00 - SF 1449.pdf

PAGE OF PAGES1. REQUISITION NUMBERSOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

OFFEROR TO COMPLETE BLOCKS 12,17,23,24, & 30

12. DISCOUNT TERMS

8. OFFER DUE DATE/

9. ISSUED BY CODE 10. THIS ACQUISITION IS

6. SOLICITATION

ISSUE DATE

3. AWARD/EFF. DATE 5. SOLICITATION NUMBER2. CONTRACT NO. 4. ORDER NUMBER

a. NAME b. TELEPHONE NUMBER (No collect calls)7. FOR SOLICITATION

INFORMATION CALL:

UNRESTRICTED OR SET ASIDE: % FOR:

SMALL BUSINESS

NAICS:

SIZE STANDARD:

SERVICE-DISABLED

HUBZONE SMALL

BUSINESS

11. DELIVERY FOR FOB

DESTINATION UNLESS

BLOCK IS MARKED

SEE SCHEDULE

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

IFB RFPRFQ

15. DELIVER TO CODE 16. ADMINISTERED BY CODE

18a. PAYMENT WILL BE MADE BY CODE17a. CONTRACTOR/ CODE

OFFEROR

FACILITY

CODE

TELEPHONE NO.

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS

BLOCK BELOW IS CHECKED. SEE ADDENDUM

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS

IN OFFER.

19.

ITEM NO.

20.

SCHEDULE OF SUPPLIES/SERVICES

21.

QUANTIT Y

24.

AMOUNT

22.

UNIT

23.

UNIT PRICE

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

31c. DATE SIGNED

25. ACCOUNTING AND APPROPRIATION DATA 26. TOTAL AWARD AMOUNT (For Govt Use Only)

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED.

ADDENDA

ADDENDA

ARE ARE NOT ATTACHED.

ARE ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND

RETURN COPIES TO ISSUING OFFICE. CONTRACTOR

AGREES TO FURNISH AND DELIVER ALL ITEMS SET FORTH OR

OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL SHEETS

SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED HEREIN.

29. AWARD OF CONTRACT: REF.

. YOUR OFFER ON SOLICITATION (BLOCK 5), INCLUDING

ANY ADDITIONS OR CHANGES WHICH ARE SET FORTH HEREIN, IS ACCEPTED AS TO

ITEMS:

OFFER DATED

30A. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)

30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE

SIGNED

31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT)

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA - FAR (48 CFR) 53.212

8(A)

WOMAN-OWNED SMALL BUSINESS

1 65

80KSC021R0037 06/01/2021

LOCAL TIME

07/02/2021

13:00 PM ET

336419

1,000

See Continuation Sheet If Applicable

$0.00

See Continuation Sheet If Applicable

VETERAN-OWNED

SMALL BUSINESS

WOSB ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

X

X X

X X

X https://www.nssc.nasa.gov/vendorpayment

NSSC-AccountsPayable@nasa.gov

Justin Ko 321.867.3373

Payload and Processing JPSS-2 80KSC021R0037

Table of Contents

1.1 TYPE OF CONTRACT

1.2 SUPPLIES AND/OR SERVICES TO BE PROVIDED

1.3 PERIOD OF PERFORMANCE

1.4 SCOPE OF WORK

1.5 PLACE OF PERFORMANCE

SECTION 2 – ADDENDUM TO FAR 52.212-4, CONTRACT TERMS & CONDITIONS—

COMMERCIAL ITEMS

2.1 FAR 52.252-2—CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

2.2 FAR 52.252-5 AUTHORIZED DEVIATIONS IN PROVISIONS (NOV 2020)

2.3 LISTING OF CLAUSES INCORPORATED BY REFERENCE

2.4 FAR 52.204-21 - BASIC SAFEGUARDING OF COVERED CONTRACTOR

INFORMATION SYSTEMS (JUN 2016)

2.5 FAR 52.246-11 HIGHER-LEVEL CONTRACT QUALITY REQUIREMENT

(DEC 2014)

2.6 NFS 1852.225-70 - EXPORT LICENSES (FEB 2000)

2.7 AUTHORIZED CHANGES

2.8 JOINT FACILITY OCCUPANCY

2.9 LSP SAFETY AND HEALTH

2.10 COORDINATION OF SPACECRAFT USE OF GOVERNMENT

2.11 GOVERNMENT INSIGHT AND APPROVAL

2.12 ADJUSTMENTS TO PAYLOAD PROCESSING SCHEDULE (GOVERNMENT

AND CONTRACTOR DELAYS)

2.13 MILESTONE PAYMENTS, EVENTS AND COMPLETION CRITERIA

2.14 HANDLING AND PROTECTION OF RESTRICTED INFORMATION

2.15 NON-DISCLOSURE AGREEMENTS

2.16 LICENSES, PERMITS, AND INSURANCE FOR A PAYLOAD PROCESSING

FACILITY/OPERATOR

SECTION 3 – ATTACHMENT – FAR 52.212-5 CONTRACT TERMS AND CONDITIONS

REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS—COMMERCIAL

ITEMS (JAN 2021)

SECTION 4 – LIST OF DOCUMENTS, EXHIBITS, AND OTHER ATTACHMENTS

SECTION 5 – SOLICITATION PROVISIONS

5.1 FAR 52.252-1 SOLICITATION PROVISIONS INCORPORATED BY

REFERENCE (FEB 1998)

5.2 SOLICITATION PROVISIONS INCORPORATED BY REFERENCE (FEB

1998) 33

5.3 FAR 52.204-24 REPRESENTATION REGARDING CERTAIN

TELECOMMUNICATIONS AND VIDEO SURVEILLLANCE SERVICES OR

EQUIPMENT (OCT 2020)

5.5 FAR 52.209-7 INFORMATION REGARDING RESPONSIBILITY MATTERS

(OCT 2018)

5.6 FAR 52.204-26 COVERED TELECOMMUNICATIONS EQUIPMENT OR

SERVICES- REPRESENTATION (OCT 2020)

5.7 FAR 52.209-11 REPRESENTATION BY CORPORATIONS REGARDING

DELINQUENT TAX LIABILITY OR A FELONY CONVICTION UNDER ANY

FEDERAL LAW (FEB 2016)

5.8 FAR 52.209-12 CERTIFICATION REGARDING TAX MATTERS (OCT 2020)

5.9 FAR 52.212-3 OFFEROR REPRESENTATIONS AND CERTIFICATIONS—

COMMERCIAL ITEMS (FEB 2021) ALTERNATE I (OCT 2014)

SECTION 6—INSTRUCTIONS, CONDITIONS, AND NOTICES TO OFFERORS OR

RESPONDENTS

6.1 LISTING OF PROVISIONS INCORPORATED BY REFERENCE

6.2 PROVISIONS INCORPORATED VIA ADDENDUM TO FAR 52.212-1

6.2.1 TAILORED PARAGRAPHS IN 52.212-1

6.2.2 FAR 52.216-1 TYPE OF CONTRACT (APR 1984)

6.2.3 FAR 52.233-2 SERVICE OF PROTEST (SEP 2006)

6.2.4 NFS 1852.215-81 PROPOSAL PAGE LIMITATIONS. (APR 2015)

6.3 PROPOSAL DUE DATE

6.4 SUBMISSION INSTRUCTIONS FOR PROPOSALS - ELECTRONIC

SUBMISSION OF PROPOSALS – PROPOSAL MARKING AND DELIVERY

THROUGH NASA’S EFSS BOX (MAY 2021)

6.5 SUMMARY OF EXCEPTIONS

6.6 COMMUNICATIONS REGARDING THIS SOLICITATION

6.7 PROPOSAL CONTENT

6.7.1 VOLUME I, TECHNICAL/ MANAGEMENT CAPABILITY

6.7.2 VOLUME II, PRICE

6.7.3 VOLUME III, ADMINISTRATIVE VOLUME

6.8 PREA WARD SURVEY

SECTION 7—EVALUATION FACTORS FOR AWARD

7.1 FAR SUBPART 13.5 – SIMPLIFIED PROCEDURES FOR CERTAIN

COMMERCIAL ITEMS

7.2 FAR 52.212-2 EVALUATION—COMMERCIAL ITEMS (OCT 2014)

7.3 QUOTATION EVALUATION

7.3.1 TECHNICAL/MANAGEMENT CAPABILITY

7.3.2 PRICE

SECTION 1 – CONTINUATION OF SF 1449

1.1 TYPE OF CONTRACT

This is a firm-fixed price (FFP) purchase order for a Payload Processing Facility and associated services for the Joint Polar Satellite System-2 (JPSS-2).

1.2 SUPPLIES AND/OR SERVICES TO BE PROVIDED

The Contractor shall provide all resources (except as may be expressly stated in this contract as furnished by the Government) necessary to accomplish the work set forth in the contract line items indicated below in accordance with Attachment 1, Statement of Work and Attachment 2, JPSS-2 Preliminary Launch Service Support Plan (LSSP).

Commencement of cleanroom/airlock environmental data collection June 22, 2022 Initial Facility Occupancy (IFO) per proposed solution TBP* Launch Vehicle (LV) Hardware Arrival per proposed solution TBP* Spacecraft Hardware (SC) Arrival July 14, 2022 Move to Pad September 7, 2022 Launch Date September 30, 2022 Facility Departure October 5, 2022

* No Earlier Than 6/23/2022 and No Later Than 7/30/2022

TABLE 1 – PRODUCE UNIT PRICING

CLIN DESCRIPTION QTY TOTAL PRICE

1.0 BASE Payload Processing Services 1

1.1 As

Needed Extended Facility Occupancy (per week) * 1

∗ The Contracting Officer will provide written notice to the Contractor when extended facility occupancy (per week) is required.

1.3 PERIOD OF PERFORMANCE

The period of performance is date of contract award through October 5, 2022.

1.4 SCOPE OF WORK

The Contractor shall perform the requirements in accordance with Attachment 1, Statement of Work (SOW) and Attachment 2, LSSP.

1.5 PLACE OF PERFORMANCE

The place of performance will be at the Contractor’s facility on Vandenberg Space Force Base

(VSFB), CA.

SECTION 2 – ADDENDUM TO FAR 52.212-4, CONTRACT TERMS & CONDITIONS—

COMMERCIAL ITEMS

2.1 FAR 52.252-2—CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

Also, the full text of a clause may be accessed electronically at this/these address(es):

FAR: https://www.acquisition.gov NASA FAR Supplement (NFS): https://www.hq.nasa.gov/office/procurement/regs/NFS.pdf

(End of clause)

2.2 FAR 52.252-5 AUTHORIZED DEVIATIONS IN PROVISIONS (NOV 2020)

(a) The use in this solicitation of any Federal Acquisition Regulation (48 CFR Chapter 1) provision with an authorized deviation is indicated by the addition of "(DEVIATION)" after the date of the provision.

(b) The use in this solicitation of any NASA FAR Supplement (48 CFR Chapter 18) provision with an authorized deviation is indicated by the addition of "(DEVIATION)" after the name of the regulation.

(End of Clause)

2.3 LISTING OF CLAUSES INCORPORATED BY REFERENCE

I. FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1) CLAUSES:

FAR 52.202-1 DEFINITIONS ( 2020)

FAR 52.203-12 LIMITATIONS ON PAYMENTS TO INFLUENCE CERTAIN

FEDERAL TRANSACTIONS (JUN 2020)

FAR 52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE

(OCT 2018)

FAR 52.203-19 PROHIBITION ON REQUIRING CERTAIN INTERNAL

CONFIDENTIALITY AGREEMENTS OR STATEMENTS

(JAN 2017)

FAR 52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE

MAINTENANCE (AUG 2020)

FAR 52.204-19 INCORPORATION BY REFERENCE OF REPRESENTATIONS

AND CERTIFICATIONS (DEC 2014)

https://www.acquisition.gov/far/part-25 https://www.acquisition.gov/far/part-52

FAR 52.204-25 PROHIBITION ON CONTRACTING FOR CERTAIN

TELECOMMUNICATIONS AND VIDEO SURVEILLANCE

SERVICES OR EQUIPMENT (AUG 2020)

FAR 52.227-14 RIGHTS IN DATA—GENERAL (MAY 2014)

Alternate II (DEC 2007) Excerpt from paragraph (g)(3):

Limited Rights Notice (DEC 2007)

(a) These data are submitted with limited rights under Government

Contract No. TBD (and subcontract, if appropriate). These data may be reproduced and used by the Government with the express limitation that they will not, without written permission of the Contractor, be used for purposes of manufacture nor disclosed outside the Government; except that the Government may disclose these data outside the Government for the following purposes, if any; provided that the Government makes such disclosure subject to prohibition against further use and disclosure:

(i) Use (except for manufacture) by support service contractors.

(ii) Use (except for manufacture) by other contractors participating in the Government’s program of which the specific contract is a part.

FAR 52.232-39 UNENFORCEABILITY OF UNAUTHORIZED OBLIGATIONS

(JUN 2013)

FAR 52.242-13 BANKRUPTCY (JULY 1995)

FAR 52.242-15 STOP-WORK ORDER (AUG 1989)

FAR 52.246-25 LIMITATION OF LIABILITY-SERVICES (FEB 1997)

II. NASA FAR SUPPLEMENT (48 CFR CHAPTER 18) CLAUSES:

NFS 1852.203-71 REQUIREMENT TO INFORM EMPLOYEES OF

WHISTLEBLOWER RIGHTS (AUG 2014)

NFS 1852.215-84 OMBUDSMAN (NOV 2011)

NFS 1852.223-75 MAJOR BREACH OF SAFETY OR SECURITY (FEB 2002)

ALTERNATE I (FEB 2002)

NFS 1852.227-14 RIGHTS IN DATA-GENERAL (APR 2015)

NFS 1852.228-78 CROSS-WAIVER OF LIABILITY FOR SCIENCE OR SPACE

EXPLORATION ACTIVITIES UNRELATED TO THE

INTERNATIONAL SPACE STATION (OCT 2012)

NFS 1852.232-80 SUBMISSION OF VOUCHERS/INVOICES FOR PAYMENT

(APR 2018)

NFS 1852.237-73 RELEASE OF SENSITIVE INFORMATION (JUN 2005)

2.4 FAR 52.204-21 - BASIC SAFEGUARDING OF COVERED CONTRACTOR

INFORMATION SYSTEMS (JUN 2016)

(a) Definitions. As used in this clause–

Covered contractor information system means an information system that is owned or operated by a contractor that processes, stores, or transmits Federal contract information.

Federal contract information means information, not intended for public release, that is provided by or generated for the Government under a contract to develop or deliver a product or service to the Government, but not including information provided by the Government to the public (such as on public websites) or simple transactional information, such as necessary to process payments.

Information means any communication or representation of knowledge such as facts, data, or opinions, in any medium or form, including textual, numerical, graphic, cartographic, narrative, or audiovisual (Committee on National Security Systems Instruction (CNSSI) 4009).

Information system means a discrete set of information resources organized for the collection, processing, maintenance, use, sharing, dissemination, or disposition of information (44 U.S.C. 3502).

Safeguarding means measures or controls that are prescribed to protect information systems.

(b) Safeguarding requirements and procedures.

(1) The Contractor shall apply the following basic safeguarding requirements and procedures to protect covered contractor information systems. Requirements and procedures for basic safeguarding of covered contractor information systems shall include, at a minimum, the following security controls:

(i) Limit information system access to authorized users, processes acting on behalf of authorized users, or devices (including other information systems).

(ii) Limit information system access to the types of transactions and functions that authorized users are permitted to execute.

(iii) Verify and control/limit connections to and use of external information systems.

(iv) Control information posted or processed on publicly accessible information systems.

(v) Identify information system users, processes acting on behalf of users, or devices.

(vi) Authenticate (or verify) the identities of those users, processes, or devices, as a prerequisite to allowing access to organizational information systems.

(vii) Sanitize or destroy information system media containing Federal Contract

Information before disposal or release for reuse.

(viii) Limit physical access to organizational information systems, equipment, and the respective operating environments to authorized individuals.

(ix) Escort visitors and monitor visitor activity; maintain audit logs of physical access;

and control and manage physical access devices.

(x) Monitor, control, and protect organizational communications (i.e., information transmitted or received by organizational information systems) at the external boundaries and key internal boundaries of the information systems.

(xi) Implement subnetworks for publicly accessible system components that are physically or logically separated from internal networks.

(xii) Identify, report, and correct information and information system flaws in a timely manner.

(xiii) Provide protection from malicious code at appropriate locations within organizational information systems.

(xiv) Update malicious code protection mechanisms when new releases are available.

(xv) Perform periodic scans of the information system and real-time scans of files from external sources as files are downloaded, opened, or executed.

(2) Other requirements. This clause does not relieve the Contractor of any other specific safeguarding requirements specified by Federal agencies and departments relating to covered contractor information systems generally or other Federal safeguarding requirements for controlled unclassified information (CUI) as established by Executive Order 13556.

(c) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph

(c), in subcontracts under this contract (including subcontracts for the acquisition of commercial items, other than commercially available off-the-shelf items), in which the subcontractor may have Federal contract information residing in or transiting through its information system.

2.5 FAR 52.246-11 HIGHER-LEVEL CONTRACT QUALITY REQUIREMENT

(DEC 2014)

(a) The Contractor shall comply with the higher-level quality standard(s) listed below.

Title Number-Date Tailoring ANSI/ISO/ASQ Q9001-2015 None

(b) The Contractor shall include applicable requirements of the higher-level quality standard(s) listed in paragraph (a) of this clause and the requirement to flow down such standards, as applicable, to lower-tier subcontracts, in—

(1) Any subcontract for critical and complex items (see 46.203(b) and (c)); or

(2) When the technical requirements of a subcontract require—

(i) Control of such things as design, work operations, in-process control, testing, and inspection; or

(ii) Attention to such factors as organization, planning, work instruction, documentation control, and advanced metrology.

(End of Clause)

2.6 NFS 1852.225-70 - EXPORT LICENSES (FEB 2000)

(a) The Contractor shall comply with all U.S. export control laws and regulations, including the

International Traffic in Arms Regulations (ITAR), 22 CFR Parts 120 through 130, and the Export Administration Regulations (EAR), 15 CFR Parts 730 through 799, in the performance of this contract. In the absence of available license exemptions/exceptions, the Contractor shall be responsible for obtaining the appropriate licenses or other approvals, if required, for exports of hardware, technical data, and software, or for the provision of technical assistance.

(b) The Contractor shall be responsible for obtaining export licenses, if required, before utilizing foreign persons in the performance of this contract, including instances where the work is to be performed on-site at a NASA installation, where the foreign person will have access to export-controlled technical data or software.

(c) The Contractor shall be responsible for all regulatory record keeping requirements associated with the use of licenses and license exemptions/exceptions.

(d) The Contractor shall be responsible for ensuring that the provisions of this clause apply to its subcontractors.

(End of clause)

2.7 AUTHORIZED CHANGES

Changes will be handled in accordance with FAR 52.212-4, issued by the Contracting Officer and agreed to in writing by both parties. The Contracting Officer or his or her duly appointed representative(s) are the only individuals authorized to issue instructions to the Contractor in matters relating to this contract. The identification, scope of authority and duties of the Contracting Officer’s Representative (COR) shall be set forth in delegations issued by the Contracting Officer and copies of such delegations shall be furnished to the Contractor.

2.8 JOINT FACILITY OCCUPANCY

The Contractor shall provide dedicated and distinct processing space and control room space for the NASA spacecraft. If multiple operations are on-going in this facility, the Contractor shall ensure the following:

1. NASA communications (including voice, video, and data) are not impacted by other spacecraft communications, usage, and requirements;

2. NASA schedules are not impacted by other operations within the facility;

3. NASA cleanliness requirements shall not be compromised due to sharing of common air conditioning systems, access doors, etc.;

4. NASA Spacecraft, as well as NASA personnel, NASA contractors, representatives, and approved visitors, shall be physically safe from effects of other planned operations;

5. NASA operations shall have access to workspace without interference from other ongoing operations within the facility (e.g., paging and area warning system, use of facility power systems, personnel access, crane usage, facility lighting);

6. The Contractor shall ensure that there are no radio frequency (RF) or magnetic disturbances in the assigned work areas created by other facility occupants. The Contractor should be prepared to work with NASA Launch Services Program (LSP) and the Spacecraft Customer to establish other unique environments as required;

7. When hazardous operations are planned/anticipated, the Contractor shall coordinate with all parties/facility occupants to minimize schedule impacts; and,

8. The Contractor shall ensure that all personnel are notified regarding hazards from other occupants’ programs.

2.9 LSP SAFETY AND HEALTH

The Contractor is responsible for assuring that a high level of safety is maintained in facility operation and ground operations support of NASA missions in accordance with this contract and in accordance with NFS 1852.223-70, Safety and Health Measures and Mishap Reporting.

NASA and their spacecraft contractors will be responsible for safety of their personnel in the operations they perform. The Launch Service Contractor will be responsible for safety of Launch Service Contractor personnel in performing operations on launch vehicle hardware and integrated operations involving the spacecraft. The Contractor shall be responsible for the safety of their personnel and providing a safe operating facility and environment to all facility occupants.

The Contractor shall follow the AFSPCMAN 91-710 unless they have an existing agreement with the Air Force now known as Space Force to use a predecessor document. The Contractor shall maintain a safety and health plan in accordance with AFSPCMAN 91-710 requirements and continually update the safety and health plan for changes to safety requirements, new or modified hardware (both flight and GSE), or when deemed necessary by NASA.

The Contractor shall identify a Safety Representative to resolve safety and health issues in a manner consistent with Section 2.11, Government Insight and Approval, and Attachment 1, Statement of Work , Sections 2.4, Requirements Development and Implementation, and 3.2, NASA Insight and Approval. The Contractor shall be responsible for establishing and maintaining safety procedures and controls in compliance with all Federal, State, and local laws and regulations applicable to safety and health.

The Contractor shall support the payload safety review process and tailoring of the spacecraft safety requirements in accordance with NPR 8715.7, Expendable Launch Vehicle Payload Safety Program. The Contractor Safety representative will work with the Payload Safety Representative to assure that all parties involved in facility activities are cognizant of safety hazards and controls in the facility. The Contractor Safety Representative and Payload Safety Representative will perform coordination of safety aspects of operations and resolve safety and health issues during processing.

All accidents, mishaps, close calls or other incidents as defined by NASA shall be reported as required by NFS 1852.223-70, Safety and Health Measures and Mishap Reporting, to the

Contracting Officer, the LSP Safety Representative, and the Payload Safety Representative.

Reporting shall be in accordance with NPR 8621.1, NASA Procedural Requirements for Mishap and Close Call Reporting, Investigating, and Record Keeping, and the NASA Payload Safety organization requirements as identified in their Mission’s Systems Safety Program Plan. The Contractor shall enforce a building clear for non-essential NASA LSP personnel during all hypergolic propellant flow and wetted fluid line disconnect operations. The Contractor shall enforce this building clear for all such operations in the facility whether they are being performed by NASA or non-NASA personnel. Non-essential NASA LSP personnel entrance into the area clear shall only occur when propellant flow has stopped, and the system has been determined to be in a static and leak-free state.

The Contractor shall only waive this restriction for NASA LSP personnel when provided specific, written authorization from the NASA Contracting Officer or NASA Contracting Officer’s Representative (COR). This waiver may be delivered to the Contractor via email.

2.10 COORDINATION OF SPACECRAFT USE OF GOVERNMENT

PROPERTY, FACILITIES AND SERVICES

In support of the payload processing services ordered under this contract, the Contractor shall coordinate a spacecraft or Government customer request, and the Government may provide on a non-reimbursable basis, certain Government property, facilities, or services which are required in performance of this contract. The Contractor shall coordinate spacecraft or Government customer requests for such property, facilities, or services from the Government by contacting the appropriate NASA support contractor.

The Government makes no warranty whatsoever as to the suitability for use of any Government property, facilities or services provided pursuant to this clause. Any costs necessary to maintain, restore, refurbish, and/or replace any property or facilities made available to the spacecraft or Government customer under this contract, shall be negotiated by the parties.

Coordinating the use of NASA property, facilities or services for the spacecraft or Government customer does not relieve responsibility for full payload processing performance in accordance with this contract by the Contractor.

Pursuant to this clause, the Government will use reasonable efforts to provide the following property, facilities, or services as may be necessary to meet the requirements of spacecraft covered by this contract:

1. Provide engineering support services to assist the Contractor in supporting spacecraft and

Government customer requirements to maintain voice, Operational TV (OTV), and data links between VSFB/Building 836, and the Contractor’s facility, in addition to associated tuning and patching at the VSFB end.

2. Provide an access route and security escort support for flight and ground hardware transport operations associated with spacecraft covered by this contract between the Contractor’s facility and other facilities at VSFB. The access routes between the Contractor’s facility and other facilities at VSFB must allow clear passage for transport of payloads and containers as specified in the latest overweight/over dimensional permits owned by the Contractor. This permit information will be made available to NASA, and any route changes or modifications which affect the clear passage shall be negotiated with the Contractor before implementation.

3. Provide for Self-Contained Atmospheric Protective Ensemble (SCAPE) training for Spacecraft Customer and other personnel that are involved in NASA spacecraft operations at the Contractor’s facility covered by this contract.

4. Provide, on a case-by-case basis, storage, maintenance, filling, emptying, and transportation of hazardous hypergol containers used by the Spacecraft Customer and coordinated by the Contractor in processing spacecraft covered by this contract.

5. Provide access to aircraft loading and offloading areas at the VSFB airfield for the delivery of spacecraft covered by this contract and to be processed at the Contractor’s facility. Support will include liaison with aviation fuel suppliers for transport aircraft as required and to include transportation equipment and personnel as required for delivery of spacecraft and GSE.

6. Provide on a case-by-case basis calibration services, sampling and analysis, and nondestructive examination of Spacecraft Customer equipment and materials.

7. Provide on a case-by-case basis the high-pressure gas refilling activities for the Spacecraft Customer at the Contractor's facility with NASA-provided tube banks.

8. On a case-by-case basis, conduct RF surveys in support of spacecraft covered by this contract.

9. On a case-by-case basis, conduct surveys of hazardous sources of radiation (both ionizing and non-ionizing) and other services as may be required to support the processing of NASA’s nuclear payloads under Kennedy NASA Procedural Requirement (KNPR) 1860.1 –Kennedy Space Center Ionizing Radiation Protection Program.

2.11 GOVERNMENT INSIGHT AND APPROVAL

In addition to the rights the Government has under the inspection clauses of this contract provided at FAR 52.212-4(a), Inspection/Acceptance, the Government shall also have the right of insight and approval as specified in this clause. In order for the Government to ensure the highest practical probability of mission success for each payload processed through the Contractor’s facility, the Government must be provided an adequate level of insight into or approval of certain Contractor products, tasks, and milestones. The Contractor shall maintain all documentation requiring insight or approval at the Contractor’s facility. This includes insight into or approval of certain subcontractor tasks where some hands-on operations are performed (e.g. payload transportation).

The Government’s monitoring of payload processing facilities and services provided by the private sector has two elements: approval and insight. Government approval is defined as providing authority to proceed and/or formal acceptance of requirements, plans, designs, analyses, tests, or success criteria in specified areas. Where Government approval is required, the payload processing facility Contractor shall submit the necessary documentation to the Government Contracting Officer and copies to the Government COR.

Government insight is defined as gaining the requisite understanding necessary to knowledgeably concur/non-concur with the Contractor’s actions through appropriate interaction, watchful observation, documentation review, meeting attendance, reviews, tests, and compliance evaluations.

Where Government insight is required, the Contractor shall provide advance notification to the

Contracting Officer, COR, and Launch Site Integration Manager (LSIM) of meetings, reviews, or tests in sufficient time to permit meaningful Government participation in such events.

Should approval or insight identify noncompliance with the terms and conditions of the contract, a difference in interpretation of test results, or disagreement with the Contractor technical directions, the Government will take appropriate action under the terms of the contract to ensure contract compliance or resolve differences with the Contractor.

NASA shall have insight into, or approval of Contractor initiated changes that affect NASA missions, in accordance with Attachment 1, Statement of Work, Section 3.2, NASA Insight and Approval. This insight/approval shall be accommodated with no increase to the contract price.

Specific areas where the Government requires the right of approval and/or insight are listed in the following paragraphs. Additional requirements applicable to new and modified payload processing facilities and systems that have not been proven are defined in paragraph F.

A. PAYLOAD PRE-SHIP FACILITY INSPECTION

Approval is required for the following:

1. Certificate of Facility Readiness (COFR)

2. Selection of facilities and rooms to be provided for processing activities, and control rooms and office areas.

Insight is required for the following:

1. Facility and facility systems analyses, tests and configurations

2. Mission reviews, plans, and schedules

3. Major/Critical problems

4. Operations and maintenance procedures

5. Facility operating permits, licenses or other authorizing documents

6. Safety procedures and processes

B. EQUIPMENT/PAYLOAD OFFLOAD, TRANSPORT, AND DELIVERY

1. Offload and transport operation and procedure

2. Transportation route survey

Insight is required for the following:

1. Security escort, badging, and permit arrangements

2. Handling GSE

3. Safety procedures

C. PAYLOAD PROCESSING FACILITY AND SERVICES

1. Manifest Schedule (NASA missions only)

2. Sample analysis of propellants, gasses, and fluids

3. Payload Processing Facility cleanliness

4. Storage of GSE and flight hardware

1. Work schedules and plans (facility and facility systems)

2. Other tenants processing schedules

3. Major/critical problems

4. Anomaly resolution

5. Failure analysis

6. Operations and maintenance procedures

7. Maintenance history logs

8. Maintenance schedules

9. Storage, handling and sample analysis of propellants

10. Facility Security procedures

11. Facility Safety procedures

D. POST LAUNCH EQUIPMENT DEPARTURE

1. Handling of GSE

2. Facility and facility systems analysis and test

E. ANALYSIS AND INVESTIGATIONS AFFECTING NASA MISSIONS

1. Anomaly Investigation/Closeout

F. NEW AND MODIFIED PAYLOAD PROCESSING FACILITIES AND SYSTEMS

For the systems listed below, NASA will approve hardware design specifications, plans for analyses and tests of such hardware, and the suitability of the manufactured hardware for payload processing operations. This approval requires that NASA receive insight into design reviews, analyses and test results, and test procedures and operations for the following systems:

1. Cranes and other hardware handling equipment

2. Heating, Ventilating & Air Conditioning (HVAC) Systems

3. Communication Systems

4. Uninterruptible Power Supply (UPS)

5. Safety Systems (fire detection/suppression, toxic vapor monitoring, lightning protection, etc.)

Notwithstanding the insight and approvals set forth above, the Contractor assumes full payload processing facility system performance responsibility as set forth in Attachment 1, Statement of Work and Section 2.13 Milestone Payments, Events and Completion Criteria.

2.12 ADJUSTMENTS TO PAYLOAD PROCESSING SCHEDULE

(GOVERNMENT AND CONTRACTOR DELAYS)

(a) Definitions

The following definitions are applicable to this clause:

Launch Date (LD): The launch date as specified in the Section 1.2.

Initial Facility Occupancy (IFO) Date: The initial facility occupancy date as specified in the Section 1.2. This date reflects the initial arrival of spacecraft personnel or mission related personnel, hardware, equipment, or supplies at the facility. Early access to the facility prior to IFO is required to accommodate communications installation and checks. This access is limited to two weeks and will not count against the Occupancy Period.

Facility Departure Date: The date that all payload hardware and personnel vacate the facility as specified in the Section 1.2.

Occupancy Period: The period of time from the IFO date to the Facility Departure Date, plus any applicable grace period.

Delay: A Government or Contractor delay of either IFO date or the LD. A Delay will commence when the delaying party provides written notice specifying the duration of the delay.

Grace Period: An allowable period of time for delays of the LD (if notification of delay is made after initial facility occupancy date.) During the grace period, delay damages are waived. The total cumulative grace period used for any one mission cannot exceed 1 week.

(b) Schedule Adjustments

The Contractor shall be notified of Government delays in IFO and/or LD in a timely manner. Government delays declared after the first payment has been made and prior to IFO are subject to equitable adjustment with changes processed pursuant with FAR 52.212-4(c), Changes.

Government delays declared between IFO and Facility Departure Date will be subject to equitable adjustment to cover Contractor costs not otherwise included in the weekly extended facility occupancy rate which applies to delays extending the Occupancy Period plus grace period, if applicable. This rate shall be applied in weekly denominations only and shall be calculated in accordance with terms set forth in the contract.

Contractor delays shall be subject to equitable adjustment credits. Delays caused by the Contractor’s inability to support mission schedule requirements due to changes in other launch customer requirements, including other Government launch customers, will be considered Contractor delays and may result in the Government terminating this contract without penalty to the Government. Should the Contractor delay the IFO date and/or the scheduled facility departure date, the Contractor shall be liable for the delay costs incurred by the Government. Contractor liability for such delay costs shall not exceed the contracted value.

(c) No Fault

1. There shall be no postponement fees or equitable adjustment when the delay arises solely out of causes beyond the control of NASA or the Contractor, and not due to the fault or negligence of NASA or the Contractor. Such causes include, but are not limited to, the following:

Delays resulting from Acts of God, acts (including delay or failure) of any

Governmental authority other than the contracting agency, wars, riots, revolution, hijacking, strikes, freight embargoes, sabotage, epidemics, pandemics or any condition which jeopardizes the safety of the employees of the Government, the Contractor, or its subcontractors.

Should any of the above occur, the Contractor shall be responsible for taking reasonable steps to mitigate any impacts to the payload processing facility schedule. Further, each party agrees to bear its own costs for the delay with no increase to the contract price.

2. The Contracting Officer shall decide whether events or causes for delays are or are not beyond the control of NASA or the Contractor. Any disagreement shall be subject to the Disputes clause.

(d) Notice If the Contractor or the Government receives a Notice of Delay from the other party, the

Contractor or the Government shall, within three days of receipt, agree to the requested new IFO date and/or LD or propose an alternative. If the Government and the Contractor fail to agree on a new IFO date and/or LD, then the Contracting Officer shall set the new IFO date and/or LD except as noted in paragraph (e) below. Any disagreement shall be subject to the Disputes clause of this contract.

(e) Scheduling The Contractor will use its best efforts to accommodate and agree to the Government’s request for a new IFO date or LD. If the Contractor is unable to meet the Government’s request because of its other service obligations to third parties, the Contractor will consult with the Government and treat the Government’s request at least as favorably as the requests of third parties, in the Contractor’s attempt to reschedule the affected services in an equitable manner. In the event that commitments to other launch customers, including other Government customers, preclude the Contractor from meeting NASA mission requirements, the Government may terminate thi contract without penalty to the Government.

(f) Concurrent Delays

The parties agree that the liquidated damages and/or equitable adjustment specified in this contract for IFO and/or LD delays are not payable for concurrent delays by NASA and the Contractor.

2.13 MILESTONE PAYMENTS, EVENTS AND COMPLETION CRITERIA

The following dates* are significant for planning of the JPSS-2 occupancy:

• Commencement of cleanroom/airlock environmental data collection: June 22, 2022

• Initial Facility Occupancy: TBP

• LV Hardware Arrival Date TBP

• SC Hardware Arrival Date: July 14, 20222

• Move to Pad Date: September 7, 2022

• Launch Date: September 30, 2022

• Facility Departure Date: October 5, 2022

*Dates shall coincide with Section 1.2, Supplies and/or Services to be Provided. If in conflict, Section 1.2 will supersede the dates shown above.

A. DEFINITION

For purposes of this clause, the definition of “successful” means the Contracting Officer has determined that the Contractor has fully met all of the assigned milestones and required tasks in a timely manner.

B. PURPOSE AND AUTHORITY

The Contracting Officer will determine the performance price based upon evaluation of the Contractor’s performance at each milestone. This determination will be based upon the success criteria defined in part C of this Section and data input from the Spacecraft Customer and the COR.

C. PROCEDURES

The Contracting Officer will authorize payment based upon how well the Contractor completes five predefined milestones. Milestones one through four will have fixed percentage payments of the price, and the Contractor’s performance will be assessed, but the percentage will not be changed.

Upon Contracting Officer authorization of each milestone payment, the Contractor shall submit an invoice in accordance with Section 2.3, NFS 1852.232-80 Submission of Vouchers/Invoices for Payment (APR 2018). The Contracting Officer may defer payment at any milestone when the Contractor has failed to meet the requirements of the milestone. The payment will only be deferred until that time when all requirements have been met. Milestone five will have a maximum percentage payment, based upon the initial price, which may be reduced based on the Contractor’s performance on milestones one through five. The five milestones, associated criteria, and percentages are defined as follows:

# Title Payment Percentage Payment 1 Contract Award 10% TBP 2 Certificate of Facility Readiness 25% TBP 3 Initial Facility Occupancy 15% TBP 4 Spacecraft Processing Period 30% TBP

5 Facility Departure 20% TBP

1. Contract Award

The Government will send an award to the Contractor. The Contractor shall provide a Letter of Confirmation agreeing to the proposed processing schedule not more than 15 calendar days after receipt of the award. Upon receipt of the Letter of Confirmation, the Contracting Officer will authorize the milestone payment.

2. The Certificate of Facility Readiness (COFR)

The Contractor is responsible for submittal of the COFR not later than 45 days prior to initial facility occupancy. The Government will provide approval/ disapproval not later than 30 days prior to initial facility occupancy. The approval will involve random inspection of system back-up documentation used in the preparation of the COFR and may include an inspection or walkthrough of the facility, by the COR or a designee. As a minimum, the COFR shall:

(i) Identify all systems by name

(ii) Identify each system as critical/non-critical

(iii) Provide a brief description of status and readiness of the facility and each facility system

(iv) Provide a copy of the certification for each system’s proofload, calibration, compliance, or inspection

(v) Provide supporting documentation for each system

(vi) Provide a summary of facility modifications implemented since last NASA usage

(vii) Include an Open Items, Issues and Concerns Section with associated correction plan and date

(viii) Include an Exception, Waivers, and Deviation Section

(ix) Provide a Safety Statement of Readiness

Upon approval of the COFR, the Contracting Officer will authorize the milestone payment.

3. Initial Facility Occupancy

The Contractor shall have provided the necessary equipment and personnel to transport the spacecraft and GSE from the arrival point to the inside of the PPF without incident. The Contractor shall comply with all DRL requirements. In addition, all facility services and systems shall be in place and ready to support Spacecraft Customer activities. This shall include but not be limited to:

(i) Proof that operational systems (communications, television, RF, etc.) are validated and ready to support

(ii) Proof the administrative systems (desks, telephones, Local Area Network (LAN), Facsimile (Fax) machines, copiers, etc.) are ready for use

(iii) Proof the facility systems (power, gases, compressed air) are in place to support the payload and associated GSE

(iv) Proof that cleanroom specifications are met and being maintained

Upon completion of this activity, the Contracting Officer will authorize the milestone payment.

4. Spacecraft Processing Period

The Contractor shall demonstrate that all facility systems have met the Government’s minimum requirements as defined in the SOW, all necessary support services and materials have been provided in a timely manner, and any facility system failures or deficiencies have been corrected without causing delay to the processing schedule or impact to flight hardware. When the spacecraft departs the facility, the Contracting Officer will authorize the milestone payment.

5. Facility Departure

The Contractor shall have demonstrated that all facility systems have met the Government’s minimum requirements as defined in the SOW, all necessary support services and materials required at the PPF have been provided in a timely manner during the pad processing and launch periods, and any facility system failures or deficiencies have been corrected without causing delay to the processing or launch schedule. The Contractor shall have provided the necessary equipment and personnel to load and transport the GSE and payload (if required) from the PPF to the departure point without incident. When all mission-related hardware, equipment, and supplies have departed the facility, the Contracting Officer will authorize the milestone payment of up to (or percentage thereof) as defined by the table in Section D, and any increase/decrease due to contract modification.

D. PERFORMANCE PRICE

In the event the Contracting Officer determines that the Contractor has had less than successful performance ratings on any of the five milestones, the Contracting Officer may reduce payment of milestone five based on the following schedule:

Milestone Number Reduction of Payment 1 N/A 2 Up to 5 percent of contract price at the time of milestone payment 3 Up to 3 percent of contract price at the time of milestone payment 4 Up to 6 percent of contract price at the time of milestone payment 5 Up to 4 percent of contract price at the time of milestone payment

The total reduction of total payments will not exceed 10% of the total contract price.

E. DETERMINATION OF MILESTONE PAYMENT

The Contracting Officer's determination under this clause is final and not subject to the Disputes clause of this contract. The following procedures will be used to determine each earned milestone payment.

1. An initial decision of the milestone payment percentage earned by the Contractor will be made by the Government within five working days (goal) after the Facility Departure Date.

Verbal and/or written reports of the Customers as well as the verbal and/or written reports of the Contractor will be considered.

2. The Government will make an initial decision of the earned milestone payment and discuss the decision with the Contractor. The Government will send a written initial decision to the Contractor which will briefly outline the Contractor’s performance on each milestone. Any less than successful performance ratings will be fully documented.

3. In the event the Contractor disagrees with the initial decision, the Contractor may, within seven workdays (requirement), notify the Contracting Officer in writing (email is acceptable) of the Contractor’s rationale for disagreement with the initial decision. The Contractor will send a copy of the rationale to the Director of the Procurement Office and the Program Manager of the Launch Services Program at Kennedy Space Center.

4. Within five work days (goal) of receipt of the Contractor’s rationale, the Contracting Officer will consider the initial decision, the Contractor’s rationale, and any other facts or discussions with the COR, the Payload Customer, the Contractor, and Program Manager of the Launch Services Program at Kennedy Space Center, if applicable, and make a determination of the milestone payment earned by the Contractor. The Contractor shall have no right of appeal of the Contracting Officer's determination.

5. The Contracting Officer will issue a letter to the contractor within one working day (goal) of the determination of milestone payment.

2.14 HANDLING AND PROTECTION OF RESTRICTED INFORMATION

(i) Definition. “Restricted information,” as used in this clause, means recorded information, regardless of form or the media on which it may be recorded, the use and dissemination of which is restricted, and includes:

(1) Limited rights data;

(2) Restricted computer software;

(3) Information incidental to contract administration, such as financial, administrative, cost or pricing, or management information that embody trade secrets or are commercial or financial and confidential or privileged; and,

(4) Information designated by NASA as Sensitive but Unclassified (SBU).

(ii) Restrictions on use and disclosure of restricted information. With regard to any restricted information to which the Contractor is given access in performance of this contract that is either marked with a restrictive legend indicating that use and disclosure of the information is restricted or is specifically identified in this contract or in writing by the Contracting Officer as being subject to this clause, the Contractor agrees to:

(1) Use such restricted information only for the purposes of performing the services specified in this contract, and not appropriate the restricted information to its own or another’s use;

(2) Safeguard the restricted information from unauthorized use and disclosure;

(3) Allow access to the restricted information only to those employees and subcontractors that need it to perform services under this contract;

(4) Preclude access and disclosure of the restricted information to persons and entities outside of the Contractor’s or its subcontractor’s organization(s);

(5) Inform employees who may require access to the restricted information about obligations to use it only to perform the services specified in this contract and to safeguard it from unauthorized use and disclosure;

(6) Require that each employee that has access to restricted information complies with the obligations regarding restricted information included in this clause; and

(7) Return or dispose of the restricted information, as NASA may direct, when the restricted information is no longer needed for performance of work under this contract.

(iii) Exceptions.

(1) The obligations and prohibitions of paragraph (b) do not apply to restricted information which the Contractor can demonstrate to the Contracting Officer—

i. Was publicly available at the time of receipt by the Contractor or thereafter becomes publicly available without breach of this contract;

ii. Was known to, in the possession of, or developed by or for the Contractor independently of the restricted information received from the Government and such knowledge, possession, or independent development can be shown;

iii. Was received by the Contractor from a party other than the owner of the restricted information, who has the authority to release the restricted information and did not require the Contractor to hold it in confidence; or

iv. Is released to or becomes available to a third party on an unrestricted basis from the owner of the restricted information, someone acting under the owner’s control, or with the prior written approval of the owner.

(2) Under a valid order of a court or Government agency, the Contractor may release restricted information to which the Contractor is given access in performance of this contract, provided that the Contractor provides prior written notice to the owner of the restricted information of such obligation and the opportunity to oppose such disclosure. The Contractor shall provide a copy of the notice to the Contracting Officer.

(iv) In the event that restricted information provided to the Contractor includes a restrictive legend that the Contractor deems to be ambiguous or unauthorized, the Contractor must notify the Contracting Officer of such condition in writing within 5 working days of receipt of the information.