00. SF33 FA240124R0001_Solicitation (Model Contract).docx

SOLICITATION, OFFER, AND AWARDRATING

DO-O9

1. This Contract is a Rated Order under the Defense Priorities and Allocations System (DPAS) - Code of Federal Regulations - at 15 CFR 700.

2. CONTRACT NUMBER3. SOLICITATION NUMBER

FA240124R0001

PAGE OF PAGES

1 50

6. REQUISITION/PURCHASE NUMB5. DATE ISSUED

4. TYPE OF SOLICITATION

SEALED BID (IFB) INVITATION FOR BID

NEGOTIATED (RFP) REQUEST FOR PROPOSAL

7. ISSUED BY

FA2401 SPACE DEVELOPMENT AGENCY SDA

CODE

8.

ADDRESS OFFER TO (If other than item 7)

MEADOWS 1 CP 571 372 5007, 4755 MEADOW WOOD LANEFA2401

CHANTILLY, VA 20151-2222 UNITED STATES

SABRINA AUTHIER, Email: sabrina.y.authier.ctr@mail.mil NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

SOLICITATION

9. Sealed offers in original and

1 copies for furnishings the supplies or services in the Schedule will be received at the place specified in item 8, or if hand carried, in the depository located in

SeeSecL until

12:00 PM local time

5 AUG 2024

(see Section L) (Hour) (Date) CAUTION - LATE Submissions, Modifications, and Withdrawals: See Section L, Provision Number 52.214-7 or 52.215-1. All offers are subject to all terms and conditions contained in this solicitation.

10. FOR

INFORMATION CALL:

A. NAME

David Sharp

david.l.sharp42.civ@mail.mil

AREA CODE

NUMBER

607-4258

EXTENSION

11. TABLE OF CONTENTS

OFFER (Must be fully completed by offeror) NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

12. In compliance with the above, the undersigned agrees, if this offer is accepted within calendar days (60 calendar days unless a different period is inserted by the offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT

(See Section I, Clause Number 52.232-8)

14. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments to the SOLICITATION for offerors and related documents numbered and dated):

15A. NAME AND

ADDRESS

OF OFFEROR

CODE

FACILITY

16. NAME AND THE TITLE OF PERSON AUTHORIZED TO SIGN OFFER

(Type or print)

AWARD (To be completed by Government)

(4 copies unless otherwise specified)

(Signature of Contracting Officer)

28. AWARD DATE

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official written notice.

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition is unusable

STANDARD FORM 33 (REV. 12/2022)

Prescribed by GSA - FAR (48 CFR) 53.214 (c)

Section A - Solicitation/Contract Form Advanced Fire Control Ground Infrastructure (AFCGI)

FA240124R0001

Section B - Supplies or Services & Prices or Costs Additional Information/Notes

Ground Engineering, Integration and Development - Design, development, integration, and delivery of SDA Advanced Fire Control Ground Infrastructure to support Advanced Fire Control (AFC) Space Segment missions and external mission partner connections/communications. Includes physical, logical, cloud-based, networking, communications, staffing, and logistical components.

Product Service Code: AC33 Pricing Arrangement: Cost Plus Award Fee

Lot

Option Line Item 0002 Option 1: Ground Infrastructure Operation, Maintenance & Sustainment including all activities required to support the AFC Space Segment and external mission partner connections/communications during routine in-space operations, space vehicle anomaly resolution, AFC capability demonstrations, and Warfighter support.

Option Line Item 0003 Option 2: Ground Infrastructure Operation, Maintenance & Sustainment including all activities required to support the AFC Space Segment and external mission partner connections/communications during routine in-space operations, SVV anomaly resolution, AFC capability demonstrations, and Warfighter support.

Option Line Item 0004

Option 3: Ground Infrastructure Operation, Maintenance & Sustainment including all activities required to support the AFC Space Segment and external mission partner connections/communications during routine in-space operations, SVV anomaly resolution, AFC capability demonstrations, and Warfighter support.

GEP Engineering, Integration and Development - Design, development, integration and delivery, and testing of Ground Entry Points (GEPs).

Option Line Item 0006 Option 1: GEP Operation and Maintenance & Sustainment - All Operations, Maintenance, and Sustainment activities.

Option Line Item 0007 Option 2: GEP Operation and Maintenance & Sustainment - All Operations, Maintenance, and Sustainment activities.

Option Line Item 0008 Option 3: GEP Operation and Maintenance & Sustainment - All Operations, Maintenance, and Sustainment activities.

Product Service Code: AC33

Hardware & ODCs & Subscriptions - Program hardware, other direct charges not included in development CLIN and subscriptions/licenses. This excludes subcontract labor costs. Fee NTE 3%.

Pricing Arrangement: Cost Plus Fixed Fee

Travel - Program travel required to perform the contract. Product Service Code: AC33 Pricing Arrangement: Cost No Fee

Directed Trade Studies & Analysis - Directed trades issued on as-needed basis. Each study will be priced as required throughout the period of performance. Fee NTE 6%.

Pricing Arrangement: Cost Plus Fixed Fee

Section C - Description/Specifications/Statement of Work

Requirements Development, delivery, operating, and sustaining the AFC ground infrastructure; supporting user integration with the ground infrastructure; supporting end-to-end testing of the AFC space and ground segments where the AFCGI is a component; and performing specific integration tasks as described in this document.

Section D - Packaging and Marking Section E - Inspection and Acceptance FAR Clauses Incorporated by Reference

Variation Effective Date Number Title Effective Date Alternate/ Deviation

52.246-3 Inspection of Supplies-Cost-Reimbursement.

May 2001

52.246-5 Inspection of Services-Cost-Reimbursement.

Apr 1984

52.246-8 Inspection of Research and Development-Cost-Reimbursement.

May 2001

52.246-16 Responsibility for Supplies.

Apr 1984

DFARS Clauses Incorporated by Reference

Number Title

252.245-7001 Tagging, Labeling, and Marking of Government-Furnished Property. Apr 2012

Section F - Deliveries or Performance From 02 Dec 2024 to 31 Dec 2029

Contractor Destination

Period of Performance From 02 Dec 2024 To 31 Dec 2029 1 Lot

Option Line Item 0002 Period of Performance From 15 Oct 2026 To 31 Dec 2027 1 Lot

Option Line Item 0003 Period of Performance From 01 Jan 2028 To 31 Dec 2028 1 Lot

Option Line Item 0004 Period of Performance From 01 Jan 2029 To

1 Lot

Period of Performance From 02 Dec 2024To 31 Dec 2026 1 Lot

Option Line Item 0006 Period of Performance From 15 Oct 2026 To 31 Dec 2027 1 Lot

Option Line Item 0007 Period of Performance From 01 Jan 2028 To 31 Dec 2028 1 Lot

Option Line Item 0008 Period of Performance From 01 Jan 2029 To

1 Lot

Period of Performance From 02 Dec 2024 1 Lot

To

Period of Performance From 02 Dec 2024To

1 Lot

Period of Performance From 02 Dec 2024To

1 Lot

Number Title Effective Date Alternate/ Deviation 52.242-15 Stop-Work Order.

Aug 1989

52.242-15 Stop-Work Order. (Alternate I) Aug 1989 Alternate I 52.242-17 Government Delay of Work.

Apr 1984

52.247-34 F.o.b. Destination.

Nov 1991

52.247-35 F.o.b. Destination, Within Consignee's Premises.

Apr 1984

52.247-55 F.o.b. Point for Delivery of Government-Furnished Property.

Jun 2003

Apr 1984

Section G - Contract Administration Data

Number Title

DFARS Clauses Incorporated by Full Text

252.232-7006 Wide Area WorkFlow Payment Instructions. (Jan 2023) As prescribed in 232.7004(b), use the following clause:

WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (JAN 2023)

(a) Definitions. As used in this clause-

"Department of Defense Activity Address Code (DoDAAC)" is a six position code that uniquely identifies a unit, activity, or organization. "Document type" means the type of payment request or receiving report available for creation in Wide Area WorkFlow (WAWF).

"Local processing office (LPO)" is the office responsible for payment certification when payment certification is done external to the entitlement system.

"Payment request" and "receiving report" are defined in the clause at 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(b) Electronic invoicing. The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(c) WAWF access. To access WAWF, the Contractor shall-

(1) Have a designated electronic business point of contact in the System for Award Management at https://www.sam.gov; and

(2) Be registered to use WAWF at https://wawf.eb.mil/ following the step-by-step procedures for self-registration available at this web site.

(d) WAWF training. The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the "Web Based Training" link on the WAWF home page at https://wawf.eb.mil/

(e) WAWF methods of document submission. Document submissions may be via web entry, Electronic Data Interchange, or File Transfer Protocol.

(f) WAWF payment instructions. The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF for this contract or task or delivery order:

(1) Document type. The Contractor shall submit payment requests using the following document type(s):

(i) For cost-type line items, including labor-hour or time-and-materials, submit a cost voucher.

(ii) For fixed price line items-

(A) That require shipment of a deliverable, submit the invoice and receiving report specified by the Contracting Officer.

(Contracting Officer: Insert applicable invoice and receiving report document type(s) for fixed price line items that require shipment of a deliverable.)

(B) For services that do not require shipment of a deliverable, submit either the Invoice 2in1, which meets the requirements for the invoice and receiving report, or the applicable invoice and receiving report, as specified by the Contracting Officer.

(Contracting Officer: Insert either "Invoice 2in1" or the applicable invoice and receiving report document type(s) for fixed price line items for services.)

(iii) For customary progress payments based on costs incurred, submit a progress payment request.

(iv) For performance based payments, submit a performance based payment request.

(v) For commercial financing, submit a commercial financing request.

(2) ) Fast Pay requests are only permitted when Federal Acquisition Regulation (FAR) 52.213-1 is included in the contract.

[Note: The Contractor may use a WAWF "combo" document type to create some combinations of invoice and receiving report in one step.]

(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF when creating payment requests and receiving reports in the system.

Routing Data Table*

Field Name in WAWF Data to be entered in WAWF Pay Official DoDAAC

Issue By DoDAAC Admin DoDAAC Inspect By DoDAAC Ship To Code Ship From Code Mark For Code Service Approver (DoDAAC) Service Acceptor (DoDAAC) Accept at Other DoDAAC LPO DoDAAC DCAA Auditor DoDAAC Other DoDAAC(s) (*Contracting Officer: Insert applicable DoDAAC information. If multiple ship to/acceptance locations apply, insert "See Schedule" or "Not applicable.")

(**Contracting Officer: If the contract provides for progress payments or performance-based payments, insert the DoDAAC for the contract administration office assigned the functions under FAR 42.302(a)(13).)

(4) Payment request. The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

(5) Receiving report. The Contractor shall ensure a receiving report meets the requirements of DFARS Appendix F.

(g) WAWF point of contact.

(1) The Contractor may obtain clarification regarding invoicing in WAWF from the following contracting activity's WAWF point of contact.

(Contracting Officer: Insert applicable information or "Not applicable.")

(2) Contact the WAWF helpdesk at 866-618-5988, if assistance is needed. (End of clause)

Section H - Special Contract Requirements

Note: A similar clause will be included in all awards made against SDA RFP #FA240124R0001, Advanced Fire Control Ground Infrastructure (AFCGI) and the F2 Solicitation for SVs (SDA-PS-24-01).

FA2401.52.2239-9ZH1 - Associate Contractor Agreement

Advanced Fire Control Ground Infrastructure (AFCGI)

Contractors receiving an award under any of the solicitations listed will be required to enter into an Associate Contractor Agreement (ACA) with all of the awardees from the solicitations listed above. The AFCGI winner will enter ACA with the F2 SV Developer Contractor(s) and other Contractors selected for the F2 SV Development. "It is recognized that the success of the SDA Advanced Fire Control program depends in part upon the open exchange of information between the various Associate Contractors involved in the AFC, F2 and future AFC efforts. This clause is intended to ensure appropriate coordination and integration of work by the Associate Contractors to achieve complete compatibility and to prevent unnecessary duplication of effort. By executing this contract, the Contractor assumes the responsibilities of an Associate Contractor. For the purpose of this clause, the term Contractor includes subsidiaries, affiliates, and organizations under the control of the contractor (e.g., subcontractors).

Work under this contract may involve access to proprietary or confidential data from an Associate Contractor. To the extent that such data is received by the Contractor from any Associate Contractor for the performance of this contract, the Contractor hereby agrees that any proprietary information received shall remain the property of the Associate Contractor and shall be used solely for the purpose of the SDA AFCGI effort and/or the F2 SV Development efforts.

Information which is received from another Contractor in writing or electronically and which is clearly identified as proprietary or confidential shall be protected in accordance with this provision. The obligation to retain such information in confidence will be satisfied if the Contractor receiving such information utilizes the same controls as it employs to avoid disclosure, publication, or dissemination of its own proprietary information. The receiving Contractor agrees to hold such information in confidence as provided herein so long as such information is of a proprietary/confidential or Limited Rights nature.

The Contractor hereby agrees to closely cooperate as an Associate Contractor with the other Associate Contractors on this effort.

This involves as a minimum:

-Maintenance of a close liaison and working relationship

-Maintenance of a free and open information network with all Government-identified Associate Contractors

-Delineation of detailed interface responsibilities

-Entering into a written agreement with the other Associate Contractors setting forth the substance and procedures relating to the foregoing, and promptly providing the Procuring Contracting Officer with a copy of same

-Receipt of proprietary information from the Associate Contractors and transmittal of Contractor proprietary information to the Associate Contractors subject to any applicable proprietary information exchange agreements between Associate Contractors when, in either case, those actions are necessary for the performance of either".

The Contractor shall furnish copies of all ACAs to the Contracting Officer immediately upon execution of the agreements.

In the event that the Contractor and the Associate Contractor(s) are unable to reach an agreement, or if the technical data identified is not provided as scheduled, the Contractor shall promptly notify the SDA Program Manager and Contracting Officer. The Government will determine the appropriate corrective action and will issue guidance to the affected Contractor.

The Contractor agrees to insert in all subcontracts hereunder which require access to proprietary information belonging to the Associate Contractors a provision which shall conform substantially to the language of this clause, including this paragraph.

DFARS Clauses Incorporated by Full Text

252.234-7002 - Earned Value Management System (May 2011) Earned Value Management System (May 2011)

(1) An Earned Value Management System (EVMS) that complies with the EVMS guidelines in the American National Standards Institute/Electronic Industries Alliance Standard 748, Earned Value Management Systems (ANSI/EIA-748); and

(2) Management procedures that provide for generation of timely, reliable, and verifiable information for the Contract Performance Report (CPR) and the Integrated Master Schedule (IMS) required by the CPR and IMS data items of this contract.

(c) If this contract has a value of $50 million or more, the Contractor shall use an EVMS that has been determined to be acceptable by the Cognizant Federal Agency (CFA). If, at the time of award, the Contractor’s EVMS has not been determined by the CFA to be in compliance with the EVMS guidelines as stated in paragraph (b)(1) of this clause, the Contractor shall apply its current system to the contract and shall take necessary actions to meet the milestones in the Contractor’s EVMS plan.

(d) If this contract has a value of less than $50 million, the Government will not make a formal determination that the Contractor’s EVMS complies with the EVMS guidelines in ANSI/EIA-748 with respect to the contract. The use of the Contractor’s EVMS for this contract does not imply a Government determination of the Contractor’s compliance with the EVMS guidelines in ANSI/EIA-748 for application to future contracts. The Government will allow the use of a Contractor’s EVMS that has been formally reviewed and determined by the CFA to be in compliance with the EVMS guidelines in ANSI/EIA-748.

(e) The Contractor shall submit notification of any proposed substantive changes to the EVMS procedures and the impact of those changes to the CFA. If this contract has a value of $50 million or more, unless a waiver is granted by the CFA, any EVMS changes proposed by the Contractor require approval of the CFA prior to implementation. The CFA will advise the Contractor of the acceptability of such changes as soon as practicable (generally within 30 calendar days) after receipt of the Contractor’s notice of proposed changes. If the CFA waives the advance approval requirements, the Contractor shall disclose EVMS changes to the CFA at least 14 calendar days prior to the effective date of implementation.

(f) The Government will schedule integrated baseline reviews as early as practicable, and the review process will be conducted not later than 180 calendar days after—

(1) Contract award;

(2) The exercise of significant contract options; and

(3) The incorporation of major modifications.

During such reviews, the Government and the Contractor will jointly assess the Contractor’s baseline to be used for performance measurement to ensure complete coverage of the statement of work, logical scheduling of the work activities, adequate resourcing, and identification of inherent risks.

(g) The Contractor shall provide access to all pertinent records and data requested by the Contracting Officer or duly authorized representative as necessary to permit Government surveillance to ensure that the EVMS complies, and continues to comply, with the performance criteria referenced in paragraph (b) of this clause.

(h) When indicated by contract performance, the Contractor shall submit a request for approval to initiate an over-target baseline or over-target schedule to the Contracting Officer. The request shall include a top-level projection of cost and/or schedule growth, a determination of whether or not performance variances will be retained, and a schedule of implementation for the rebaselining. The Government will acknowledge receipt of the request in a timely manner (generally within 30 calendar days).

(i) Significant deficiencies. (1) The Contracting Officer will provide an initial determination to the Contractor, in writing, of any significant deficiencies. The initial determination will describe the deficiency in sufficient detail to allow the Contractor to understand the deficiency.

(2) The Contractor shall respond within 30 days to a written initial determination from the Contracting Officer that identifies significant deficiencies in the Contractor's EVMS. If the Contractor disagrees with the initial determination, the Contractor shall state, in writing, its rationale for disagreeing.

(3) The Contracting Officer will evaluate the Contractor's response and notify the Contractor, in writing, of the Contracting Officer’s final determination concerning—

(i) Remaining significant deficiencies;

(ii) The adequacy of any proposed or completed corrective action;

(iii) System noncompliance, when the Contractor’s existing EVMS fails to comply with the earned value management system guidelines in the ANSI/EIA-748; and

(iv) System disapproval, if initial EVMS validation is not successfully completed within the time frame approved by the Contracting Officer, or if the Contracting Officer determines that the Contractor's earned value management system contains one or more significant deficiencies in high-risk guidelines in ANSI/EIA-748 standards (guidelines 1, 3, 6, 7, 8, 9, 10, 12, 16, 21, 23, 26, 27, 28, 30, or 32). When the Contracting Officer determines that the existing earned value management system contains one or more significant deficiencies in one or more of the remaining 16 guidelines in ANSI/EIA-748 standards, the Contracting Officer will use discretion to disapprove the system based on input received from functional specialists and the auditor.

(4) If the Contractor receives the Contracting Officer’s final determination of significant deficiencies, the Contractor shall, within 45 days of receipt of the final determination, either correct the significant deficiencies or submit an acceptable corrective action plan showing milestones and actions to eliminate the significant deficiencies.

(j) Withholding payments. If the Contracting Officer makes a final determination to disapprove the Contractor’s EVMS, and the contract includes the clause at 252.242-7005 , Contractor Business Systems, the Contracting Officer will withhold payments in accordance with that clause.

(k) With the exception of paragraphs (i) and (j) of this clause, the Contractor shall require its subcontractors to comply with EVMS requirements as follows:

(1) For subcontracts valued at $50 million or more, the following subcontractors shall comply with the requirements of this clause:

[Contracting Officer to insert names of subcontractors (or subcontracted effort if subcontractors have not been selected) designated for application of the EVMS requirements of this clause.]

TBD

(2) For subcontracts valued at less than $50 million, the following subcontractors shall comply with the requirements of this clause, excluding the requirements of paragraph (c) of this clause:

[Contracting Officer to insert names of subcontractors (or subcontracted effort if subcontractors have not been selected) designated for application of the EVMS requirements of this clause.] (End of clause)

Section I - Contract Clauses

Number Title Effective Date Alternate/ Deviation 52.202-1 Definitions.

Jun 2020

52.203-3 Gratuities.

Apr 1984

52.203-5 Covenant Against Contingent Fees.

May 2014

52.203-6 Restrictions on Subcontractor Sales to the Government.

Jun 2020

52.203-7 Anti-Kickback Procedures.

Jun 2020

52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity.

May 2014

52.203-10 Price or Fee Adjustment for Illegal or Improper Activity.

May 2014

52.203-12 Limitation on Payments to Influence Certain Federal Transactions.

Jun 2020

52.203-13 Contractor Code of Business Ethics and Conduct.

Nov 2021

52.203-17 Contractor Employee Whistleblower Rights.

Nov 2023

52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements.

Jan 2017

52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber Content Paper.

May 2011

52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards.

Jun 2020

52.204-13 System for Award Management Maintenance.

Oct 2018

52.204-18 Commercial and Government Entity Code Maintenance.

Aug 2020

52.204-19 Incorporation by Reference of Representations and Certifications.

Dec 2014

52.204-21 Basic Safeguarding of Covered Contractor Information Systems.

Nov 2021

52.204-23 Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab Covered Entities.

Dec 2023

Services or Equipment.

Nov 2021

52.209-6 Protecting the Government's Interest When Subcontracting with Contractors Debarred, Nov 2021

Suspended, or Proposed for Debarment.

Number Title Effective Date Alternate/ Deviation 252.203-7000 Requirements Relating to Compensation of Former DoD Officials.

Sep 2011

252.203-7001 Prohibition on Persons Convicted of Fraud or Other Defense-Contract-Related Felonies.

Jan 2023

252.203-7002 Requirement to Inform Employees of Whistleblower Rights.

Dec 2022

252.203-7003 Agency Office of the Inspector General.

Aug 2019

252.203-7004 Display of Hotline Posters.

Jan 2023

252.204-7000 Disclosure of Information.

Oct 2016

252.204-7003 Control of Government Personnel Work Product.

Apr 1992

252.204-7004 Antiterrorism Awareness Training for Contractors.

Jan 2023

252.204-7012 Safeguarding Covered Defense Information and Cyber Incident Reporting.

Jan 2023

252.204-7015 Notice of Authorized Disclosure of Information for Litigation Support.

Jan 2023

252.204-7018 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Jan 2023

Services.

252.204-7020 NIST SP 800-171 DoD Assessment Requirements.

Nov 2023 252.205-7000 Provision of Information to Cooperative Agreement Holders.

Jun 2023 252.209-7004 Subcontracting with Firms that are Owned or Controlled by the Government of a May 2019

Country that is a State Sponsor of Terrorism.

252.211-7007 Reporting of Government-Furnished Property.

Mar 2022 252.215-7002 Cost Estimating System Requirements.

Dec 2012 252.216-7004 Award Fee Reduction or Denial for Jeopardizing the Health or Safety of Government Sep 2011

252.219-7003 Personnel.

Small Business Subcontracting Plan (DoD Contracts).

Dec 2019

252.225-7004 252.225-7012 Report of Intended Performance Outside the United States and Canada -Submission after Award.

Preference for Certain Domestic Commodities.

Oct 2020 Apr 2022

FAR Clauses Incorporated by Full Text

52.204-2 Security Requirements. (Mar 2021) As prescribed in 4.404(a), insert the following clause:

Security Requirements (Mar 2021)

(a) This clause applies to the extent that this contract involves access to information classified "Confidential," "Secret," or "Top Secret."

(b) The Contractor shall comply with-

(1) The Security Agreement DD Form441), including the National Industrial Security Program Operating Manual (32 CFR part 117); and

(2) Any revisions to that manual, notice of which has been furnished to the Contractor.

(c) If, subsequent to the date of this contract, the security classification or security requirements under this contract are changed by the Government and if the changes cause an increase or decrease in security costs or otherwise affect any other term or condition of this contract, the contract shall be subject to an equitable adjustment as if the changes were directed under the Changes clause of this contract.

(d) The Contractor agrees to insert terms that conform substantially to the language of this clause, including this paragraph (d) but excluding any reference to the Changes clause of this contract, in all subcontracts under this contract that involve access to classified information.

52.215-21 Requirements for Certified Cost or Pricing Data and Data Other Than Certified Cost or Pricing Data-Modifications. (Alternate III)

(Nov 2021) Alternate III (Oct 1997)

Alternate III (Oct 1997). As prescribed in 15.408 (m), add the following paragraph (c) to the basic clause (if Alternate II is also used, redesignate the following paragraph as paragraph (d)):

(c) Submit the cost portion of the proposal via the following electronic media: Per Section L Instructions

52.217-8 Option to Extend Services. (Nov 1999)

As prescribed in 17.208(f), insert a clause substantially the same as the following:

Option to Extend Services (Nov 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 15 Days[insert the period of time within which the Contracting Officer may exercise the option].

52.222-2 Payment for Overtime Premiums. (Jul 1990) As prescribed in 22.103-5(b), insert the following clause:

Payment for Overtime Premiums (July 1990)

(a) The use of overtime is authorized under this contract if the overtime premium does not exceed *$0.00 or the overtime premium is paid for work-

(1) Necessary to cope with emergencies such as those resulting from accidents, natural disasters, breakdowns of production equipment, or occasional production bottlenecks of a sporadic nature;

(2) By indirect-labor employees such as those performing duties in connection with administration, protection, transportation, maintenance, standby plant protection, operation of utilities, or accounting;

(3) To perform tests, industrial processes, laboratory procedures, loading or unloading of transportation conveyances, and operations in flight or afloat that are continuous in nature and cannot reasonably be interrupted or completed otherwise; or

(4) That will result in lower overall costs to the Government.

(b) Any request for estimated overtime premiums that exceeds the amount specified above shall include all estimated overtime for contract completion and shall-

(1) Identify the work unit; e.g., department or section in which the requested overtime will be used, together with present workload, staffing, and other data of the affected unit sufficient to permit the Contracting Officer to evaluate the necessity for the overtime;

(2) Demonstrate the effect that denial of the request will have on the contract delivery or performance schedule;

(3) Identify the extent to which approval of overtime would affect the performance or payments in connection with other Government contracts, together with identification of each affected contract; and

(4) Provide reasons why the required work cannot be performed by using multishift operations or by employing additional personnel.

* Insert either "zero" or the dollar amount agreed to during negotiations. The inserted figure does not apply to the exceptions in paragraph (a)(1) through (a)(4) of the clause.

52.222-40 Notification of Employee Rights Under the National Labor Relations Act. (Dec 2010) As prescribed in 22.1605 , insert the following clause:

Notification of Employee Rights Under the National Labor Relations Act (Dec 2010)

(a) During the term of this contract, the Contractor shall post an employee notice, of such size and in such form, and containing such content as prescribed by the Secretary of Labor, in conspicuous places in and about its plants and offices where employees covered by the National Labor Relations Act engage in activities relating to the performance of the contract, including all places where notices to employees are customarily posted both physically and electronically, in the languages employees speak, in accordance with 29 CFR471.2 (d) and (f).

(1) Physical posting of the employee notice shall be in conspicuous places in and about the Contractor's plants and offices so that the notice is prominent and readily seen by employees who are covered by the National Labor Relations Act and engage in activities related to the performance of the contract.

(2) If the Contractor customarily posts notices to employees electronically, then the Contractor shall also post the required notice electronically by displaying prominently, on any website that is maintained by the Contractor and is customarily used for notices to employees about terms and conditions of employment, a link to the Department of Labor's website that contains the full text of the poster. The link to the Department's website, as referenced in (b)(3) of this section, must read, "Important Notice about Employee Rights to Organize and Bargain Collectively with Their Employers."

(b) This required employee notice, printed by the Department of Labor, may be-

(1) Obtained from the Division of Interpretations and Standards, Office of Labor-Management Standards, U.S. Department of Labor, 200 Constitution Avenue, NW., Room N-5609, Washington, DC 20210, (202) 693-0123, or from any field office of the Office of Labor-Management Standards or Office of Federal Contract Compliance Programs;

(2) Provided by the Federal contracting agency if requested;

(3) Downloaded from the Office of Labor-Management Standards Web site at http://www.dol.gov/olms/regs/compliance/EO13496.htm; or

(4) Reproduced and used as exact duplicate copies of the Department of Labor's official poster.

(c) The required text of the employee notice referred to in this clause is located at Appendix A, Subpart A, 29 CFR Part 471.

(d) The Contractor shall comply with all provisions of the employee notice and related rules, regulations, and orders of the Secretary of Labor.

(e) In the event that the Contractor does not comply with the requirements set forth in paragraphs (a) through (d) of this clause, this contract may be terminated or suspended in whole or in part, and the Contractor may be suspended or debarred in accordance with 29 CFR 471.14 and subpart 9.4. Such other sanctions or remedies may be imposed as are provided by 29 CFR part 471, which implements Executive Order 13496 or as otherwise provided by law.

(f) Subcontracts.

(1) The Contractor shall include the substance of this clause, including this paragraph (f), in every subcontract that exceeds $10,000 and will be performed wholly or partially in the United States, unless exempted by the rules, regulations, or orders of the Secretary of Labor issued pursuant to section 3 of Executive Order 13496 of January 30, 2009, so that such provisions will be binding upon each subcontractor.

(2) The Contractor shall not procure supplies or services in a way designed to avoid the applicability of Executive Order 13496 or this clause.

(3) The Contractor shall take such action with respect to any such subcontract as may be directed by the Secretary of Labor as a means of enforcing such provisions, including the imposition of sanctions for noncompliance.

(4) However, if the Contractor becomes involved in litigation with a subcontractor, or is threatened with such involvement, as a result of such direction, the Contractor may request the United States, through the Secretary of Labor, to enter into such litigation to protect the interests of the United States.

52.232-8 Discounts for Prompt Payment. (Feb 2002) As prescribed in 32.111(b)(1), insert the following clause:

Discounts for Prompt Payment (Feb 2002)

(a) Discounts for prompt payment will not be considered in the evaluation of offers. However, any offered discount will form a part of the award, and will be taken if payment is made within the discount period indicated in the offer by the offeror. As an alternative to offering a discount for prompt payment in conjunction with the offer, offerors awarded contracts may include discounts for prompt payment on individual invoices.

(b) In connection with any discount offered for prompt payment, time shall be computed from the date of the invoice. If the Contractor has not placed a date on the invoice, the due date shall be calculated from the date the designated billing office receives a proper invoice, provided the agency annotates such invoice with the date of receipt at the time of receipt. For the purpose of computing the discount earned, payment shall be considered to have been made on the date that appears on the payment check or, for an electronic funds transfer, the specified payment date. When the discount date falls on a Saturday, Sunday, or legal holiday when Federal Government offices are closed and Government business is not expected to be conducted, payment may be made on the following business day.

52.232-9 Limitation on Withholding of Payments. (Apr 1984)

As prescribed in 32.111(b)(2), insert a clause substantially as follows, appropriately modified with respect to payment due dates in accordance with agency regulations, in solicitations and contracts when a supply contract, service contract, time-and-materials contract, labor-hour contract, or research and development contract is contemplated that includes two or more terms authorizing the temporary withholding of amounts otherwise payable to the contractor for supplies delivered or services performed:

Limitation on Withholding of Payments (Apr 1984)

If more than one clause or Schedule term of this contract authorizes the temporary withholding of amounts otherwise payable to the Contractor for supplies delivered or services performed, the total of the amounts withheld at any one time shall not exceed the greatest amount that may be withheld under any one clause or Schedule term at that time; provided, that this limitation shall not apply to-

(a) Withholdings pursuant to any clause relating to wages or hours of employees;

(b) Withholdings not specifically provided for by this contract;

(c) The recovery of overpayments; and

(d) Any other withholding for which the Contracting Officer determines that this limitation is inappropriate. (End of clause)

52.232-25 Prompt Payment. (Jan 2017) As prescribed in 32.908(c), insert the following clause:

Prompt Payment (Jan 2017)

Notwithstanding any other payment clause in this contract, the Government will make invoice payments under the terms and conditions specified in this clause. The Government considers payment as being made on the day a check is dated or the date of an electronic funds transfer (EFT).

Definitions of pertinent terms are set forth in sections 2.101, 32.001, and 32.902 of the Federal Acquisition Regulation. All days referred to in this clause are calendar days, unless otherwise specified. (However, see paragraph (a)(4) of this clause concerning payments due on Saturdays, Sundays, and legal holidays.)

(a) Invoice payments-

(1) Due date.

(i) Except as indicated in paragraphs (a)(2) and (c) of this clause, the due date for making invoice payments by the designated payment office is the later of the following two events:

(A) The 30 thday after the designated billing office receives a proper invoice from the Contractor (except as provided in paragraph (a)(1)(ii) of this clause).

(B) The 30 thday after Government acceptance of supplies delivered or services performed. For a final invoice, when the payment amount is subject to contract settlement actions, acceptance is deemed to occur on the effective date of the contract settlement.

(ii) If the designated billing office fails to annotate the invoice with the actual date of receipt at the time of receipt, the invoice payment due date is the 30 thday after the date of the Contractor's invoice, provided the designated billing office receives a proper invoice and there is no disagreement over quantity, quality, or Contractor compliance with contract requirements.

(2) Certain food products and other payments.

(i) Due dates on Contractor invoices for meat, meat food products, or fish; perishable agricultural commodities; and dairy products, edible fats or oils, and food products prepared from edible fats or oils are-

(A) For meat or meat food products, as defined in section 2(a)(3) of the Packers and Stockyard Act of1921 (7 U.S.C.182(3)), and as further defined in Pub.L.98-181, including any edible fresh or frozen poultry meat, any perishable poultry meat food product, fresh eggs, and any perishable egg product, as close as possible to, but not later than, the 7 thday after product delivery.

(B) For fresh or frozen fish, as defined in section 204(3) of the Fish and Seafood Promotion Act of1986 (16 U.S.C.4003(3)), as close as possible to, but not later than, the 7 thday after product delivery.

(C) For perishable agricultural commodities, as defined in section 1(4) of the Perishable Agricultural Commodities Act of1930 (7 U.S.C.499a(4)), as close as possible to, but not later than, the 10 thday after product delivery, unless another date is specified in the contract.

(D) For dairy products, as defined in section 111(e) of the Dairy Production Stabilization Act of1983 (7 U.S.C.4502(e)), edible fats or oils, and food products prepared from edible fats or oils, as close as possible to, but not later than, the 10 thday after the date on which a…