MODIFICATION GUIDELINES FOR HARDWARE ......If your contract is non-TDR, you must submit Enclosure 1 (Commercial Sales Practice Format (CSP-1) or provide a written statement indicating

Schedule 51V, Hardware Superstore July 2018

Revised July 2018 Page 1

MODIFICATION GUIDELINES FOR HARDWARE SUPERSTORE (51V)

Table of Contents Modification Instructions .......................................................................................................................................... 2

Green Requirements ................................................................................................................................................. 3

Administrative eMOD Subtypes ................................................................................................................................. 4

Address Change .................................................................................................................................................................. 4

Contract Administrator/Point of Contact (POC) ................................................................................................................. 4

Authorized Negotiator ........................................................................................................................................................ 4

Email Address Change ......................................................................................................................................................... 4

Fax Change .......................................................................................................................................................................... 4

Telephone Change .............................................................................................................................................................. 4

Industrial Funding Fee (IFF) POC ......................................................................................................................................... 4

Website Address Change .................................................................................................................................................... 5

Addition eMOD Subtypes .......................................................................................................................................... 5

Add New Items, New Product Lines (Manufacturers), or New SIN(s) ................................................................................ 5

Deletion eMOD Subtypes .......................................................................................................................................... 6

Delete Product(s) ................................................................................................................................................................ 6

Delete SIN(s) ....................................................................................................................................................................... 6

Pricing eMOD Subtypes ............................................................................................................................................. 7

Economic Price Adjustment (EPA) (Increase) Products ...................................................................................................... 6

Permanent Price Reduction (Based on Most Favored Customer) ...................................................................................... 7

Technical eMOD Subtypes ......................................................................................................................................... 7

Change in Geographic Coverage (Scope) ............................................................................................................................ 7

Product Description/Part Number/ UOM Changes ............................................................................................................ 8

Terms and Conditions eMOD Subtypes ...................................................................................................................... 7

Revise Terms and Conditions .............................................................................................................................................. 7

Re-Representation of Business Size .................................................................................................................................... 8

Incorporate Sub-Contracting Plan (Subk) ........................................................................................................................... 8

Legal eMOD Subtypes ............................................................................................................................................... 8

Change of Name Agreement ............................................................................................................................................ 10

Novation Agreement ........................................................................................................................................................ 10



The templates for Enclosures 1-11 can be found under the MAS Modification Instructions home page at

http://www.gsa.gov/portal/content/104014

•51 V Mod Guidelines - Enclosures 1-11

Enclosure 1 – Commercial Sales Practice Format (CSP)

Enclosure 2 – GSA Offered Terms for 51V Hardware Superstore

Enclosure 3 - Addition of products TDR and non-TDR

Enclosure 4 – Service Additions

Enclosure 5 – Request for Economic Price Adjustment TDR and non-TDR

Enclosure 6 – Price Reductions

Enclosure 7 – Product Deletions

Enclosure 8 – Product Description/Part Number/ UOM Changes

Enclosure 9 – Change-of-Name Agreement

Enclosure 10 – Novation Agreement

Enclosure 11 – I-FSS-600 Contract Price Lists Terms and Conditions

Note: Enclosures 3 and 5 will have (2) spreadsheets. Use the appropriate spreadsheet based on if your contract

is a TDR contract or non-TDR contract.

MODIFICATION INSTRUCTIONS In order to make changes to your MAS contract you must request a modification via eMOD. eMOD is a web-

based application that allows MAS contractors to electronically prepare and submit contract modification

requests to their Contracting Officers (CO). If you have questions on how to submit a modification via eMOD

please go to http://eoffer.gsa.gov/ for guidance on utilizing the eMOD system.

** ANY EMOD REQUESTS SUBMITTED WITHOUT ALL REQUIRED DOCUMENTS, MAY BE REJECTED AS NON-RESPONSIVE AND RECEIVE NO FURTHER CONSIDERATION.

The following items must be current, complete, and accurate before submitting your modification request.

Ensure that your digital certificate is active and current so that you can submit the eMOD request. Digital certificates expire every 2 years. If you have questions on how to reactivate your digital certificate please reference the following link. https://eoffer.gsa.gov/eoffer_docs/DigitalCert.html.

Ensure that all mass modifications have been accepted. Please refer to the following link to verify if your mass modifications have been accepted. https://mcm.fas.gsa.gov/.

Ensure that your SAM registration is valid and active via www.sam.gov.

Ensure that all applicable attachments/enclosures are completed in their entirety.

Ensure that all documents for each individual request, as required in the guidelines below, are submitted via an eMOD attachment.

If you were awarded a non-TDR contract or you have not accepted TDR via mass mod A509, you MUST include the CSP-1 (or provide a written statement indicating that no changes have occurred to the current commercial sales practices from initial date of award and/or subsequent modifications).

http://www.gsa.gov/portal/content/104014http://eoffer.gsa.gov/https://eoffer.gsa.gov/eoffer_docs/DigitalCert.htmlhttps://mcm.fas.gsa.gov/http://www.sam.gov/



Ensure that each attached document is accurately named/titled in eMOD to assist the CO in determining what information is included in each document, i.e. Commercial Price List, Enclosure 5, Cover letter, etc.

Please note: There are special proposal instructions and specific requirements for some SINs. These instructions and requirements can be downloaded and viewed in the current 51V solicitation number 6FEC-E6-060173-B at www.fbo.gov.

***How do you know if your contract is a TDR contract or non-TDR contract***** 1. If you accepted mass mod A509 incorporating TDR then your contract is a TDR applicable contract. 2. If your contract was awarded as a TDR contract then TDR applies to your contract. 3. If you accepted mass mod A509 or were awarded as TDR, but were eligible and granted the one time opt

out modification, then your contract is non-TDR. 4. If your contract was awarded as a non-TDR contract and you did not accept mass mod A509 then your

contract is a non-TDR contract.

GREEN REQUIREMENTS All products included in product categories listed below either added by modification to current contracts or awarded under new contracts for Special Item Numbers (SINs) 105 001 Hardware Store, Home Improvement Center, or MRO (Maintenance, Repair, and Operations) - Store Front, 105 002 Hardware Store, Home Improvement Center, or MRO (Maintenance, Repair, and Operations) – Catalog, 639 001 Domestic Appliances, and 639 002 Export Appliances, must meet the following Government standards. Executive Order 13693 (http://www.fedcenter.gov/programs/eo13693/) requires that 95% of all new contract actions comply with requirements for designated “green” products and/or services. In order to begin implementation of that order, GSA has designated these four SINs on Schedule 51V, which will meet the requirement of the FAS environmental standards as listed in GSA Advantage! For all SINs, all items where applicable must meet Energy Star requirements and be certified Energy Star compliant or FEMP approved. Certification for Energy Star products can be obtained through the website at www.energystar.gov. The offeror must make an affirmative statement that the products offered are compliant with the applicable standard or guidelines and the products are listed on the above websites and provide a detailed description of the current processes, procedures, and/or systems in place to identify government accepted “energy-efficient” or Green (Energy Star, or Federal Energy Management Program (FEMP) designated), water-efficient, non-ozone depleting. If not listed, the Contracting Officer reserves the right to ask for verification. SIN’s 105 001, 105 002, 639 001, and 639 002, that currently have both Executive Order 13693 compliant and non-compliant items; We are identifying compliant items as meeting the requirements listed for the FAS environmental icons in GSA Advantage! Effective immediately, non-compliant items in the categories listed below are no longer being accepted. "Green" products shall meet the requirements of the FAS environmental icon standards as listed in GSA Advantage! and are required on all new offers submitted under the solicitation and modification requests to current contracts. We will focus on the following products as applicable to the proposed SIN’s for the initial transformation from Brown to Green under the 51V schedule.

http://www.fbo.gov/



Appliances

Heating & Cooling

Clothes Washers

Air Conditioning, Central

Dehumidifiers

Air Conditioning, Room

Dishwashers

Room Air Cleaners & Purifiers

Freezers Refrigerators

Plumbing

Room Air Cleaners & Purifiers

Water Heater, Gas Condensing

Water Coolers

Water Heater, Heat Pump

Water Heater, High Efficiency Gas Storage

Water Heater, Solar

Water Heater, Whole Home Gas Tank Less

ADMINISTRATIVE EMOD SUBTYPES Select the applicable administrative eMOD subtype below and upload the required document(s) for each. Please note that you can combine these subtypes into one modification request in eMOD instead of sending multiple modification requests separately. It is suggested that vendors state within their cover letter if TDR is applicable to their contract. Address Change

Update SAM (www.sam.gov) with correct address and SAM will automatically initiate a Rapid Action Modification (RAM) in eMOD and sent to your CO to incorporate the change into your contract.

Contract Administrator/Point of Contact (POC) (Delete/Add/Change POC)

Submit cover letter on company letter head, signed by current authorized negotiator explaining the changes you are requesting to be made.

Authorized negotiator (Delete/Add/Change Negotiator)


Cover Letter must contain the Name, Title/Position, Telephone & Fax numbers, and email address of the person(s) you want to add as an authorized negotiator. The information in the cover letter must match the digital certificate and the information in eMOD EXACTLY!!!

Email Address Change


Fax Change


Telephone Change


IFF POC




Please note: The person you are adding as an IFF POC, must also be either an administrative POC or an authorized Negotiator and must have a digital certificate.

Website Address Change


ADDITION EMOD SUBTYPES

Add New Items, New Product Lines (Manufacturers), or New SIN(s)

Submit cover letter on company letter head explaining the changes you are requesting to be made and why.

The cover letter for an add product modifications should state if the product/service being added have been on the vendors contract during the preceding 12-month period.

Submit a revised I-FSS-600 Contract Terms and Conditions.

If your contract is non-TDR, you must submit Enclosure 1 (Commercial Sales Practice Format (CSP-1) or provide a written statement indicating that no changes have occurred since initial contract award.

If your contract is TDR applicable then you DO NOT need to submit CSP-1 or submit any information as it relates to Most Favored Customer (MFC) and Basis of Award (BOA).

Submit Enclosure 2 (GSA Offered Terms for 51V Hardware Superstore).

Submit Enclosure 3 (Product Additions). Use applicable TDR or non-TDR Enclosure 3.

If this information is the same as the initial award, submit a statement to that effect, i.e. “I certify that no change has occurred in the commercial sales practices data since completion of the initial negotiation or a subsequent submission” (see clause 552.243-72, Modifications). The requirement for a new CSP-1, filled out in its entirety, remains at the CO’s discretion.

If you are adding an entire new product line (manufacturer) and do not have any commercial sales, you must comply with the instructions on page 2 of the CSP-1, paragraph (5)(a-f), and submit a new CSP-1 for the manufacturer, 10-15 manufacturer invoices (the actual number of invoices required is at the discretion of the CO), and the manufacturer commercial price list. The new product line will be added utilizing the manufacturer information, including MFC and BOA, until such time that the contractor has established commercial sales.

A copy of the dealer/distributor agreement between you and the manufacturer.

A random sampling of commercial and MFC 10-15 invoices must be provided for new products and/or new SINs. Invoices must be dated within the previous 12-month period and reflect current pricing. The actual number of invoices required is at the discretion of the CO. If there have been no commercial sales and no invoices are available, you must provide a cost breakdown of a random sampling of a minimum of 10-15 products. The size of product sampling required is at the discretion of the CO.

If applicable, an affirmative statement that the products offered are compliant with the applicable standard or guidelines and the products are listed on (http://www.fedcenter.gov/programs/eo13693/ and www.energystar.gov).

If applicable, a detailed description of the current processes, procedures, and/or systems in place to identify government accepted “energy-efficient” or Green (Energy Star, or Federal Energy Management Program (FEMP) designated), water-efficient, non-ozone depleting.

If adding products under the Hardware Store SINs 105-001, 105-002, or 613-001, or Commercial Coatings Department SINs 834-100 or 834-900, the contractor must review the AbilityOne website at abilityone.gov or abilityone.com for Essentially the Same (ETS) products. All ETS products must be



identified and excluded from your offer. If the contractor has no products that are ETS, no action needs to be taken. However, if the contractor does have ETS products, they must submit an application to be an AbilityOne distributor.

Letter of Supply: If you are a Dealer or Supplier, a Letter of Supply is required from each new manufacturer being offered. A copy of the GSA approved template can be found at http://www.fedbizopps.gov under Solicitation 6FEC-E6-060173-B. Any other format will not be accepted. If your contract is awarded under SINs 105-001, 105-002,105-003, 515-001 or 515-002, you may submit either (1) a Letter(s) of Supply, (2) show that you are in compliance with FAR clause 9.104 by providing a statement of assurance of a source of supply for the life of the contract, or (3) show that you are in compliance with clause I-FSS-644 by providing evidence that you will have an uninterrupted source of supply from which to satisfy the Government's requirements for the contract period.

Commercial dated published pricelists and/or catalog: Identify items in the price list by SIN, and exclude any items/terms not being offered or not appropriate for the SIN. In accordance with clause 552.212-70 Preparation of Offer, paragraph (c)(1), if special catalogs or price lists are printed for the purpose of this offer, such descriptive catalogs or price lists shall include a statement indicating the special catalog or price list represent a verbatim extract from the Offeror’s commercial catalog and/or price list and identify the descriptive catalog and/or price list from which the information has been extracted. This statement must be at the top of each page of the created price list.

Hazardous Material information (if applicable) must be available to CO if requested and available at the task order level.

Any information requested by 52.212-3(f), Offeror Representations and Certifications—Commercial Items, that may be necessary to assure compliance with FAR 52.225-1, Buy American Act—Balance of Payments Programs—Supplies.

REQUEST TO ADD SERVICES: You must provide the following:

Discount information for the service(s) to be added.

Commercial dated published pricelists. Identify services in the price list by SIN, and exclude any

items/terms not being offered or not appropriate for the SIN. In accordance with clause 552.212-70

Preparation of Offer, paragraph (c)(1), if special catalogs or price lists are printed for the purpose of

this offer, such descriptive catalogs or price lists shall include a statement indicating the special

catalog or price list represent a verbatim extract from the Offeror’s commercial catalog and/or

price list and identify the descriptive catalog and/or price list from which the information has been

extracted. This statement must be at the top of each page of the created price list. If pricing is based

off other than a commercial price list, submit that information.

Random Sampling of commercial and MFC 10-15 invoices. The actual number of

invoices required is at the discretion of the CO.

Technical Proposal. (See clause SCP-FSS-002 in the solicitation for requirements)

Wage Determination Information

ENCLOSURE 1 – CSP-1 completed in its entirety (paragraphs (1) thru (5))

ENCLOSURE 2 – GSA OFFERED TERMS completed in its entirety

ENCLOSURE 4 – DISCOUNT PROPOSAL SPREADSHEET - REQUEST TO ADD SERVICES

completed in its entirety

I-FSS-600 Price List updated to incorporate requested changes

In addition to providing the above documentation to add services, you must also submit a



modification request to revise the terms and conditions of your contract to accept e-verify, which is

applicable to all services.

DELETION EMOD SUBTYPES

Delete Products


Submit Enclosure 7 (Product Deletions) in the eMOD attachment.


Please note that once these products are deleted from your contract you cannot submit a modification during the remainder of the contract period of performance to add substantially equal products at higher prices.

Delete SIN


Submit Enclosure 7 (Product Deletions) in the eMOD attachment.


Please note that once these labor categories and/or products are deleted from your contract you cannot submit a modification during the remainder of the contract period of performance to add substantially equal labor categories and/or products at higher prices.

PRICING EMOD SUBTYPES

Economic Price Adjustment (EPA) (Increase) for Products For contracts in accordance with clause 552.216-70 (Sept. 1999) (Alternate I – Sept. 1999) or Clause 552.216-70 (Sept. 1999) (Deviation 1 – January 2007): You must provide the following:

A new CSP-1 filled out in its entirety (paragraphs (1) thru (5). OR


Submit Enclosure 2 (GSA Offered Terms for 51V Hardware Superstore).

Submit Enclosure 5 (Request for Economic Price Adjustment TDR and non-TDR). Use applicable TDR or non-TDR Enclosure 5.

Commercial dated published pricelists and/or catalog showing the price increase or reduction. Identify products in the price list by SIN, and exclude any items/terms not being offered or not appropriate for the SIN. In accordance with clause 552.212-70 Preparation of Offer, paragraph (c)(1), if special catalogs or



price lists are printed for the purpose of this offer, such descriptive catalogs or price lists shall include a statement indicating the special catalog or price list represent a verbatim extract from the Offeror’s commercial catalog and/or price list and identify the descriptive catalog and/or price list from which the information has been extracted. This statement must be at the top of each page of the created price list. If pricing is based off other than a commercial price list, submit that information.

Invoices: Provide 10-15 commercial and MFC invoices to confirm commercial price increases received within the past 12-month period. (The actual number of invoices required is at the discretion of the CO).

Additional documentation for substantiation of increases: Contractor is required to provide substantiation and reasonableness of the price increases. Therefore, in addition to commercial and MFC invoices, provide letters from manufacturers advising why the prices are increasing and how much they are increasing, if available, (i.e. increase of raw materials, verification of dealer cost, or other acceptable forms of verification that can assist in the determination of fair and reasonable pricing). If manufacturer letters are not available, provide previously accepted manufacturer price list AND manufacturer price list reflecting price increases.


SERVICES:

A new CSP-1 filled out in its entirety (paragraphs (1) thru (5). OR


Submit Enclosure 2 (GSA Offered Terms for 51V Hardware Superstore). Submit Enclosure 5 (Request for Economic Price Adjustment TDR and non-TDR). Use applicable TDR or

non-TDR Enclosure 5.

Commercial dated published pricelists and/or catalog showing the price increase or reduction. Identify products in the price list by SIN, and exclude any items/terms not being offered or not appropriate for the SIN. In accordance with clause 552.212-70 Preparation of Offer, paragraph (c)(1), if special catalogs or price lists are printed for the purpose of this offer, such descriptive catalogs or price lists shall include a statement indicating the special catalog or price list represent a verbatim extract from the Offeror’s commercial catalog and/or price list and identify the descriptive catalog and/or price list from which the information has been extracted. This statement must be at the top of each page of the created price list. If pricing is based off other than a commercial price list, submit that information.

Documentation supporting the reasonableness of the price increases. (i.e. 10-15 commercial and MFC

Invoices and SCA wage rates). The actual number of invoices required is at the discretion of the CO.

For services NOT based on commercial catalogs or price lists, Economic Price Adjustments are in

accordance with Clause I-FSS-969 (Economic Price Adjustment). Please review the contract to

determine if it was awarded based on Clause I-FSS-969 or Clause 552.216-70. If you need assistance

with this determination, please contact your Contracting Officer.

If a fixed annual escalation rate was negotiated at the time the services were added, this amount is

stated in the contract or modification documents. On the anniversary date of the contract or

modification date, you may increase your GSA prices by the amount stated in the contract (for

example, 3%).

If a fixed annual escalation rate was not negotiated, or a market indicator was not agreed upon at the

time of contract award or modification and is stated in the documents the Price adjustments must be



requested based on adjustments in this indicator, such as the Consumer or Producer Price Indices or

specific collective bargaining agreements. The following information must be provided:

1. The Contractor must submit a copy of the price index which clearly shows the

change from the time of contract award or modification (or previous price adjustment)

to the current percentage or rates.

2. The Contractor must complete and submit Enclosure 5 – Request for Economic Price

Adjustments.

Price Adjustments for the base contract period and all options exercised shall be in accordance with clause 52.222-43, Fair Labor Standards Act and Service Contract Act – Price Adjustment (Multiple Year

and Option Contracts). When a modification is issued to all contract holders incorporating a revised

index of wage determinations, contractors shall notify the Contracting Officer of any

increase/decrease claimed under clause 52.222-43 within 30 calendar days after receipt of the

modification. Invoices: Provide 10-15 commercial and MFC invoices to confirm commercial price increases received

within the past 12-month period. (The actual number of invoices required is at the discretion of the CO).

Additional documentation for substantiation of increases: Contractor is required to provide substantiation and reasonableness of the price increases. Therefore, in addition to commercial and MFC invoices, provide letters from manufacturers advising why the prices are increasing and how much they are increasing, if available, (i.e. increase of raw materials, verification of dealer cost, or other acceptable forms of verification that can assist in the determination of fair and reasonable pricing). If manufacturer letters are not available, provide previously accepted manufacturer price list AND manufacturer price list reflecting price increases.

Submit a revised I-FSS-600 Contract Terms and Conditions

Permanent Price Reduction (Based on Most Favored Customer)


Commercial dated published pricelists and/or catalog showing the price increase or reduction.

ENCLOSURE 2 – GSA OFFERED TERMS completed in its entirety

Submit Enclosure 6 (Price Reductions). Submit separate spreadsheets for price increases and price reductions.

I-FSS-600 Price List updated to incorporate requested changes

TECHNICAL EMOD SUBTYPES Change in Geographic Coverage (Scope)


If your contract is non-TDR you must submit Enclosure 1 (Commercial Sales Practice Format (CSP-1) or provide a written statement indicating that no changes have occurred since initial contract award.



Depending on the specifics of the modification request, the CO may require additional information, supporting documentation and/or contract clauses completed by vendor, i.e.

Acknowledgement of Overseas Differential Pay



I-FSS-108 Clauses for Overseas Coverage

I-FSS-103 Scope of Contract – Worldwide

G-FSS-900-C Contact for Contract Administration Product Description/Part Number/ UOM Changes

Request for Product Information Changes including but not limited to Part Number, Product Name, Product Description AND Unit of Issue Changes where there have been no significant changes in the product form, fit or function.


Submit Enclosure 8, Request for Change in Product Information (Part Number Change, Product Name Change, or TAA-Compliant Country of Origin Change).

Submit I-FSS-600 Price List updated to incorporate requested changes. TERMS AND CONDITIONS EMOD SUBTYPE Revise Terms and Conditions This subtype can be used for numerous situations such as, but not limited to: market indicator change, MFC change, volume discount change, escalation rate change, PPD change, etc.




Depending on the specifics of the modification request, the CO may require additional information, supporting documentation and/or contract clauses completed by vendor, i.e.

Invoices

Bureau of Labor Statistics Cost Index

Re-Representation of Business Size





Attach a copy of SAM which reflects your re-represented business size for the applicable NAICS.

If business size is going from small to large you must submit a signed and approved subcontracting plan. Incorporate Sub-Contracting Plan (Subk)




Attach a copy of SAM which reflects your large business size for the applicable NAICS.

Attach the signed and approved subcontracting plan.



For Sub-Contracting Plan most current information, please visit the 51V Solicitation (6FEC-E6-060173-B) on www.fbo.gov.

LEGAL EMOD SUBTYPES Please note that contract modifications such as price adjustments, additions, etc., may not be processed until an applicable Novation or Change of Name Agreement has been approved by GSA. Contact your C.O. prior to submitting. Payment issues may also arise if a Novation or Change of Name Agreement is not processed at the time of the change. Determining the agency responsible for executing your Novation or Change-of-Name Agreement:

- If the transferor has contracts (not task/purchase orders issued under the GSA schedule) with other Government agencies in addition to the GSA schedule contract, the agency responsible for processing the Novation or Change-of-Name Agreement modification is the agency with the largest unsettled (unbilled plus billed but unpaid) dollar balance of contract obligations.

- If the largest unsettled dollar balance is from task/purchase orders utilizing a GSA schedule contract, GSA is the agency responsible for processing the Novation or Change-of-Name Agreement modification.

- If the transferor has multiple GSA schedule contracts, the contracting officer for the specific GSA schedule contract with the largest unsettled task order dollar balance is the contracting officer responsible for processing the Novation or Change-of-Name Agreement modification.

- When a Novation or Change-of-Name Agreement has been processed by another Government agency or a different GSA office and needs to be recognized for a GSA schedule contract under Schedule 51V, submit the following:

o A request to recognize the Novation or Change-of-Name Agreement modification processed by the other agency/GSA office.

o A copy of the SF-30 signed by the responsible contracting officer. o A copy of the Novation or Change-of-Name Agreement signed by the responsible contracting

officer. Which is appropriate: A Novation Agreement or a Change-of-Name Agreement A Change-of-Name Agreement applies when:

Only a change in the contractor's name is involved. Contractual rights and obligations remain unaffected.

A Change-of-Name Agreement is needed to: Recognize a legal change of the business name. Recognize a legal change of the "Doing Business As" name, even if the legal business name remains

unchanged. A Novation Agreement applies when:

Transfer of all of the contractor's assets has occurred. Transfer of the entire portion of assets involved in the performance of the contract has occurred.

A Novation Agreement is needed to: Recognize a third party as the successor in interest to the Government contract. Recognize the transfer of the related assets.

A Novation Agreement is not needed when: There is a change of ownership due to a stock purchase. There is no legal change in the contracting party.

The contracting party remains in control of assets and is the party performing the contract.

Change-of-Name Agreement - (Contact C.O. prior to submitting)



A signed Change of Name Agreement. Submit Enclosure 9 (Change-of-Name Agreement). o A sample is provided in Enclosure 9 and in clause 42.1205.


Authenticated document by the state affecting the name change. o The effective date of the transfer from this document should be reflected in the change of name

agreement paragraph (a)(2) and in the attorney opinion letter.

Attorney opinion letter. o Must include a statement that the transfer was properly affected under the applicable state law. o Must state the effective date of transfer.

A list of contracts affect which details the following of each: o Contract Number and contract type. o Name and address of Contracting Officer. o Total dollar Value. o Approximate unpaid balance.

Novation Agreement - (Contact C.O. prior to submitting)

A signed Novation Agreement. Submit Enclosure 10 (Novation Agreement). o A Sample is provided in Enclosure 10 and in Clause 42.1204.


If the incorporating State does not require a corporate seal, include a statement to that effect on a separate page and email.

A document describing the proposed transaction (Asset Purchase Agreement, Memorandum of Understanding, etc.).

o The effective date of the transfer from this document should be reflected in the Novation Agreement paragraph (a)(2) and in the attorney opinion letter.

An authenticated copy of instrument affecting asset transfer (bill of sale, certificate of merger, contract, deed, court decree, etc.).

A list of contracts affect which details the following of each: o Contract Number and contract type. o Name and address of Contracting Officer. o Total dollar Value. o Approximate unpaid balance.

An attorney opinion letter (for both transferee and transferor). o Must include a statement that the transfer was properly affected under the applicable state law. o Must state the effective date of the transfer. o Letter should be addressed to the attention of the Government contracting officer.

An authenticated copy of the transferee’s certificate and articles of incorporation if a corporation was formed to receive assets.

o If the corporation was formed for a purpose other than to receive the transferor's assets, include a statement to that effect.

A Certified Copy of Board Resolutions (for both transferee and transferor) authorizing transfer of assets. o If either company does not have a Board of Directors, include a statement to this effect and

include a copy of the appropriate company's Articles of Incorporation to confirm that the company elected not to have a Board of Directors.

A Certified Copy of Stockholder Meeting Minutes (for both transferee and transferor) approving transfer of assets.



A Balance Sheets (for both transferee and transferor). o Need copies that were dated both immediately before transfer and immediately after transfer. o Include independent auditor report if available.

Evidence of any security clearance requirements (if required).

Consent of sureties if bonds are used (if required).

Proof that the transferee is registered in the SAM and ORCA at www.sam.gov.

A copy of price list from award or subsequent modification that Transferee will use.

If your contract is non-TDR, you must submit Enclosure 1 (Commercial Sales Practice Format (CSP-1) or provide a written statement indicating that no changes have occurred since initial contract award.


If the Transferee is a large business, a commercial subcontracting plan must be submitted with the novation documents. This contract will not be novated without an approved subcontracting plan. A Subcontracting Plan template is available at https://insite.gsa.gov/portal/category/540494
http://www.sam.gov/https://insite.gsa.gov/portal/category/540494

Documents

MODIFICATION GUIDELINES FOR HARDWARE ......If your contract is non-TDR, you must submit Enclosure 1 (Commercial Sales Practice Format (CSP-1) or provide a written statement indicating