents of, or hired in the United States, the Subcontractor agrees to provide such employees with worker’s compensation benefits as required by the laws of the country in which the employees are working, or by the laws of the employee’s native country, whichever offers greater benefits.(b)(3) The Subcontractor further agrees to insert in all lower-tier subcontracts hereunder to which the DBA is applicable a clause similar to this clause, including the sentence, imposing on all lower-tier subcontractors authorized by Chemonics a like requirement to provide overseas workmen’s compensation insurance coverage and obtain DBA coverage under the USAID requirements contract.(b)(4) USAID’s DBA insurance carrier.Pursuant to the clause of this Subcontract entitled "Worker's Compensation Insurance (Defense Base Act)" (AIDAR 752.228 03), the Subcontractor shall obtain DBA coverage from USAID's current insurance carrier for such insurance. This insurance carrier as of the effective date of this Subcontract is Allied World Assurance Company (AWAC). The agent and program administrator is Aon Risk Insurance Services West, Inc. Address is: AON, 199 Fremont St., Ste. 1500, San Francisco, CA 94105. Point of contact is Regina Carter (415) 486-7554 or Fred Robinson: (o) 415-486-7516, fax: (415)-486-7059, E-Mail: [email protected]. Coverage should be requested in accordance with USAID Contract No. AID-0AA-C-10-00027 with Allied/AON. The costs of DBA insurance are allowable and reimbursable as a direct cost to this Subcontract.



(c) AIDAR 752.228-70 Medical Evacuation Services (MEDEVAC) Services (JULY 2007) [Updated by AAPD 06-01].(1) The Subcontractor shall provide MEDEVAC service coverage to all U.S. citizen, U.S. resident alien, and Third Country National employees and their authorized dependents (hereinafter “individual”) while overseas under a USAID-financed direct contract. Chemonics will reimburse reasonable, allowable, and allocable costs for MEDEVAC service coverage incurred under this subcontract. The USAID Contracting Officer through Chemonics will determine the reasonableness, allowability, and allocability of the costs based on the applicable cost principles and in accordance with cost accounting standards. (2) Exceptions: (i) The Subcontractor is not required to provide MEDEVAC insurance to eligible employees and their dependents with a health program that includes sufficient MEDEVAC coverage as approved by Chemonics. (ii) The USAID Mission Director through Chemonics, may make a written determination to waive the requirement for such coverage. The determination must be based on findings that the quality of local medical services or other circumstances obviate the need for such coverage for eligible employees and their dependents located at post. (3) If authorized to issue lower-tier subcontracts, the Subcontractor shall insert a clause similar to this clause in all lower-tier subcontracts that require performance by subcontractor employees overseas.

ARTICLE 7. PACKING

A. All commodities supplied under this subcontract must be packed according to the best international packing standards, suitable to prevent theft, loss, or damage, including water damage, to cargo during transit and until safe arrival at the delivery point.

B. Packaging shall be in accordance with the requirements described in Annex 1.

C. The contents of each box in any shipments delivered under this subcontract shall be clearly labeled with the corresponding book name and line item number from the commodity schedule and technical specifications sheets.

D. As specified in Annex 1, Chemonics requests books to be wrapped in water-proof material in sets of 50 or 100 books. For delivery of commodities, the contents of each box must be identified by the contract line item number(s) clearly written on each box. (Offerors may propose alternative lot sizes for packaging of sets in their proposals.) Any plastic used in packaging must comply with Rwandan Law N° 57/2008 OF 10/09/2008 RELATING TO THE PROHIBITION OF MANUFACTURING, IMPORTATION, USE AND SALE OF POLYTHENE BAGS IN RWANDA.

ARTICLE 8. BRANDING POLICY

The Subcontractor shall comply with the requirements of the USAID “Graphic Standard Manual” available at www.usaid.gov/branding, or any successor branding policy, and the Project specific branding implementation and marking plan, which shall be conveyed to the Subcontractor by Chemonics in writing.

ARTICLE 9. AFTER-SALES REQUIREMENTS

Should any commodities supplied under a resulting subcontract be found to be of insufficient quality and/or fail to meet the required technical specifications or industry standards for similar commodities, the Offeror agrees to replace the commodities within a reasonable time period to be agreed upon with Chemonics at the time deficiencies are identified. The warranty coverage must be valid on all


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commodities for twelve (12) months after delivery and acceptance of the commodities. At the time that any commodity is transferred to the Government of Rwanda, the Rwanda Education Board, or another entity within the cooperating country, all rights to warranty support and service shall be transferred with the commodity to that entity’s end-user. Chemonics reserves the right to conduct quality assurance inspections of printing materials at Offeror’s printing facility or another location of Chemonics’ choosing prior to award and at any point throughout the course of the period of performance of any resulting subcontract. Offeror must provide Chemonics with accurate and timely information upon request regarding the status of production to enable Chemonics to identify the appropriate points of inspection.

In the event that the warranty is breached, Chemonics may require, and the Subcontractor is bound, to remedy all defects and faults, including both workmanship and materials within a reasonable time of notification. The Subcontractor shall be responsible for all necessary transportation to remedy defects, including retrieval of defective materials from end users and replacement with corrected materials at the same location. In the event of the Subcontractor’s refusal, failure, or inability to remedy such discrepancies within a reasonable time of notification, Chemonics may remedy such defects on its own and claim the reasonable cost of such remedial action from the Subcontractor.

PART 2. PAYMENT AND FINANCIAL OBLIGATIONS

ARTICLE 10. SUBCONTRACT PRICE

The Subcontractor shall complete all work (including furnishing all labor, material, commodities, equipment, and services) required under this subcontract for the fixed price of TBD . This price shall include all equipment, commodities, shipping costs, licenses, permits, administration costs, labor costs, materials, overhead, profit, and all other costs.

The Subcontractor will be paid the installment amounts listed under the column named “Payment Amount” only upon successful completion and acceptance by Chemonics of all corresponding deliverables listed in the column named “Corresponding Deliverable Name.”

Payment No. Corresponding Deliverable Name Payment Amount

1 Production Timeline [TBD]% of subcontract fixed price

2 Proofs of Materials to be Printed [TBD]% of subcontract fixed price

3 Final Printed Materials [TBD]% of subcontract fixed price

4 Delivery of Printed Materials [TBD]% of subcontract fixed price

ARTICLE 11. PAYMENT TERMS

Chemonics will pay the total price through a series of installment payments as provided in Article 10 above, after Subcontractor’s completion of the corresponding deliverables and Chemonics’ acceptance thereof. The Subcontractor may submit invoices for deliverables that have been accepted and approved by the authorized Chemonics representative. Chemonics will pay the Subcontractor’s invoice within thirty (30) days after the following conditions have been fulfilled:

a) the Subcontractor has delivered a proper invoice, in compliance with Article 12 below.b) Chemonics has issued an inspection certificate, in compliance with Article 29 below.

Payment will be made in Rwandan Francs, paid via check or wire transfer to the account specified in the Subcontractor’s invoice. Payment of unpaid balances will be made upon completion and final acceptance of all works and deliverables by Chemonics. Any invoices for services rendered and deliverables submitted—but not accepted by Chemonics—will not be paid until the Subcontractor



makes sufficient revisions to the deliverables such that Chemonics may approve the deliverables and thus the invoice. ARTICLE 12. INVOICE REQUIREMENTS

The Subcontractor shall present an invoice to Chemonics only for services and/or commodities that have been accepted by Chemonics. The invoice must be an original invoice, submitted to:

Chemonics Soma Umenye LLC.Attention: Procurement DepartmentUmuyenzi Plaza, 2nd FloorKN 5 RDRemera, Kigali, Rwanda

To constitute a proper invoice, the Subcontractor’s invoice must include the following information and/or attached documentation. This information will assist Chemonics in making timely payments to the Subcontractor:

1. Subcontractor legal name, subcontract number, invoice date, and invoice number.2. Deliverable(s) number, description of approved deliverable(s), and corresponding value.3. Bank account information to which payment shall be sent.

ARTICLE 13. COOPERATING COUNTRY FEES, TAXES, AND DUTIES

This subcontract is entered into by Chemonics on behalf of the Rwanda Soma Umenye Project, an official program of the Government of the United States in Rwanda. In accordance with the agreement under which this subcontract is financed, Chemonics will be reimbursed by the Cooperating Country government for taxes imposed on suppliers and subcontractors. Therefore, this subcontract includes all applicable taxes, VAT, charges, tariffs, duties and levies in accordance with the laws of Rwanda. The Supplier shall provide to Chemonics the documentation necessary to obtain tax reimbursement.

The Subcontractor is responsible for payment of all applicable taxes, as prescribed under the applicable laws, associated with wages/salaries/compensation for services rendered by individuals employed by the Subcontractor and who are directed to work as required under this Subcontract. The Subcontractor is liable for payment of all applicable taxes associated with revenues (profit), and other such taxes, fees, or dues for which Subcontractor is normally responsible as a result of operating its business.

ARTICLE 14. SET-OFF CLAUSE

Chemonics reserves the right of set-off against amounts payable to Subcontractor under this subcontract or any other agreement in the amount of any claim or refunds Chemonics may have against the Subcontractor.

PART 3. ADDITIONAL TERMS AND CONDITIONS

ARTICLE 15. GOVERNING LANGUAGE

The Subcontract is executed in the English language, which shall be the binding and controlling language for all matters relating to the meaning and/or interpretation of this Subcontract.



ARTICLE 16. AUTHORIZED REPRESENTATIVES

Any action, modification, notice, request, or consent required to be given or made pursuant to this subcontract must be in writing and may only be made by the authorized representatives specified below or their designee(s):

For Chemonics Soma Umenye LLC.: TBD

For Subcontractor: TBD

ARTICLE 17. AUTHORIZED USAID GEOGRAPHIC CODE

The authorized USAID geographic code for this subcontract is USAID Geographic Code 935 in accordance with the United States Code of Federal Regulations (CFR), 22 CFR §228, available at: https://www.gpo.gov/fdsys/pkg/CFR-2017-title22-vol1/pdf/CFR-2017-title22-vol1-part228.pdf

The source and nationality of all goods, commodities, and services provided under this subcontract must meet the above-specified USAID geographic code specified in accordance with the regulations found in 22 CFR 228.

The cooperating country for this subcontract is Rwanda.

No commodities or related services may be supplied under this subcontract that are manufactured or assembled in, shipped from, transported through, or otherwise involving any of the following countries: Cuba, Iran, the Sudan, Burma and North Korea. Related services include incidental services pertaining to any/all aspects of this work to be performed under a resulting subcontract (including transportation, fuel, lodging, meals, and communications expenses).

ARTICLE 18. RESTRICTIONS ON CERTAIN FOREIGN PURCHASES (FAR 52.225-13)

(a) Except as authorized by the Department of Treasury’s Office of Foreign Assets Control (OFAC), the Subcontractor shall not acquire for its use in the performance of this subcontract, any supplies or services if any proclamation, U.S. Executive Order, U.S. statute, or OFAC’s implementing reg-ulations (31 CFR Chapter V), would prohibit such a transaction by a U.S. person, as defined by law.

(b) Except as authorized by OFAC, most transactions involving Cuba, Iran, the Sudan, Burma and North Korea are prohibited, including importing/exporting to/from the United States, engaging in financial transactions, or facilitating any prohibited transactions by third parties. Lists of enti -ties and individuals subject to economic sanctions – which are updated routinely - are included in OFAC’s List of Specially Designated Nationals and Blocked Persons at http://www.treas.gov/of-fices/enforcement/ofac/sdn. It is the Subcontractor’s responsibility to remain informed as to sanc-tioned parties and to ensure compliance with all relevant U.S. sanctions and trade restrictions. More information about these restrictions, as well as updates, is available in the OFAC’s regula-tions at 31 CFR Chapter V and/or on OFAC’s website at http://www.treas.gov/offices/enforce-ment/ofac.

(c) The Subcontractor shall insert this article, including this paragraph (c), in all subcontracts and

subawards issued under this subcontract.

ARTICLE 19. COMPLIANCE WITH U.S. EXPORT LAWS


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Subcontractor warrants and agrees to comply with all U.S. export laws and regulations and other applicable U.S. law and regulations, including but not limited to: (i) the Arms Export Control Act (AECA), 22 U.S.C. 2778 and 2779; (ii) Trading with the Enemy Act (TWEA), 50 U.S.C. App. §§ 1-44; (iii) International Traffic in Arms Regulations (ITAR), 22 C.F.R. Parts 120-130.; (iv) Export Administration Act (EAA) of 1979 and the Export Administration Regulations (EAR) 15 C.F.R. Parts 730-774, (including the EAR anti-boycott provision); (v) the International Emergency Economic Powers Act (IEEPA), 50 U.S.C. 1701-1706 and Executive Orders of the President under IEEPA, 50 U.S.C. app. §§ 2401-2420; (vi) Office of Foreign Asset Controls (OFAC) Regulations, 31 C.F.R. Parts 500-598; and (vii) other applicable U.S. laws and regulations. As required, subject to Chemonics’ prior approval for all exports or imports under the Subcontract, Subcontractor shall determine any export license, reporting, filing or other requirements, obtain any export license or other official authorization, and carry out any customs formalities for the export of goods or services. Subcontractor agrees to cooperate in providing any reports, authorizations, or other documentation related to export compliance requested by Chemonics. Subcontractor agrees to indemnify, hold harmless and defend Chemonics for any losses, liabilities and claims, including as penalties or fines as a result of any regulatory action taken against Chemonics as a result of Subcontractor’s non-compliance with this provision.

ARTICLE 20. COMPLIANCE WITH U.S. ANTI-CORRUPTION REGULATIONS

Subcontractor represents and warrants that it shall comply fully with the anti-bribery provisions of the U.S. Foreign Corrupt Practices Act, as amended (“FCPA”), as well as the a) UN Convention against Corruption (UNCAC), b) OECD Convention on the Bribery of Foreign Public Officials (OECD Con-vention); and c) any other applicable local anti-corruption laws, rules, and regulations if any part of this subcontract will be performed outside of the United States of America. Specifically, Subcontrac-tor understands and agrees that it shall be unlawful for the Subcontractor and/or any officer, director, employee or agent of the Subcontractor to make any kind of offer, payment, promise to pay, or autho-rization of the payment of any money, or offer, gift, promise to give, or authorization of the giving of anything of value to:

(a) any foreign official (or foreign political party) for purposes of either influencing any act or de-cision of such foreign official in his official capacity, or inducing such foreign official to do or omit to do any act in violation of the lawful duty of such official, or securing any improper advantage, or inducing such foreign official to use his influence with a foreign government, or instrumentality thereof, to affect or influence any act or decision of such government or in-strumentality in order to assist such person in obtaining or retaining business for or with, or directing business to any person; or

(b) any person, while knowing that all or a portion of such money or thing of value will be of-fered, given, or promised, directly or indirectly, to any foreign official (or foreign political party), or to any candidate for foreign political office, for any of the prohibited purposes de-scribed above.

For purposes of this Subcontract "foreign official" means any appointed, elected, or honorary official or employee of a) a foreign government (or if this Subcontract is to be performed outside the United States than of the Host Country) or political party, or b) of a public international organization, or any person acting in an official capacity for or on behalf of any such government or department, agency, or instrumentality, or for or on behalf of any such public international organization (e.g., the UN, DFID, or WHO, or the World Bank).

For purposes of this Article, the “government” includes any agency, department, embassy, or other governmental entity, and any company or other entity owned or controlled by the government.

ARTICLE 21. ANTI-BOYCOTT COMPLIANCE



It is the policy of Chemonics International to comply fully with all U.S. export control laws, including the Export Administration Regulations (EAR) anti-boycott provisions, 15 CFR Part 760 [and Ribicoff Amendment to the 1976 Tax Reform Act (TRA)], which encourage, and in specified cases, require U.S. firms to refuse to participate in foreign boycotts that the United States does not sanction, and en -compass adherence to applicable reporting requirements. Conduct that may be penalized under the regulations includes:

Agreements to refuse or actual refusal to do business with or in Israel or with blacklisted companies.

Agreements to discriminate or actual discrimination against other persons based on race, reli-gion, sex, national origin or nationality.

Agreements to furnish or actual furnishing of information about business relationships with or in Israel or with blacklisted companies.

Agreements to furnish or actual furnishing of information about the race, religion, sex, or na-tional origin of another person.

The Subcontractor and its owners, directors, officers, employees, or agents thereof, agrees that it shall not engage in such conduct or enter agreements to that effect.

The Subcontractor shall report to Chemonics when any such requests related to the work of this Subcontract are encountered and shall agree to any required reporting of such requests to the U.S. Department of Commerce Bureau of Industry and Security and Internal Revenue Service.

ARTICLE 22. ANTI-KICKBACK

(a) Definitions.

Kickback, as used herein, means any money, fee, commission, credit, gift, gratuity, thing of value, or compensation of any kind, which is provided, directly or indirectly, to Chemonics, the Soma Umenye Project office or any of its employees, the Subcontractor or Subcontractor employees, or vendors in any way related to the performance or subsequent activities of this subcontract, for the purpose of improperly obtaining or rewarding favorable treatment in connection with this subcontract.

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

Subcontractor employee, as used in this article, means any officer, partner, employee, or agent of the Subcontractor.

(b) The Subcontractor and its employees, whether directly or indirectly engaged in the performance of this subcontract, agree to abide by the terms of The United States Anti-Kickback Act of 1986, which prohibits any person from providing or attempting to provide any kickback; soliciting, accepting, or attempting to accept any kickback; or including, directly or indirectly, the amount of any kickback in the contract price charged by the Subcontractor to Chemonics.

When the Subcontractor has reasonable grounds to believe that a violation described in paragraph (b) of this provision may have occurred, the Subcontractor shall promptly report in writing the possible violation. Such reports shall be made to Chemonics, who shall forward the report to the USAID Inspector General for investigation, as required.

The Subcontractor agrees to cooperate fully with any United States Government agency investigating a possible violation described in paragraph (b) of this article.

Chemonics may offset the amount of the kickback against any monies owed by Chemonics under this fixed price subcontract or order the monies withheld from future payments due the Subcontractor.



The Subcontractor agrees to include the substance of this article in any contract it may issue under this subcontract.

ARTICLE 23. ORGANIZATIONAL CONFLICTS OF INTEREST

It is understood and agreed that some of the work performed under this subcontract may place the Subcontractor or its personnel in the position of having an organizational conflict of interest. Such an organizational conflict of interest may impair the objectivity of the Subcontractor or its personnel in performing the work. To preclude or mitigate any potential conflicts of interest, Subcontractor agrees not to undertake any activity which may result in an organizational conflict of interest without first notifying Chemonics of such potential conflict of interest and receiving Chemonics written approval to undertake such activities.

ARTICLE 24. TERRORIST FINANCING PROHIBITION

The Subcontractor (including its employees, consultants, and agents) by entering into this subcontract certifies that it does not engage, support or finance individuals and/or organizations associated with terrorism. The Subcontractor is reminded that U.S. Executive Orders and U.S. law prohibits transactions with, and the provision of resources and support to, individuals and organizations associated with terrorism. A list of entities and individuals subject to restrictions, prohibitions and sanctions can be found at the web site of the Department of Treasury’s Office of Foreign Assets Control (OFAC), at http://treasury.gov/ofac. It is the legal responsibility of the Subcontractor to ensure compliance with the Executive Order 13224 and other U.S. laws prohibiting terrorist financing. This provision must be included in all subcontracts or subawards issued under this subcontract.

ARTICLE 25. ELIGIBILITY OF SUBCONTRACTORS

In accordance with Federal Acquisition Regulation (FAR) Clause 52.209-6, “Protecting the Government’s Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment,” (SEP 2006), no commodities, software, goods, materials, or services shall be eligible for USAID financing or reimbursement under this subcontract if provided by a subcontractor or supplier (or a subcontractors’ or suppliers’ principle) that is debarred, suspended, or proposed for debarment by USAID or the USG. This applies to the Subcontractor and the Subcontractor’s subcontractors and suppliers as well.

ARTICLE 26. COMPLIANCE WITH APPLICABLE LAWS AND STANDARDS

The Subcontractor shall perform all work, and comply in all respects, with applicable laws, ordinances, codes, regulations, and other authoritative rules of the United States and Rwanda and its political subdivisions and with the standards of relevant licensing boards and professional associations. The Subcontractor shall also comply with the applicable USAID regulations governing this subcontract, which are incorporated by reference into this subcontract, and appear in Article 38, Clauses Incorporated by Reference.

ARTICLE 27. INDEMNITY AND SUBCONTRACTOR WAIVER OF BENEFITS

A. The Subcontractor waives any additional benefits and agrees to indemnify and save harmless Chemonics, USAID, and Rwanda Education Board (REB), their officers, directors, agents, and employees from and against any and all claims and liability, loss, expenses, suits, damages, judgments, demands, and costs (including reasonable legal and professional fees and expenses) arising out of: (1) the acts or omissions of Subcontractor, its employees, officers, directors, agents or its

subcontractors;


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(2) injury or death to persons, including officers, directors, employees, agents and subcontractors of Subcontractor, or loss of or damage to property, or fines and penalties which may result, in whole or in part, by reason of the buying, selling, distribution, or use of any of the goods or services purchased or provided under this Subcontract except to the extent that such damage is due to the negligence of Chemonics;

(3) the infringement or violation of any patent, copyright, trademark, service mark, trade secret, or other proprietary interest of any third party resulting from Chemonics’ use, distribution, sale, sublicensing, or possession of the goods (including software and all forms of written materials) or services purchased or provided, as authorized hereunder, or from the use or possession of said goods or services by Chemonics, USAID, and Rwanda Education Board (REB), as authorized hereunder; or false claims submitted by Subcontractor or its subcontractors under this Subcontract or as a result of a Subcontractor misrepresentation of fact or fraud by Subcontractor.

B. Subcontractor shall defend and settle at its sole expense all suits or proceedings arising out of the foregoing, provided that Subcontractor has notice or is given prompt written notice of such claim or suit and, further, that Subcontractor shall be given necessary information, reasonable assistance and the authority to defend such claim or suit. Subcontractor shall not settle, compromise or discharge any pending or threatened suit, claim or litigation, arising out of, based upon, or in any way related to the subject matter of this subcontract and to which Chemonics is or may reasonably be expected to be a party, unless and until Subcontractor has obtained a written agreement, approved by Chemonics (which shall not be unreasonably withheld) and executed by each party to such proposed settlement, compromise or discharge, releasing Chemonics from any and all liability.

C. If any of the goods or services provided by Subcontractor hereunder, including without limitation software and all forms of written materials, become the subject of a claim of infringement or violation of a third party's intellectual property, privacy and/or proprietary rights, Subcontractor shall, at its own expense, use its best efforts—(1) to procure for Chemonics the right to continue use and, if authorized under this

Subcontract, distribution of the infringing goods or services or, (2) to modify the goods or services to make them non-infringing, or to replace them with

equivalent, non-infringing counterparts.

If none of the above-mentioned can be successfully implemented, then Subcontractor shall refund to Chemonics all monies paid to the Subcontractor for the infringing goods and services.

ARTICLE 28. INTELLECTUAL PROPERTY RIGHTS

The ownership of all copyright and other intellectual property rights in respect of any data compilations, research, spreadsheets, graphs, reports, diagrams, designs, work products, software, or any other documents, developed in connection with this subcontract will exclusively vest in or remain with Chemonics, which shall have all proprietary rights therein, notwithstanding that the Subcontractor or its employees may be the author of the intellectual property. All documents relating to the intellectual property or otherwise connected with this fixed price subcontract, the services, or duties must be returned or delivered to Chemonics at the time of the expiration or termination of the subcontract. The Subcontractor agrees not to publish or make use of any of the intellectual property, or documents relating thereto, without the prior written approval of Chemonics and proper attribution.

ARTICLE 29. INSPECTION AND ACCEPTANCE

A. Prior to delivery, any commodities under this subcontract—including raw materials, components, intermediate assemblies, and end products—shall be subject at any time to inspection and testing at the request of Chemonics at the expense of Chemonics. Chemonics will notify the Subcontractor in writing of the names of any inspectors or inspection firms. It



is understood that inspection or testing shall not in any way release the Subcontractor from any warranty or other obligations under this subcontract.

B. If any inspection or test is made by or on behalf of Chemonics on the premises of the Subcontractor, the Subcontractor shall provide reasonable facilities and assistance for the safety and convenience of Chemonics or its inspectors in the performance of their duties without additional charge.

C. Once commodities have been delivered to the delivery point by the Subcontractor, Chemonics shall inspect the commodities to confirm compliance with the subcontract requirements. If the commodities are compliant with subcontract requirements, an inspection certificate will be issued by Chemonics. In the event that the commodities are not fully compliant, the Subcontractor shall be required to remedy any defects or faults prior to acceptance by Chemonics.

ARTICLE 30. MODIFICATIONS

Modifications to the terms and conditions of this subcontract, including any modification to the scope of work, may only be made by written agreement between authorized personnel of both Parties as stipulated in Article 16 of this subcontract. Each Party shall give due notice and consideration to any proposals for modification made by the other Party.

ARTICLE 31. CHANGES

In accordance with FAR Clause 52.243-1 “Changes—Fixed-Price” (AUG 1987), Chemonics may at any time, by written order, and without notice to the sureties, if any, make changes within the general scope of this subcontract in the services to be performed.

If any such change(s) causes an increase or a decrease in the cost, or the time required for the performance, or any part of the work under the subcontract, an equitable adjustment shall be made in the subcontract price or delivery schedule, or both, and the subcontract shall be modified in writing accordingly. Any claim by the Subcontractor for adjustment under this subcontract must be asserted within 30 (thirty) days from the date of receipt by the Subcontractor of the modification or change.

ARTICLE 32. ASSIGNMENT AND DELEGATION

This subcontract may not be assigned or delegated, in whole or in part, by the Subcontractor without the written consent of Chemonics. Absent such written consent, any assignment is void.

ARTICLE 33. GOVERNING LAW AND RESOLUTION OF DISPUTES

A. Governing Law. This Subcontract, including any disputes related thereto, shall be governed by the laws of the District of Columbia.

B. Disputes with the Government. Chemonics’ Prime Contract with the US Government is subject to the Contract Disputes Act of 1978, as amended (41 U.S.C. 601-613). Any claim arising out of the performance of this Subcontract that relates to any decision of the Government under the prime contract must be resolved in accordance with the clause at FAR 52.233-1 Disputes, which is incorporated herein by reference.

(1) Any decision of the US Government under the Prime Contract, if binding on Chemonics, shall also bind the Subcontractor to the extent that it relates to this Subcontract, provided that Chemonics shall have promptly notified the Subcontractor of such decision and, if requested by Subcontractor, shall have brought suit or filed claim, as appropriate against the Government, or, in alternative, agreed to sponsor Subcontractor’s suit or claim. A



final judgment in any such suit or final disposition of such claim shall be conclusive upon Chemonics and the Subcontractor.

(2) For any action brought or sponsored by Chemonics on behalf of the Subcontractor pursuant to this article, the Subcontractor agrees to indemnify and hold Chemonics harmless from all costs and expenses incurred by Chemonics in prosecuting or sponsoring any such appeal.

C. Disputes between the Parties. The following procedures shall govern the resolution of any controversy, dispute or claim between or among “Parties,” arising out of the interpretation, performance, breach or alleged breach of this Subcontract (“Dispute”) that is not covered by (B) above.

(1) Negotiation. The Parties shall promptly attempt to resolve any Dispute by negotiation in the normal course of business. If, after good faith efforts, the Dispute is not resolved, either Party may request in writing that the Dispute be resolved via Executive Consultation pursuant to subparagraph (2) below.

(2) Executive Consultation. For Disputes submitted to Executive Consultation, each Party shall designate a senior company official with authority and responsibility for attempting to resolve the matter. For Chemonics, such designee shall be a Senior Vice President, or a person at a higher level of authority. For Subcontractor, such designee shall be an authorized negotiator. The Party initiating the claim shall provide, in addition to documents supporting the claim, a brief summary of the claim, its perception of the positions of the Parties and any perceived barriers to settlement of the case. The summary may be submitted directly to the designated Party Executive. Within 30 calendar days after delivery of the claim summary, the Parties shall meet and attempt to resolve the Dispute. If the Dispute is not resolved within 45 days from submission of the claim summary, or such other amount of time as agreed between the Parties, the claiming Party may proceed under subparagraph (3) below.

(3) Arbitration. Any controversy or claim between the Parties arising out of or relating to this Subcontract, or the breach thereof, that has not been resolved by Executive Consultation, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, including the Optional Rules for Emergency Measures of Protection, unless otherwise provided herein. The arbitrators shall not be empowered to award damages in excess of compensatory damages and each Party expressly waives and foregoes any right to punitive, exemplary, or similar damages. Each Party will bear the cost of its own Attorney-Fees. The Arbitration shall be in Washington, D.C., unless otherwise agreed between the Parties.

D. Obligation to perform work. Subcontractor shall diligently proceed with the performance of work pending final resolution of any Dispute.

E. The Subcontractor acknowledges and agrees that it has no direct action against the U.S. Government or USAID for any claims arising under this Subcontract.

ARTICLE 34. FORCE MAJEURE

“Force Majeure” as used herein means: acts of God, natural disasters, invasion or war (whether declared or not) and other hostilities, revolution, rebellion, labor disputes, insurrection or riot, confrontation or other disorder, ionizing radiation or confrontation by regular activity from any unclear or waste, radio-active, biological, chemical or toxic explosives or other hazardous properties of any explosives, biological or chemical agents, nuclear assembly or nuclear components thereof, or other act, event or circumstance of a similar nature or force, arising from circumstances beyond the control of the Subcontractor or which Subcontractor could not reasonably be expected to have taken into account and which or the consequences of which the Subcontractor could not reasonably be expected to have avoided or overcome.



The Subcontractor shall not be liable for any excess costs if the failure to perform the subcontract arises out of a Force Majeure cause and if the Subcontractor, within 20 (twenty) days from the beginning of any such Force Majeure, notifies Chemonics of such prevention of performance and the cause thereof. If the failure to perform is caused by the fault of a Subcontractor’s subcontractor and if such default arises out of causes beyond the control of both the Subcontractor and the Subcontractor’s subcontractor and without the fault or negligence of either of them (Force Majeure), and the Subcontractor, within 20 (twenty) days from the beginning of any such Force Majeure, notifies Chemonics in writing of such prevention of performance and the cause thereof, the Subcontractor shall not be liable for any excess costs due to the failure to perform, unless the supplies or services to be furnished by the subcontractor were obtainable from other sources in sufficient time to permit the Subcontractor to meet the required delivery schedule.

ARTICLE 35. TERMINATION

Chemonics reserves the unilateral right to terminate this fixed price subcontract at any time, paying for all deliverables completed at the time of termination and a pro-rata share of any deliverable in progress, in accordance with FAR Clause 52.249-1, Termination for Convenience of the Government (Fixed Price) (Short Form) (April 1984), which is incorporated by reference in Article 38 herein.

In the event that the Subcontractor fails to make progress so as to endanger performance of this fixed price subcontract, or is unable to fulfill the terms of this fixed price subcontract by the completion date, the Subcontractor shall notify Chemonics forthwith and Chemonics shall have the right to summary termination of this fixed price subcontract upon written notice to the Subcontractor in accordance with the incorporated FAR Clause 52.249-8, Default (Fixed-Price Supply and Service).

ARTICLE 36. REPRESENTATIONS AND CERTIFICATIONS

Any representations and certifications submitted resulting in award of this Subcontract are hereby incorporated either in full text or by reference, and any updated representations and certifications submitted thereafter are incorporated by reference and made a part of this Subcontract with the same force and effect as if they were incorporated by full text. By signing this Subcontract, the Subcontractor hereby certifies that as of the time of award of this Subcontract: (1) the Subcontractor, including its principals, is not debarred, suspended or proposed for debarment or declared ineligible for award by any U.S. Federal agency; (2) no Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a member of the U.S. Congress, an officer or employee of the U.S. Congress, or an employee of a member of the U.S. Congress on its behalf in connection with awarding the contract or this Subcontract; and (3) no changes have occurred to any other representations and certifications made by the Subcontractor resulting in award of this Subcontract. The Subcontractor agrees to promptly notify Chemonics in writing of any changes occurring at any time during performance of this Subcontract to any representations and certifications submitted by the Subcontractor.

ARTICLE 37. SURVIVAL

The provisions set forth in the following Articles of this subcontract will survive after termination or expiration of this subcontract and will remain in effect until fulfilled:

Article 13. Cooperating Country Fees, Taxes, and DutiesArticle 26. Compliance with Applicable Laws and Standards Article 27. Indemnity and Subcontractor Waiver of BenefitsArticle 33. Governing Law and Resolution of Disputes

PART 4. CLAUSES INCORPORATED BY REFERENCE



ARTICLE 38. CLAUSES INCORPORATED BY REFERENCE

This Subcontract includes the appropriate flow-down clauses as required by the Federal Acquisition Regulation and the USAID Acquisition Regulation. This fixed price subcontract incorporates the following clauses of the Federal Acquisition Regulation (48 Code of Federal Regulations, Chapter 1) and USAID Acquisition Regulation (48 Code of Federal Regulations, Chapter 7) by reference, with the same force and effect as if they were given in full text. The full text is available at https://acquisition.gov/far/ and http://www.usaid.gov/sites/default/files/documents/1868/aidar_0.pdf. Modifications which apply to this fixed price subcontract appear after each clause. It is understood and agreed that the Subcontractor may be obligated by and to Chemonics for any specifications or documentation required of Chemonics under these clauses, and that references to the Contractor may also refer to the Subcontractor. The Subcontractor hereby agrees to abide by the terms and conditions imposed by these clauses. With respect to documentation and approvals required under these clauses, all such documentation and approvals shall be submitted to or requested from Chemonics.

References in the text of incorporated clauses to “the Government,” “USAID,” or “Contracting Officer” may, depending on their context, refer to “Chemonics,” and references to “the Contractor” may refer to the “Subcontractor.”

The following Federal Acquisition Regulation (FAR) clauses apply to this Subcontract as indi-cated:Clause Number Title Date Notes and Applicability

52.202-1 DEFINITIONSNOV 2013 All subcontracts regardless of value

52.203-3 GRATUITIES APR 1984

All subcontracts regardless of value (Note 4 ap-plies)

52.203-5 COVENANT AGAINST CONTINGENT FEES

MAY 2014 All subcontracts regardless of value (Note 1 ap-

plies)

52.203-6 RESTRICTIONS ON SUBCONTRACTOR SALES TO THE GOVERNMENT

SEP 2006

Cost reimbursement subcontracts and cost reim-bursement task orders (Note 4 applies)

52.203-7 ANTI-KICKBACK PROCEDURES MAY 2014

All subcontracts regardless of value (Note 1 applies)

52.203-8 CANCELLATION, RECISSION, AND RE-COVERY OF FUNDS FOR ILLEGAL OR IMPROPER ACTIVITY

MAY 2014 All subcontracts equal to or greater than

$150,000 (Note 1 applies)

52.203-10 PRICE OR FEE ADJUSTMENT FOR ILLE-GAL OR IMPROPER ACTIVITY

MAY 2014

All subcontracts equal to or greater than $150,000 (Note 1 applies)

52.203-11

CERTIFICATION AND DISCLOSURE REGARDING PAYMENTS TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS

SEP 2007


52.203-12LIMITATIONS ON PAYMENTS TO IN-FLUENCE CERTAIN FEDERAL TRANS-ACTIONS

OCT 2010


52.203-13 CONTRACTOR CODE OF BUSINESS ETHICS AND CONDUCT

OCT 2015

All subcontracts that have a value in excess of $5.5 million and a performance period of more than 120 days. Disclosures made under this clause shall be directed to the agency Office of the Inspector General, with a copy to the Con-tracting officer.

52.203-14 DISPLAY OF HOTLINE POSTER(S) DEC 2007

All Subcontracts > $5,000,000 except those per-formed entirely outside of the U.S. (Note 8 ap-


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Clause Number Title Date Notes and Applicability

plies)

52.203-17

CONTRACTOR EMPLOYEE WHISTLE-BLOWER RIGHTS AND REQUIREMENTS TO INFORM EMPLOYEES OF WHISTLE-BLOWER RIGHTS

SEP 2013

All Subcontracts equal to or greater than $150,00

52.204-06 DATA UNIVERSAL NUMBERING SYSTEM (DUNS) NUMBER

JUL 2013 All Subcontracts equal to or greater than $25,000

52.204-10

REPORTING EXECUTIVE COMPENSA-TION AND FIRST TIER SUBCONTRACT AWARDS (Subparagraph (d)(2) does not ap-ply.)

JUL 2013

If the Subcontractor meets the thresholds speci-fied in paragraphs (d)(3) and (g)(2) of the clause, the Subcontractor shall report required executive compensation by posting to the Government's Central Contractor Registration (CCR) database. All information posted will be available to the general public.

52.204-23

PROHIBITION ON CONTRACTING FOR HARDWARE, SOFTWARE AND SERVICES DEVELOPED BY KASPERSKY LAB AND OTHER COVERED ENTITIES

JUL 2018

Applies to all subcontracts, regardless of value or type. “Contractor” and “Contractor Employee” refer to “Subcontractor” and “Subcontractor Em-ployee.”

52.209-2PROHIBITION ON CONTRACTING WITH INVERTED DOMESTIC CORPORATIONS -REPRESENTATION

DEC 2014


52.209-6

PROTECTING THE GOVERNMENT’S IN-TEREST WHEN SUBCONTRACTING WITH CONTRACTORS DEBARRED, SUS-PENDED, OR PROPOSED FOR DEBAR-MENT

AUG 2013 All Subcontracts > $30,000. (Note 2 applies)

52.209-10 PROHIBITION ON CONTRACTING WITH INVERTED DOMESTIC CORPORATIONS

DEC 2014


52.215-2 AUDITS AND RECORDS - NEGOTIA-TION

OCT 2010

All Subcontracts > $150,000. (Note 3 applies. Al-ternate II applies if the Subcontractor is an educa-tional or non-profit organization.)

52.215-10

PRICE REDUCTION FOR DEFECTIVE CERTIFIED COST OR PRICING DATA

Rights and obligations under this clause shall survive completion of the Work and final pay-ment under this Subcontract.

AUG 2011

Applies if submission of certified cost or pricing data was required with Subcontractor’s proposal. (Notes 2 and 4 apply except the first time "Con-tracting Officer" appears in paragraph (c)(1). "Government" means "Chemonics" in paragraph (d)(1).)

52.215-11

PRICE REDUCTION FOR DEFECTIVE CERTIFIED COST OR PRICING DATA -- MODIFICATIONS Rights and obligations under this clause shall survive completion of the Work and final payment under this Sub-contract.

AUG 2011

Applies if submission of certified cost or pricing data is required for modifications. (Notes 1, 2 and 4 apply.)

52.215-12 SUBCONTRACTOR CERTIFIED COST OR PRICING DATA

OCT 2010

Applies if Subcontract > $700,000 and is not otherwise exempt under FAR 15.403.

52.215-13 SUBCONTRACTOR CERTIFIED COST OR PRICING DATA—MODIFICATIONS

OCT 2010

Applies if Subcontract > $700,000 and is not oth-erwise exempt under FAR 15.403.

52.215-14 INTEGRITY OF UNIT PRICES OCT 2010

Applies if Subcontract > $150,000. Delete para-graph (b) of the clause.

52.215-15 PENSION ADJUSTMENTS AND ASSET REVERSIONS

OCT 2010

Applies if Subcontract meets the applicability re-quirements of FAR 15.408(g). (Note 5 applies.)

52.215-16 FACILITIES CAPITAL COST OF MONEY JUN 2003

Applies if Subcontract is subject to the Cost Prin-ciples at FAR Subpart 31.2 and Subcontractor proposed facilities capital cost of money in its proposal.

52.215-17 WAIVER OF FACILITIES CAPITAL COST OCT Applies if Subcontract is subject to the Cost Prin-


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OF MONEY 1997ciples at FAR Subpart 31.2 and Subcontractor did not propose facilities capital cost of money in its proposal.

52.215-18REVERSION OR ADJUSTMENT OF PLANS FOR POST-RETIREMENT BENE-FITS (PRB) OTHER THAN PENSIONS

JUL 2005

Applicable if this Subcontract meets the applica-bility requirements of FAR 15.408(j). (Note 5 ap-plies.)

52.215-19 NOTIFICATION OF OWNERSHIP CHANGES

OCT 1997

Applies if this Subcontract meets the applicability requirements of FAR 15.408(k). (Note 5 applies.)

52.215-20

REQUIREMENTS FOR CERTIFIED COST OR PRICING DATA OR INFORMATION OTHER THAN CERTIFIED COST OR PRICING DATA.

OCT 2010 (Note 2 applies.)

52.215-21

REQUIREMENTS FOR CERTIFIED COST OR PRICING DATA OR INFORMATION OTHER THAN CERTIFIED COST OR PRICING DATA -MODIFICATIONS

OCT 2010 (Note 2 applies)

52.215-23 LIMITATION ON PASS-THROUGH CHARGES

OCT 2009

Applies for cost-reimbursement subcontracts > $150,000. (Notes 1, 2 and 4 apply.)

52.216-7

ALLOWABLE COST AND PAYMENT

Alt II applies to educational institutions.

Alt IV applies to non-profit organizations.

JUN 2013

Applies to Cost Reimbursement Subcontracts, and to the materials portion of Time & Materials (T&M) Subcontracts, and Sub-task Orders. (Note 1 applies except in except in paragraphs (a)(3) and (b)(1)(ii)(F) where note 3 applies. Note 2 ap-plies except in paragraph (g) where note 7 ap-plies. The blank in paragraph (a)(3) is completed with "the 30th" unless otherwise specified in this Subcontract. Paragraphs (a)(2), (b)(4), and (d)(4) are deleted. In paragraph (h) "six years" is changed to "5 years." The references to govern-ment entities in paragraph (d) are unchanged.)

52.216-8 FIXED FEE JUN 2011

Applies only if this Subcontract includes a fixed fee. Delete the last two sentences of the clause. Does not apply if this is a T&M Subcontract or Task Order. (Notes 1 and 2 apply.)

52.216-10 INCENTIVE FEE JUN 2011

Applies only if this Subcontract includes an in-centive fee. Does not apply if this is a T&M Sub-contract or Task Order. (Notes 1 and 2 apply, ex-cept in paragraphs (e)(4)(v) and (e)(4)(vi) where "Government" is unchanged. Subparagraph (e)(4)(iv) and the last two sentences of paragraph (c)(2) are deleted. The amounts in paragraph (e) are set forth in the Subcontract. )

52.216-11 COST CONTRACT - NO FEE APR 1984

Applies only to Cost Reimbursement-No Fee Subcontracts. Does not apply if this is a T&M Subcontract or Task Order. (Notes 1 and 2 ap-ply.)

52.216-18 ORDERING OCT 1995

Applies to Indefinite Quantity Subcontracts (IQS) Or Indefinite Delivery Indefinite Quantity (IDIQ) Subcontracts only.

52.216-19 ORDER LIMITATIONS OCT 1995


52.216-22 INDEFINITE QUANTITY OCT 1995


52.217-8 OPTION TO EXTEND SERVICES NOV Insert “30 days” as the period of time within

















1999 which Chemonics may exercise the option. (Notes 1 and 2 apply.)

52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT

MAR 2000

Insert “30 days” and “60 days” as the periods of time set forth in the clause. Delete paragraph (c) of the clause. (Notes 1 and 2 apply.)

52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS

JUL 2013

Applies to all Subcontracts >$150,000 except when the Subcontract will be performed entirely outside of the U.S. (Note 8 applies.)

52.219-9

SMALL BUSINESS SUBCONTRACTING PLAN

(If a subcontracting plan was required by the RFP, the plan is incorporated herein by refer-ence.)

JUL 2013

Applies if this Subcontract > $650,000 and if the Subcontract offers lower-tier subcontracting op-portunities. The clause does not apply at any value if the Subcontractor is U.S. small business concern. Note 2 is applicable to paragraph (c) only. (Note 8 applies.)

52.222-2 PAYMENT FOR OVERTIME PREMIUMS JUL 1990

Applicable to Cost Reimbursement Subcontracts > $150,000 only. Refers to overtime premiums for work performed in the U.S. subject to U.S. Department of Labor laws and regulations. Insert Zero in the blank. (Notes 2 and 3 apply.)

52.222-3 CONVICT LABOR JUN 2003

Applies to all Subcontracts >$3,000 involving some or all performance in the U.S.

52.222-21 PROHIBITION OF SEGREGATED FACILI-TIES

FEB 1999

(Note 8 applies.) Does not apply to work performed outside the United States by Subcontractor employees who were not recruited within the United States.

52.222-22 PREVIOUS CONTRACTS AND COMPLIANCE REPORT

FEB 1999 Applies if clause 52.222-26 applies.

52.222-26 EQUAL OPPORTUNITY MAR 2007

(Note 8 applies.) Does not apply to work per-formed outside the United States by Subcontrac-tor employees who were not recruited within the United States.

52.222-29 NOTIFICATION OF VISA DENIAL JUN 2003

Applies to all Subcontracts regardless of type or value.

52.222-35 EQUAL OPPORTUNITY FOR VETERANS SEP 2010

Applies if this Subcontract is for $100,000 or more. Does not apply to Subcontracts issued to non-U.S. firms where the work is performed en-tirely outside the U.S. (Note 8 applies.)

52.222-36 AFFIRMATIVE ACTION FOR WORKERS WITH DISABILITIES

OCT 2010

Applies if this Subcontract exceeds $15,000. Does not apply to Subcontracts issued to non-U.S. firms where the work is performed entirely outside the U.S. (Note 8 applies.)

52.222-37 EMPLOYMENT REPORTS ON VETER-ANS

SEP 2010

Applies if this Subcontract is for $100,000 or more. Does not apply to Subcontracts issued to non-U.S. firms where the work is performed en-tirely outside the U.S. (Note 8 applies.)

52.222-40NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABOR RELA-TIONS ACT

DEC 2010

Applies to Subcontracts > $10,000. Does not ap-ply to Subcontracts performed entirely outside the U.S. Does not apply to Subcontracts issued to non-U.S. firms where the work is performed en-tirely outside the U.S. (Note 8 applies.)

52.222-50

COMBATING TRAFFICKING IN PER-SONS (Alternate I applies when work is per-formed outside the U.S. and it is included in the Prime Contract)

MAR 2015

Applies to all Subcontracts, regardless of type, value. (Note 2 applies starting in paragraph c. In paragraph (h) Note 1 applies.)


















52.222-54 EMPLOYMENT ELIGIBILITY VERIFICA-TION

AUG 2013

Applies to Subcontracts > $3,000 except for a) commercial services that are part of the purchase of a Commercial Off-the-Shelf (COTS) item (or an item that would be a COTS item, but for mi-nor modifications), performed by the COTS provider, and are normally provided for that COTS item; b) Subcontracts for work that will be performed outside the United States; or Subcon-tracts with a period of performance < 120 days. (Note 8 applies.)

52.223-6 DRUG-FREE WORKPLACE MAY 2001

Applies to all Subcontracts regardless of value or type. (Notes 2 and 4 apply)

52.223-18ENCOURAGING CONTRACTOR POLI-CIES TO BAN TEXT MESSAGING WHILE DRIVING

AUG 2011

Applies if this Subcontract > $3,000. (Note 8 ap-plies.)

52.225-1 BUY AMERICAN ACT -- SUPPLIES FEB 2009

Applies if the Statement of Work contains other than domestic components. (Note 2 applies.)

52.225-13 RESTRICTIONS ON CERTAIN FOREIGN PURCHASES

JUN 2008

Applies to all Subcontracts regardless of value or type

52.225-14INCONSISTENCY BETWEEN ENGLISH VERSION AND TRANSLATION OF CONTRACT

FEB 2000

Applies to all Subcontracts regardless of value or type

52.227-1 AUTHORIZATION AND CONSENT DEC 2007

Applies if the Subcontract >$150,000. (Notes 4 and 7 apply.)

52.227-2NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT INFRINGE-MENT

DEC 2007

Applies if this Subcontract >$150,000. (Notes 2 and 4 apply.)

52.227-9 REFUND OF ROYALTIES APR 1984 Applies if this Subcontract includes royalties

52.227-14 RIGHTS IN DATA - GENERAL DEC 2007

Applies to all subcontracts regardless of type or value. Delete paragraph (d) which is replaced by AIDAR 752.227-14.

52.228-3 WORKER’S COMPENSATION INSUR-ANCE (DEFENSE BASE ACT)

JUL 2014

Applies to all Subcontracts, regardless of type or value. See also AIDAR 752.228-3.

52.228-4 WORKER’S COMPENSATION AND WAR-HAZARD INSURANCE OVERSEAS

APR 1984

Applies to all Subcontracts, regardless of type or value, only if the Prime Contracts includes this clause.

52.228-7 INSURANCE—LIABILITY TO THIRD PERSONS

MAR 1996

Applicable to Cost Reimbursement Subcontracts and Task Orders of any value. (Notes 4 and 7 ap-ply)

52.228-9 CARGO INSURANCE MAY 1999

Applicable to Subcontracts of any value if the Subcontractor is authorized to provide transporta-tion-related services. Chemonics will provide val-ues to complete blanks in this clause upon autho-rizing transportation services.(see also AIDAR 752.228-9)

52.229-6 TAXES – FOREIGN FIXED PRICE CONTRACTS

JUN 2003 Applies to Fixed Price Subcontracts of any value.

52.229-8 TAXES—FOREIGN COST-REIMBURSE-MENT CONTRACTS

MAR 1990

Applicable to Cost Reimbursement and T&M Subcontracts and Task Orders, regardless of value. Insert name of host country government in first blank in the clause. Insert name of host country in second blank in the clause.

52.230-2 COST ACCOUNTING STANDARDS MAY 2012

Applies only when referenced in this Subcontract that full CAS coverage applies. "United States" means "United States or Chemonics.” Delete





















paragraph (b) of the clause.

52.230-3 DISCLOSURE AND CONSISTENCY OF COST ACCOUNTING PRACTICES

MAY 2012

Applies only when referenced in this Subcontract that modified CAS coverage applies. "United States" means "United States or Chemonics.” Delete paragraph (b) of the clause.

52.230-4DISCLOSURE AND CONSISTENCY OF COST ACCOUNTING PRACTICES FOR CONTRACTS AWARDED TO FOREIGN CONCERNS

MAY 2012

Applies only when referenced in this Subcon-tract, modified CAS coverage applies. Note 3 ap-plies in the second and third sentences.

52.230-5 COST ACCOUNTING STANDARDS -- ED-UCATIONAL INSTITUTIONS

MAY 2012

"United States" means "United States or Chemonics." Delete paragraph (b) of the Clause. Applies only when referenced in this Subcontract that this CAS clause applies.

52.230-6 ADMINISTRATION OF COST ACCOUNT-ING STANDARDS

JUN 2010

Applies if FAR 52.230-2, FAR 52.230-3, FAR 52.230-4 or FAR 52.230-5 applies.

52.232-20 LIMITATION OF COST APR 1984

Applies if this Subcontract is a fully funded Cost Reimbursement or T&M Subcontract or Task Or-der. (Notes 1 and 2 apply.

52.232-22 LIMITATION OF FUNDS APR 1984

Applies if this Subcontract is an incrementally funded Cost Reimbursement or T&M Subcon-tract or Task Order. (Notes 1 and 2 apply.)

52.232-40PROVIDING ACCELERATED PAY-MENTS TO SMALL BUSINESS SUBCON-TRACTORS

DEC 2013

Applies if the Subcontractor is a U.S. small busi-ness and Chemonics receives accelerated pay-ments under the prime contract. (Note 1 applies.)

52.233-3

PROTEST AFTER AWARD

Alternate I (JUN 1985) applies if this is a cost-reimbursement contract). In the event that Chemonics’ client has directed Chemon-ics to stop performance of the Work under the Prime Contract under which this Subcontract is issued pursuant to FAR 33.1, Chemonics may, by written order to the Subcontractor, direct the Subcontractor to stop performance of the Work called for by this Subcontract.

AUG 1996

"30 days" means "20 days" in paragraph (b)(2). Note 1 applies except the first time "Govern-ment" appears in paragraph (f). In paragraph (f) add after "33.104(h) (1)" the following: "and re-covers those costs from Chemonics".

52.237-8RESTRICTION ON SEVERANCE PAYMENTS TO FOREIGN NATIONALS

AUG 2003

Applies to Subcontracts--regardless of type and value--that include provision of host country na-tional personnel.

52.237-9

INSTRUCTIONS: INCLUDE THIS ONLY IF IT APPEARS IN THE PRIME CONTRACT.

WAIVER OF LIMITATION ON SEVER-ANCE PAYMENTS TO FOREIGN NA-TIONALS

MAY 2014

Applies to Subcontracts—regardless of type and value--that include provision of host country na-tional personnel ONLY if the Prime Contracts in-cludes this clause.

52.242-1 NOTICE OF INTENT TO DISALLOW COSTS

APR 1984

Applies to Cost Reimbursement and T&M Sub-contracts and Task Orders of any value.

52.242-3 PENALTIES FOR UNALLOWABLE COSTS

MAY 2014

Applies to all subcontracts > $700,000, regard-less of subcontract type.

52.242-4 CERTIFICATION OF FINAL INDIRECT COSTS

Applies to Cost Reimbursement and T&M Sub-contracts and Task Orders that provide for reim-bursement of Subcontractor indirect cost rates, regardless of subcontract value.

52.242-13 BANKRUPTCY JUL 1995 Notes 1 and 2 apply.

52.242-15 STOP-WORK ORDER

Alternate I (APR 1984) applies if this is a

AUG 1989

Notes 1 and 2 apply.



















cost-reimbursement Subcontract.

52.243-1 CHANGES-FIXED PRICE (Alt III) AUG 1987 Apples to Fixed Price Subcontracts of any value.

52.243-2 CHANGES - COST REIMBURSEMENT AUG 1987

Notes 1 and 2 apply. Applies if this is a Cost Re-imbursement Subcontract or Task Order.

52.243-3 CHANGES - TIME-AND-MATERIALS OR LABOR-HOUR

SEP 2000

Notes 1 and 2 apply. Applies if this is a T&M Subcontract or Task Order.

52.244-6 SUBCONTRACTS FOR COMMERCIAL ITEMS

DEC 2013

Applies to Subcontracts for commercial items only.

52.245-1 GOVERNMENT PROPERTY (APR 2012) (ALT I)

APR 2012

"Contracting Officer" means "Chemonics" except in the definition of Property Administrator and in paragraphs (h)(1)(iii) where it is unchanged, and in paragraphs (c) and (h)(4) where it includes Chemonics. "Government" is unchanged in the phrases "Government property" and "Govern-ment furnished property" and where elsewhere used except in paragraph (d)(1) where it means "Chemonics" and except in paragraphs (d)(2) and (g) where the term includes Chemonics.

52.246-3

INSPECTION OF SUPPLIES - COST REIM-BURSEMENT

Applies to Cost Reimbursement Subcontracts and Task Orders.

MAY 2001

Note 1 applies, except in paragraphs (b), (c), and (d) where Note 3 applies, and in paragraph (k) where the term is unchanged. In paragraph (e), change "60 days" to "120 days", and in paragraph (f) change "6 months" to "12 months"

52.246-4 INSPECTION OF SERVICES – FIXED PRICE

AUG 1996

Applies to Fixed Priced Subcontracts of any value.

52.246-5 INSPECTION OF SERVICES—COST RE-IMBURSEMENT MAY

2001

Applies to Cost Reimbursement Subcontracts of any value. (Note 3 applies in paragraphs (b) and (c). Note 1 applies in paragraphs (d) and (e).)

52.246-6 INSPECTION—TIME-AND-MATERIAL AND LABOR-HOUR

MAY 2001

Applies to T&M Subcontracts and Task Orders of any value. In paragraphs (b),(c),(d), Note 3 ap-plies; in paragraphs (e),(f),(g),(h), Note 1 ap-plies.)

52.246-25 LIMITATION OF LIABILITY - SERVICES FEB 1997 Applies to Subcontracts for $150,000 or more.

52.247-63 PREFERENCE FOR U.S.-FLAG AIR CAR-RIERS

JUN 2003

Applies to all Subcontracts that include interna-tional air travel.

52.247-64 PREFERENCE FOR PRIVATELY OWNED U.S. FLAG COMMERCIAL VESSELS

FEB 2006

Applies for Subcontracts that include provision of freight services.

52.247-67 SUBMISSION OF TRANSPORTATION DOCUMENTS FOR AUDIT

FEB 2006

Applies to Subcontracts that include provision of freight services.

52.249-1TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (FIXED-PRICE) (SHORT FORM)

APR 1984 Applies to all Fixed Price Subcontracts.

52.249-6

TERMINATION (COST-REIMBURSE-MENT)

Alternate IV (SEP 1996) applies if this is a time and materials Subcontract.)

MAY 2004

Notes 1 and 2 apply. Substitute "90 days" for "120 days" and "90-day" for "120-day" in para-graph (d). Substitute "180 days" for "1 year" in paragraph (f). In paragraph (j) "right of appeal", "timely appeal" and "on an appeal" shall mean the right to proceed under the "Disputes" clause of this Contract. Settlements and payments under this clause may be subject to the approval of the Contracting Officer.

52.249-8 DEFAULT FIXED PRICE SUPPLY & SERVICE

APR 1984 Applies to all Fixed Price Subcontracts.

52.249-14 EXCUSABLE DELAYS APR (Note 2 applies; Note 1 applies to (c). In (a)(2)



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1984 delete "or contractual".)

The following Agency for International Development Acquisition Regulations (AIDAR) clauses apply to this Contract:


752.202-1 DEFINITIONS (ALT 70 AND ALT 72) JAN 1990

Applies to all Subcontracts, regardless of value or type. “Contractor” and “Contractor Employee” refer to “Subcontractor” and “Subcontractor Employee”.

752.211-70 LANGUAGE AND MEASUREMENT JUN 1992

Applies to all Subcontracts, regardless of type or value

752.225-70 SOURCE AND NATIONALITY REQUIREMENTS

FEB 2012

Applies to all Subcontracts, regardless of type or value. (Notes 4, 5 and 7 apply)

752.227-14 RIGHTS IN DATA – GENERAL OCT 2007

Applies to all Subcontracts regardless of type or value. This clause replaces paragraph (d) of FAR 52.227-14 Rights in Data—General.

752.228-3 WORKER’S COMPENSATION INSURANCE (DEFENSE BASE ACT)

The supplemental coverage described in this clause is required in addition to the coverage specified in FAR 52.228-3.

752.228-7

INSURANCE – LIABILITY TO THIRD PERSONS

The coverage described in this clause is added to the clause specified in FAR 52.228-7 as either paragraph (h) (if FAR 52.228-7 Alternate I is not used) or (i) (if FAR 52.228-7 Alternate I is used): (See FAR 52.228)

752.228-9

CARGO INSURANCE

The following preface is to be used preceding the text of the clause at FAR 52.228-9: Preface: To the extent that marine insurance is necessary or appropriate under this contract, the Subcontractor shall ensure that U.S. marine insurance companies are offered a fair opportunity to bid for such insurance. This requirement shall be included in all lower-tier subcontracts.

752.228-70

MEDICAL EVACUATION (MEDEVAC) SERVICES

JUL 2007

Applies to all Subcontracts requiring performance outside the U.S.

752.231-71

SALARY SUPPLEMENTS FOR HG EMPLOYEES (THE SUBCONTRACTOR SHALL FLOW DOWN THIS CLAUSE TO LOWER-TIER SUBCONTRACTS, IF LOWER-TIER SUBCONTRACTING IS AUTHORIZED.)

OCT 1998

Applies to all Subcontracts, regardless of value or type, with a possible need for services of a Host Government employee. (Note 5 applies)

752.245-71

TITLE TO AND CARE OF PROPERTYAPR 1984

Applies to Subcontracts where the Subcontractor is authorized by Chemonics to purchase property under the Subcontract for use outside the U.S. (Note 5 applies)

752.247-70 PREFERENCE FOR PRIVATELY OWNED U.S.-FLAG COMMERCIAL VESSELS

OCT 1996 (Note 5 applies)




752.7001 BIOGRAPHICAL DATA JUL 1997

Applies to all Cost Reimbursement Subcontracts and Task Orders, and T&M Subcontracts and Task Orders utilizing a multiplier, regardless of value. (Note 3 applies)

752.7002 TRAVEL AND TRANSPORTATION JAN 1990

Applies to all Cost Reimbursement and T&M Subcontracts and Task Orders performed in whole or in part outside the U.S., regardless of value. (Note 5 applies)

752.7004 EMERGENCY LOCATOR INFORMATION JUL 1997

Applies to all Subcontracts performed in whole or in part outside the U.S., regardless of value. (Note 5 applies)

752.7005SUBMISSION REQUIREMENTS FOR DEVELOPMENT EXPERIENCE DOCUMENTS

SEP 2013 Applies to all Subcontracts. (Note 5 applies)

752.7007 PERSONNEL COMPENSATION JUL 2007

Applies to all Cost Reimbursement Subcontracts and Task Orders and T&M Subcontracts and Task Orders with a multiplier, regardless of value.

752.7008 USE OF GOVERNMENT FACILITIES OR PERSONNEL

APR 1984

Applies to all Subcontracts regardless of value or type. (Note 5 applies)

752.7009 MARKING JAN 1993 Applies to all Subcontracts. (Note 5 applies)

752.7010 CONVERSION OF U.S. DOLLARS TO LO-CAL CURRENCY

APR 1984

Applies to all Subcontracts, regardless of value or type, involving performance outside the U.S. (Note 5 applies)

752.7011 ORIENTATION AND LANGUAGE TRAIN-ING

APR 1984

Applies to Cost Reimbursement Subcontracts and Task Orders, regardless of value, involving performance outside the U.S. (Note 5 applies)

752.7012

PROTECTION OF THE INDIVIDUAL AS A RESEARCH SUBJECT

AUG 1995

Applies to any Subcontract, regardless of value or type, which involves research using human subjects. (Note 5 applies)

752.7013CONTRACTOR-MISSION RELATION-SIHPS

JUN 2018

Applies to all subcontracts, regardless of value or type. “Contractor” and “Contractor Employee” refer to “Subcontractor” and “Subcontractor Em-ployee.”

752.7014 NOTICE OF CHANGES IN TRAVEL REG-ULATIONS

JAN 1990

Applies to Cost Reimbursement and T&M Sub-contracts of any value involving work outside the U.S. (Note 2 applies)

752.7025 APPROVALS APR 1984 Applies to all Subcontracts. (Note 5 applies)

752.7027 PERSONNEL DEC 1990

Applies to all Cost Reimbursement and T&M Subcontracts of any value involving work per-formed in whole or in part overseas. Paragraphs (f) and (g) of this clause are for use only in cost reimbursement and T&M contracts. (Note 5 ap-plies)

752.7028

DIFFERENTIALS AND ALLOWANCES

APPLIES TO ALL COST REIMBURSE-MENT AND T&M SUBCONTRACTS OF ANY VALUE INVOLVING WORK PER-FORMED IN WHOLE OR IN PART OVER-SEAS.

JUL 1996

This clause does not apply to TCN and CCN employees. TCN and CCN employees are not eligible for differentials and allowances, unless specifically authorized by the cognizant Assistant Administrator or Mission Director. A copy of such authorization shall be retained and made available as part of the contractor’s records which are required to be preserved and made available by the “Examination of Records by the Comptroller General” and “Audit” clauses of this contract.) (Note 5 applies)




752.7029 POST PRIVILEGES JUL 1993

For use in all non-commercial subcontracts in-volving performance overseas.

752.7031 LEAVE AND HOLIDAYS OCT 1989

For use in all cost-reimbursement and T&M sub-contracts for technical or professional services. (Note 5 applies)

752.7032INTERNATIONAL TRAVEL APPROVAL AND NOTIFICATION REQUIREMENTS

APR 2014

Applies to all subcontracts requiring interna-tional travel. (Note 5 applies)

752.7033

PHYSICAL FITNESS (JULY 1997)

JUL 1997, PAR-TIALLY RE-VISED AUG 2014

Applies to all Subcontracts of any type or value involving performance outside the U.S. The re-quirements of this provision do not apply to em-ployees hired in the Cooperating Country or to authorized dependents who were already in the Cooperating Country when their sponsoring em-ployee was hired. (Note 5 applies)

752.7034 ACKNOWLEDGMENT AND DISCLAIMER DEC 1991

Applies to Subcontracts of any type or value that include in the Scope of Work publications, videos, or other information/media prod-ucts. (Note 5 applies)

752.7101 VOLUNTARY POPULATION PLANNING ACTIVITIES

JUN 2008

If a subcontract with family planning activities is contemplated, add “Alternate 1 (6/2008)” to the clause name.



SECTION 3: LETTER OF TRANSMITTAL

The following cover letter must be placed on letterhead and completed/signed/stamped by a representative authorized to sign on behalf of the offeror, as part of the Technical Volume:

To: Soma Umenye ProjectUmuyenzi Plaza, 2nd FloorKN 5 RDRemera, Kigali, Rwanda

Reference: RFP No. Soma Umenye-1617

To Whom It May Concern:

We, the undersigned, hereby provide the attached offer to perform all work required to complete the activities and requirements as described in the above-referenced RFP. Please find our offer attached.

We hereby acknowledge and agree to all terms, conditions, special provisions, and instructions included in the above-referenced RFP. We further certify that the below-named firm—as well as the firm’s principal officers and all commodities and services offered in response to this RFP—are eligible to participate in this procurement under the terms of this solicitation and under USAID regulations.

Furthermore, we hereby certify that, to the best of our knowledge and belief: We have no close, familial, or financial relationships with any Chemonics or Soma

Umenye Project staff members; We have no close, familial, or financial relationships with any other offerors submitting

proposals in response to the above-referenced RFP; and The prices in our offer have been arrived at independently, without any consultation, com-

munication, or agreement with any other offeror or competitor for the purpose of restrict-ing competition.

All information in our proposal and all supporting documentation is authentic and accurate. We understand and agree to Chemonics’ prohibitions against fraud, bribery, and kick-

backs.

We hereby certify that the enclosed representations, certifications, and other statements are accurate, current, and complete.

Authorized Signature:

Name and Title of Signatory:

Date:

Company Name:

Company Address:

Company Telephone and Website:

Company Registration or Taxpayer ID Number:

DUNS Number:

Does the company have an active bank account (Yes/No)?

Official name associated with bank account (for payment):



SECTION 4: OFFEROR’S TECHNICAL SUMMARY SHEET

The following information must be completed and submitted in the Technical Volume:

I. Name of Offeror: __________________________

Tax ID No.: ______________________________

DUNS No ________________________________

Address: _________________________________

Telephone/Fax No.: ________________________

II. Is the Offeror an official dealer for the commodities offered? _____yes _____no

III. Delivery time

Deliverable Number Deliverable Name Delivery Schedule (number of days)

1 Production Timeline

2 Proofs of Materials to be Printed

3 Final Printed Materials

4 Delivery of Printed Materials

TOTAL delivery estimate (after receipt of order)_______ calendar days

(NOTE: Delivery data must be honest, accurate, and upheld in any resulting subcontract.)

Company Name

Name and title of authorized representative

Signature

Date



SECTION 5: REQUIRED CERTIFICATIONS

The following certifications must be completed and submitted in the Technical Volume:

SECTION 5-1 : CERTIFICATE OF INDEPENDENT PRICE DETERMINATION

CERTIFICATE OF INDEPENDENT PRICE DETERMINATION

_________________________(hereinafter called the "offeror") (Name of Offeror)

(a) The offeror certifies that— (1) The prices in this offer have been arrived at independently, without, for the purpose of re -

stricting competition, any consultation, communication, or agreement with any other offeror or com-petitor relating to— (i) Those prices;

(ii) The intention to submit an offer; or (iii) The methods or factors used to calculate the prices offered.

(2) The prices in this offer have not been and will not be knowingly disclosed by the offeror, di-rectly or indirectly, to any other offeror or competitor before bid opening (in the case of a sealed bid solicitation) or contract award (in the case of a negotiated solicitation) unless otherwise required by law; and

(3) No attempt has been made or will be made by the offeror to induce any other concern to sub-mit or not to submit an offer for the purpose of restricting competition.

(b) Each signature on the offer is considered to be a certification by the signatory that the signatory—

(1) Is the person in the offeror’s organization responsible for determining the prices being of -fered in this bid or proposal, and that the signatory has not participated and will not participate in any action contrary to paragraphs (a)(1) through (a)(3) of this provision; or

(2)(i) Has been authorized, in writing, to act as agent for the following principals in certifying that those principals have not participated, and will not participate in any action contrary to para-graphs (a)(1) through (a)(3) of this provision ____________________ [insert full name of person(s) in the offeror’s organization responsible for determining the prices offered in this bid or proposal, and the title of his or her position in the offeror’s organization];

(ii) As an authorized agent, does certify that the principals named in subdivision (b)(2)(i) of this provision have not participated, and will not participate, in any action contrary to paragraphs (a)(1) through (a)(3) of this provision; and

(iii) As an agent, has not personally participated, and will not participate, in any action con-trary to paragraphs (a)(1) through (a)(3) of this provision.

(c) If the offeror deletes or modifies paragraph (a)(2) of this provision, the offeror must furnish with its offer a signed statement setting forth in detail the circumstances of the disclosure.

Company Name:

By (Signature): ___________________________ Title: ____________________________

Printed Name: ____________________________ Date: ____________________________



SECTION 5-2 : CERTIFICATION REGARDING RESPONSIBILITY MATTERS

CERTIFICATION REGARDING RESPONSIBILITY MATTERS (a) (1) The Offeror certifies, to the best of its knowledge and belief, that -

(i) The Offeror and/or any of its Principals -

(A) Are , are not , presently debarred, suspended, proposed for debarment, or declared ineligible for the award of contracts by any Federal agency;

(B) 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 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, violating Federal criminal tax laws, 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 paragraph (a)(1)(i)(B) of this provision;

(D) Have , have not , within a three-year period preceding this offer, been notified of any delinquent Federal taxes in an amount that exceeds $3,000 for which the liability remains unsatisfied.

(ii) The Offeror has , has not , within a 3-year period preceding this offer, had one or more contracts terminated for default by any Federal agency.

(2) “Principal,” for the purposes of this certification, means an officer, director, owner, partner, or a person 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). 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, US Code.

(b) The Offeror shall provide immediate written notice to Chemonics 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.

c) 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 in connection with a determination of the Offeror’s responsibility. Failure of the Offeror to furnish a certification or provide such additional information as requested by Chemonics may render the Offeror non-responsible.

(d) Nothing contained in the foregoing shall 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.

(e) The certification in paragraph (a) of this provision is a material representation of fact upon which reliance was placed when making award. If it is later determined that the Offeror knowingly rendered an erroneous certification, in addition to other remedies available Chemonics, Chemonics may terminate the contract resulting from this solicitation for default.

Company Name:

By (Signature): ___________________________ Title: ___________________________

Printed Name: ____________________________ Date: ____________________________



SECTION 5-3 : EVIDENCE OF RESPONSIBILITY STATEMENT

EVIDENCE OF RESPONSIBILITY STATEMENT

This statement describes the offeror’s internal policies and procedures, as well as its ability to comply with the terms and conditions of a potential subcontract resulting from RFP No. Soma Umenye-1617. The offeror shall complete the information in this statement as part of its proposal.

Company Name:

1. Authorized Negotiators

The offeror’s proposal in response to RFP No. Soma Umenye-1617 may be discussed with any of the following individuals. These individuals are authorized to represent our company in negotiation of this proposal.

Names of authorized negotiator(s):

These individuals can be reached at the following office:

Address:

Telephone/Email:

2. Adequate Financial Resources

We hereby certify that the above-named company maintains adequate financial resources to manage any subcontract resulting from this offer.

3. Ability to Comply

We certify we are able to comply with the proposed schedule and period of performance, having taken into consideration all existing business commitments, commercial as well as governmental.

4. Record of Performance, Integrity, and Business Ethics

Our record of integrity is outstanding. We have no allegations of lack of integrity or of questionable business ethics. Our integrity can be confirmed by our Past Performance References, contained in the Technical Volume.

5. Organization, Experience, Accounting and Operational Controls, and Technical Skills

Describe how the subcontract will be managed:

6. Equipment and Facilities

We maintain the necessary facilities and equipment to carry out the subcontract.

7. Eligibility to Receive Award

We are qualified and eligible to receive an award under applicable laws and regulation. In addition, we have performed similar work – describe:

8. Acceptability of Subcontract Terms and Conditions

We have reviewed the solicitation document and attachments and agree to the terms and conditions set forth therein.

I hereby certify that the above statements are true and accurate, to the best of my knowledge.

Company Name:

By (Signature): ____________________________ Title: __________________________

Printed Name: _____________________________ Date: __________________________



SECTION 5-4 : CERTIFICATION AND DISCLOSURE REGARDING PAYMENT TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS

CERTIFICATION AND DISCLOSURE REGARDING PAYMENTS TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS (SEPT 2007)

_________________________(hereinafter called the "offeror") (Name of Offeror)

(a) Definitions. As used in this provision—“Lobbying contact” has the meaning provided at 2 U.S.C. 1602(8). The terms “agency,” “influencing or attempting to influence,” “officer or employee of an agency,” “person,” “reasonable compensation,” and “regularly employed” are defined in the FAR clause of this solicitation entitled “Limitation on Payments to Influence Certain Federal Transactions” (52.203-12).

(b) Prohibition. The prohibition and exceptions contained in the FAR clause of this solicitation entitled “Limitation on Payments to Influence Certain Federal Transactions” (52.203-12) are hereby incorporated by reference in this provision.

(c) Certification. The Offeror, by signing its offer, hereby certifies to the best of its knowledge and belief that no Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress on its behalf in connection with the awarding of this contract.

(d) Disclosure. If any registrants under the Lobbying Disclosure Act of 1995 have made a lobbying contact on behalf of the Offeror with respect to this contract, the Offeror shall complete and submit, with its offer, OMB Standard Form LLL, Disclosure of Lobbying Activities, to provide the name of the registrants. The Offeror need not report regularly employed officers or employees of the Offeror to whom payments of reasonable compensation were made.

(e) Penalty. Submission of this certification and disclosure is a prerequisite for making or entering into this contract imposed by 31 U.S.C. 1352. Any person who makes an expenditure prohibited under this provision or who fails to file or amend the disclosure required to be filed or amended by this provision, shall be subject to a civil penalty of not less than $10,000, and not more than $100,000, for each such failure.

(f) Should the Offeror’s circumstances change during the life of any resulting subcontract with respect to the above, the Offeror will notify Buyer immediately. ___________________________________

Company Name:

By (Signature): ____________________________ Title: __________________________

Typed Name: ______________________________ Date: __________________________


SECTION 6: PAST PERFORMANCE SUMMARY

The following table must be completed and included in the Technical Volume. Include at least three (3) projects that best illustrate experience relevant to this (RFP) or similar activities. Projects must have been completed in the past three years.

# Client Name, Address/Location, Telephone Number, Email

Contract or Purchase

Order Number

Description of Activities or work

Dates of Work Cost in RWF

Description of any Challenges

Encountered

1

2

3

Chemonics reserves the right to contact provided references to verify and, if applicable, request further information. Chemonics reserves the right to obtain past performance information obtained from sources other than those identified by the offeror. Chemonics shall determine the relevance of similar past performance information.


SECTION 7: SUBMISSION OF SAMPLE PRINTED MATERIALS

Offerors are requested to submit three (3) sample publications that demonstrate the offeror’s ability to print books of varying sizes, page lengths, color schemes, paper and cover thickness reflecting the range of the items requested in Annex 1 to the greatest extent practicable. In the table below, please state the titles and specifications of the samples submitted. The requirements for the samples are as follows:

Samples must be a minimum of 100 pages in length; To the extent possible, samples should be in Kinyarwanda; At least two of the samples should demonstrate thread sewing binding; see Annex 1 for technical

expectations for evaluation of production quality of samples Samples should include a variety of color and black and white print; and Samples should have been printed within the last two (2) years.

Sample 1:

Offered Sample

Title of Sample Publication

Year of Publication

Total Quantity Printed

Page Length

Color Scheme

Binding Type

Paper Finish

Page thickness (gsm)

Cover thickness (gsm)

Language

Packaging

Sample 2:



Offered Sample


Year of Publication


Page Length

Color Scheme

Binding Type

Paper Finish



Language

Packaging

Sample 3:



Offered Sample


Year of Publication


Page Length

Color Scheme

Binding Type

Paper Finish



Language

Packaging

ANNEX 1: DETAILED SPECIFICATIONS AND REQUIREMENTS

The following tables must be completed and included in the Technical Volume. Offerors are encouraged to



submit additional, supplemental information regarding their materials and printing capabilities. The information below is the minimum required in response to this RFP.

(A) Specifications

The Soma Umenye Activity will submit to the selected offeror finalized high-resolution PDF files, or in a similar format. The selected offeror will then be responsible for typesetting and printing the books with specifications in the table below.

The table below indicates the requested specifications of printed materials. For each line item listed below, offerors must indicate and describe the extent to which each requested specification is met. If there is a difference between the requested specification and the offered specification, please indicate and describe the difference. If there is no difference, write "same."

Line Item Requested Specifications

Quantity of Books to be

OrderedOffered Specifications

1 P3 Read Aloud Story Books

• Interior Paper: A4, offset 80 gsm wood free paper, clean and free from contraries such as dirt spots and fiber chives, minimum brightness 83% (ISO 2470), minimum opacity 90% (Measured by ELPHRO test (ISO 2471), full Color, double-sided printing.

• Front and Back Cover: Shall be a board either of solid bleached chemical pulp furnish or triplex board with layers of bleached chemical pulp surrounding a layer of mechanical pulp, Surface shall be coated and calendared on one side only, minimum whiteness of 78% top and 77% reverse (ISO R457), the board should caliper between 34 and 38 microns and have a binding stiffness no lower than 18.0 in the machine direction and 9.8 in the cross direction to test specifications Nm, resp. Din 5, Glossy 260 gsm, suitable for acetate lamination or UV varnish of a minimum of 12 microns, full color, branded with USAID and REB logo (to be provided); cover should be water/dirt resistant

• Page length per title: 74 pages + 2 cover pages

• Binding: Thread sewing gathered in signatures with drawn on glued covers and it should have four scores with the hinge no more than 8 mm from the spine.

- Thread quantity: 2- Stitching: 4x2 to 6x2 per signature (While thread

sewing the machine pick a pair of threads. On one round, two stitches. 4x2 means four rounds using two threads. 6x2 means six rounds of two threads)

Binding shall be completed in a professionally acceptable manner within the printing industry so as to ensure a sturdy

4,660



binding of sufficient integrity to withstand heavy use by young children

• Packaging: Wrapped in water proof material in sets of 50 or 100 books. Offerors may propose alternate quantities for packaging.

(B) Delivery Speed

Delivery shall be Delivery at Place (DAP). Number of days for delivery shall be measured from the date at which authorization to begin printing is issued. Delivery estimates shall be accurate and honest and must be upheld in the performance of any resulting subcontract(s).

Item Description # of days for delivery of order

1 P3 Read Aloud Story Books

Total number of days for delivery of entire order that is being offered: days.

Total number of books that can be printed in 15 calendar days: _________books.

Delivery speed for offered quantities must be supported by Offeror’s stated print capacity in (C), below.

(C) Printing Capacity

Requested information Printing capacity

1 Current total daily production (in number of books printed per calendar day).

2 Current daily maximum capacity (in number of books printed per calendar day).

3

(a) Total excess daily capacity (difference between current total production and current maximum capacity).

(b) Approximate number of sets Offeror could print per day based on available print capacity.

4 Daily capacity and number of textbooks offeror can dedicate to the Soma Umenye Project.

(D) MISCELLANEOUS

For each line item listed below, offerors must indicate and describe the extent to which each line item is met:



Requested service Offered service

1 Please describe the offeror’s ability to print in the following languages: Kinyarwanda.

2 Please describe the offeror’s ability to provide in-house typesetting and design services.



ANNEX 2: PRICE SCHEDULE

In the Cost Volume, offerors must provide a quotation on Offeror’s official letterhead or official quotation format, containing the information below. Alternatively, offerors may complete this Annex 2 and submit a signed/stamped version to Chemonics. All prices must be expressed in Rwandan Francs. The anticipated subcontract type is a firm fixed price subcontract.

Line Item Requested Specifications

Quantity of Books to be

Ordered

No. of pages Price per Page

(RWF) Price (RWF)

1

P3 Read Aloud Story BooksTotal no. of pages: 100Cover pages: 2Interior pages: 98

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