80JSC020R0031 - Model Contract Amendment 2.docx

80JSC020R0031

I-17 Table of Content

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

CONTRACT TYPE

The Orion Main Engine (OME) is a single-award Indefinite-Delivery, Indefinite-Quantity (IDIQ) contract with the ability to issue Firm-Fixed-Price (FFP) orders. The Government may issue FFP IDIQ orders, in accordance with the procedures set forth in Section B and Section I.

(End of clause)

1852.216-78 FIRM FIXED PRICE (DEC 1988)

The total firm fixed price of this contract is the amount shown in Table B.1, Summary of Supplies/Services to be Provided.

(End of clause)

SUPPLIES AND/OR SERVICES TO BE PROVIDED / ITEMS ISSUED

The Contractor shall provide all resources necessary to deliver and/or perform the requirements of the contract in accordance with the following table and per Attachment J-1, Performance Work Statement, except for resources provided by the Government listed in Section H clause GOVERNMENT FURNISHED SERVICES AND DATA.

Table B.1 Summary of Supplies/Services to Be Provided

Total:

CLIN: Contract Line Item Number/OFI: Offeror Fill-In/TBD: To Be Determined

(End of Clause)

CLIN 0001 OME CERTIFICATION

The OME Certification under CLIN 0001 is complete when NASA provides acceptance for Certification Milestone 4, Design Certification Review (DCR), in accordance with documents identified Attachment J-1, Performance Work Statement.

CLIN 0001A Baseline Certification

OME Baseline Certification No later than September 15, 2024

PRICE ($)

OFI

CLIN 0001B Accelerated Certification

OME Accelerated Certification No later than June 30, 2024

PRICE ($)

OFI

CLIN 0002 OME PRODUCTION

In accordance with the clauses set forth in the contract, the Contracting Officer may order the OME through issuance of FFP delivery orders. The following table represents the FFP ordering structure to be utilized for ordering OME production on a FFP basis, based on the contract year (CY) in which the order is issued. For the purposes of these tables, one OME unit is defined as completing the requirements of Attachment J-1, Performance Work Statement. The values shown in the Unit Price Based on Ordering Quantity” column represent the total price of the order, including quantity discounts, for ordering multiple engines in a Delivery Order that the respective contract year.

CLIN 0002A Baseline Production

CLIN 0002A Baseline Production will be utilized in conjunction with CLIN 0001A Baseline Certification to meet the baseline delivery need date no later than January 31, 2025.

CY

CY

CY

CY

CY

CY

CY

CY

CY

CY

CLIN 0002B ACCELERATED PRODUCTION

CLIN 0002B Accelerated Production will be utilized in conjunction with CLIN 0001B Accelerated Certification to meet the accelerated delivery need date no later than September 30, 2024.

CY

CY

CY

CY

CY

CY

CY

CY

CY

CY

CLIN 0003 SPECIAL TASKS AND STUDIES

In accordance with Attachment J-1, Performance Work Statement, the task ordering procedures and other terms and conditions in the contract, the Contractor shall perform special studies, test and analyses, as initiated by the Contracting Officer. IDIQ tasks may include performing technical, cost, schedule and risk assessments for potential new requirements or changes to existing requirements, as identified by the Government, for their impact on the Contractor’s design, schedule, and price as it relates to OME or life cycle activities; performing additional analyses, modeling, and/or tests of hardware to provide further confidence and understanding of robustness of design and advance planning, feasibility or trade studies for development or certification activities. These IDIQ tasks do not contain any tasks included in CLIN 0001 and CLIN 0002. The Contractor shall utilize the fully burdened labor rates shown in CLIN 0003, Special Tasks and Studies for the year in which the work is to be accomplished, when proposing to a Government Request for Task Order Proposal.

Table B.2 Special Tasks and Studies Standard Labor Categories

STANDARD LABOR CATEGORY

(SLC)

CY

CY

CY

CY

CY

CY

CY

CY

CY

CY

CY

CLIN 0004 OME STORAGE

In accordance with Attachment J-1, Performance Work Statement, the task ordering procedures and other terms and conditions in the contract, the Contractor shall provide a bonded storage facility in accordance with SAE AS9100, Quality Management Systems – Requirements for Aviation, Space, and Defense Organizations, as initiated by written direction from the Contracting Officer.

Bonded storage facility space under CLIN 0004 will be procured via a FFP task order. No later than 30 calendar days prior to Milestone 2, Pre-Ship Hardware Acceptance Review, NASA will notify the contractor if storage is required. NASA reserves the right to determine, on an as needed basis, if there is a need for the OME(s) to be stored. If it is determined that additional days are required to store the OME prior to DD Form 250 date, the appropriate contract year storage price per day will be multiplied by the number of days of storage needed times the number of engines. A subsequent amendment to the FFP task order will be executed.

CY

CY

CY

CY

CY

CY

CY

JSC 52.216-90 IDIQ MINIMUM AND MAXIMUM ORDERING LIMITS (NOV 2018)

In accordance with FAR 52.216-22, Indefinite Quantity, the contract guaranteed minimum amount* to be ordered under this contract is the total price of certification and four engines $OFI.

The contract Not to Exceed (NTE) amount* which may be ordered under this contract is the total price of $600,000,000, which includes OME Certification (CLIN 0001) + OME Production of 20 engines (CLIN 0002) + Special Tasks and Studies (CLIN 0003) + OME Storage (CLIN 0004)

The Government is not obligated to order more than the minimum specified but may order up to the NTE amount. The Contractor is obligated to fulfill orders issued, up to the NTE amount within the limits specified in FAR 52.216-19 Order Limitations.

* These values are based on price.

(End of clause)

SECTION C – PERFORMANCE WORK STATEMENT (PWS)

This Performance Work Statement (PWS) and all exhibits and documents attached or referenced herein define the NASA requirements for the Contractor to provide the Orion Main Engine (OME) that will replace the Orion Multi-Purpose Crew Vehicle (MPCV) Orbital Maneuvering System-Engine (OMS-E) that has been repurposed to support the Orion spacecraft on Artemis I through Artemis V. The Contractor shall design the OME to comply with the existing OMS-E functional, performance, and interface requirements of the Orion spacecraft primary power and propulsion component, the European Service Module (ESM). The OME functional, performance, and interface requirements are in MPCV 72634, Orion MPCV Program OME Project Technical Requirements Specification.

The OME shall be designed, developed, built, and certified for flight consistent with NASA and Orion/ESM program design, construction, workmanship, qualification standards, and other technical and programmatic requirements associated with human rating considerations. This includes configuration management, reliability analysis, and safety assessment processes as outlined in the PWS, Attachment J-1.

NASA will provide access to OMS-E non-proprietary drawings for components associated with OME to support fulfillment of this PWS as defined in the clause entitled USE OF GOVERNMENT PROPERTY, FACILITIES, ASSETS, OR SERVICES. The Contractor shall perform all tasks necessary to ensure the delivery of safe reliable engines in conformance with the following requirements specification and attachments.

MPCV 72634, Orion Multi-Purpose Crew Vehicle (MPCV) Program OME Project Technical Requirements Specification Attachment J-1, Performance Work Statement Attachment J-2, Data Procurement Document Attachment J-3, Applicable, Meet the Intent, Informational, and Tailored Documents

The contract will allow for ordering engines for other NASA Exploration Programs at other NASA centers.

SECTION D - PACKAGING AND MARKING

1852.211-70 PACKAGING, HANDLING, AND TRANSPORTATION (SEP 2005)

SECTION E - INSPECTION AND ACCEPTANCE

52.246-2 INSPECTION OF SUPPLIES--FIXED-PRICE (AUG 1996)

52.246-4 INSPECTION OF SERVICES--FIXED-PRICE (AUG 1996)

52.246-7 INSPECTION OF RESEARCH AND DEVELOPMENT—FIXED-PRICE (AUG 1996)

52.246-16 RESPONSIBILITY FOR SUPPLIES (APR 1984)

52.246-11 HIGHER-LEVEL CONTRACT QUALITY REQUIREMENT (DEC 2014)

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

(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 instructions, documentation control, and advanced metrology.

(End of clause)

1852.246-73 HUMAN SPACE FLIGHT ITEM (MAR 1997)

1852.246-72 MATERIAL INSPECTION AND RECEIVING REPORT (APR 2015)

(a) At the time of each delivery to the Government under this contract, the Contractor shall prepare and furnish a Material Inspection and Receiving Report (DD Form 250 series). The form(s) shall be prepared and distributed as follows:

1 COPY - CENTER INDUSTRIAL PROPERTY OFFICER (MAIL CODE: JB)

1 COPY - FINANCE PROPERTY ACCOUNTING (MAIL CODE: LF3)

1 COPY - CONTRACTING OFFICERS REPRESENTATIVE (MAIL CODE: GC)

(b) The Contractor shall prepare the DD Form 250 in accordance with NASA FAR Supplement 1846.6. The Contractor shall enclose the copies of the DD Form 250 in the package or seal them in a waterproof envelope, which shall be securely attached to the exterior of the package in the most protected location.

(c) When more than one package is involved in a shipment, the Contractor shall list on the DD Form 250, as additional information, the quantity of packages and the package numbers. The Contractor shall forward the DD Form 250 with the lowest numbered package of the shipment and print the words “CONTAINS DD Form 250” on the package.

(End of clause)

SAE AS9100

The Contractor shall have a quality program that complies with International Organization for Standardization document SAE AS9100, Quality Management Systems – Requirements for Aviation, Space and Defense Organizations at contract award.

If after contract award the Contractor changes registrars, loses its SAE AS9100 registration status, or is put on notice of losing its registration status, the Contractor shall notify the Contracting Officer within three days of receiving such notice from its registrar. The Contractor shall coordinate with any Certification Registrars or Databases or Certifying Organizations to allow NASA access to certification documentation and audit information pertinent to this contract.

(End of clause)

SECTION F - DELIVERIES OR PERFORMANCE

52.242-15 STOP-WORK ORDER (AUG 1989)

52.242-17 GOVERNMENT DELAY OF WORK (APR 1984)

52.247-34 F.O.B. DESTINATION (NOV 1991)

1852.247-72 ADVANCE NOTICE OF SHIPMENT (OCT 1988)

Thirty (30) work days prior to shipping item(s): Orion Main Engine (OME) and associated support hardware and equipment, the Contractor shall furnish the anticipated shipment date, bill of lading number (if applicable), and carrier identity to the NASA OME Project Manager, Contracting Officer Representative, and to the Contracting Officer.

(End of clause)

JSC 52.247-95 FLIGHT ITEM (AUG 2005)

Block 16 of each Department of Defense Form 250 prepared for flight hardware, or related equipment to be shipped under this contract, must be annotated as follows in 1/4-inch letters or larger by hand printing or rubber stamp:

“THIS IS A FLIGHT ITEM” OR “THIS IS MISSION ESSENTIAL GROUND SUPPORT EQUIPMENT,” as applicable.

SHIPPING INSTRUCTIONS

All documentation and hardware to be shipped to JSC shall be shipped as identified below:

Parcel Post Shipments and Freight Shipments:

All hardware shipped to:

Airbus Defence and Space Airbus Allee 1 28199 Bremen Germany

OR

NASA – Marshall Space Flight Center Bldg 4361

MSFC, AL 35812

(End of clause)

DELIVERABLES

The Contractor shall make all deliverables as described in the Performance Work Statement, issued orders, Attachment J-2, Data Procurement Document, and the terms and conditions of this contract.

SECTION G - CONTRACT ADMINISTRATION DATA

1852.227-70 NEW TECHNOLOGY—OTHER THAN A SMALL BUSINESS FIRM OR NONPROFIT ORGANIZATION (APR 2015)

1852.227-72 DESIGNATION OF NEW TECHNOLOGY REPRESENTATIVE AND PATENT REPRESENTATIVE (APR 2015)

1852.227-85 INVENTION REPORTING AND RIGHTS—FOREIGN (APR 2015)

1852.232-80 SUBMISSION OF VOUCHERS/INVOICES FOR PAYMENT (APR 2018)

(a) The designated payment office is the NASA Shared Services Center (NSSC) located at FMD Accounts Payable, Bldg. 1111, Jerry Hlass Road, Stennis Space Center, MS 39529.

(b) Except for classified vouchers, the Contractor shall submit all vouchers and invoices using the steps described at NSSC’s Vendor Payment information web site at: https://www.nssc.nasa.gov/vendorpayment. Please contact the NSSC Customer Contact Center at 1-877-NSSC123 (1-877-677-2123) with any additional questions or comments.

(c) Payment requests.

(1) The payment periods are stipulated in the payment clause(s) contained in this contract.

(2) Vouchers submitted under cost type contracts and invoices submitted under fixed-price contracts shall include the items delineated in FAR 32.905(b) supported by relevant back-up documentation. Back-up documentation shall include at a minimum, the following information:

(i) Vouchers.

(A) Breakdown of billed labor costs and associated Contractor generated supporting documentation for billed direct labor costs to include rates used and number of hours incurred.

(B) Breakdown of billed other direct costs (ODCs) and associated Contractor generated supporting documentation for billed ODCs.

(C) Indirect rate(s) used to calculate the amount of billed indirect expenses.

(D) Progress reports, as required.

(ii) Invoices.

(A) Description of goods and services delivered as part of the contract’s terms and conditions, including the dates of delivery/performance.

(B) Progress reports, as required.

(C) Date goods and services were performed.

(iii) Fee vouchers.

(A) Listing of all provisionally-billed fee by period or date earned since contract award.

(B) A reconciliation of all billed and earned fee.

(C) A clear explanation of the fee calculations.

(d) Non-electronic payment requests. The Contractor may submit a non-electronic voucher/invoice using the steps for non-electronic payment requests described at https://www.nssc.nasa.gov/vendorpayment, when any of the following conditions are met:

(1) The Contracting Officer administering the contract for payment has determined, in writing, that electronic submission would be unduly burdensome to the Contractor.

(2) The contract includes provisions allowing the Contractor to submit vouchers or invoices using the steps for non-electronic payment. In such instances the Contractor agrees to submit non-electronic payment requests using the method or methods specified in Section G of the contract.

(e) Improper vouchers/invoices. The NSSC Payment Office will notify the Contractor of any apparent error, defect, or impropriety in a voucher/invoice within seven calendar days of receipt by the NSSC Payment Office. Inquiries regarding requests for payment should be directed to the NSSC as specified in paragraph (b) of this section.

(f) Other payment clauses. In addition to the requirements of this clause, the Contractor shall meet the requirements of the appropriate payment clauses in this contract when submitting payment requests.

(g) In the event that amounts are withheld from payment in accordance with provisions of this contract, a separate payment request for the amount withheld will be required before payment for that amount may be made.

1852.245-82 OCCUPANCY MANAGEMENT REQUIREMENTS (SEP 2017)

(a) In addition to the requirements of the clause at FAR 52.245-1, Government Property, as included in this contract, the Contractor shall comply with the following in performance of work in and around Government real property:

NPD 8800.14, Policy for Real Estate Management.

NPR 8831.2, Facilities Maintenance and Operations Management.

(b) The Contractor shall obtain the written approval of the Contracting Officer before installing or removing Contractor-owned property onto or into any Government real property or when movement of Contractor-owned property may damage or destroy Government-owned property. The Contractor shall restore damaged property to its original condition at the Contractor’s expense.

(c) The Contractor shall not acquire, construct or install any fixed improvement or structural alterations in Government buildings or other real property without the advance, written approval of the Contracting Officer. Fixed improvement or structural alterations, as used herein, means any alteration or improvement in the nature of the building or other real property that, after completion, cannot be removed without substantial loss of value or damage to the premises. Title to such property shall vest in the Government.

(d) The Contractor shall report any real property or any portion thereof when it is no longer required for performance under the contract, as directed by the Contracting Officer.

52.204-92 NASA SECURITY PROGRAM AND IDENTIFICATION OF EMPLOYEES. (AUG 2018) (JSC PROCUREMENT INSTRUCTION)

(a) The contractor shall adhere to Center and Agency-wide program policy and guidance for security operations and the Contractor shall comply with the following:

• NPR 1600.1, NASA Security Program Procedural Requirements

• NPD 1600.9, NASA Insider Threat Program

• NPD 1600.3, Policy on Prevention of and Response to Workplace Violence

• NPR 1600.3, Personnel Security

• NPR 1600.4, Identity and Credential Management.

(b) For any contract requiring a Facility Clearance Level (FCL) for access to Classified National Security Information (CNSI), the contractor shall adhere to the Agency-wide program policy and guidance related to the protection of CNSI by complying with the following:

• NPR 1600.2, NASA Classified National Security Information

(c) For any contract requiring an FCL for access to CNSI and requiring access to Communications Security (COMSEC) equipment, the contractor shall adhere to the Agency-wide program policy and guidance related to the protection of COMSEC equipment by complying with the following:

• NPR 1600.6, Communications Security (COMSEC) (NPR 1600.6 is a protected document that can be obtained by contractors that have a need-to-know. The JSC point of contact is the JSC COMSEC Account Manager (CAM)).

(d) At all times while on NASA property, the contractor, subcontractors, their employees, and agents shall wear NASA issued credentials. NASA credentials will be issued in accordance with NPR 1600.4, Identity and Credential Management. The employee’s Facility Security Officer (FSO) and/or Designated Official (DO) will submit an identity request for temporary (between 29 and 179 days) or permanent (greater than 180 days) credentials within the NASA Identity and Access Management (IdMAX) system.

(e) Credentials will be issued at the following locations:

• NASA Badging & Visitor Control Office, located in Building 110 at the Johnson Space Center (JSC) 6:00 a.m. to 5:30 p.m. Monday through Friday excluding holidays

• Sonny Carter Training Facility (SCTF) 7:00 a.m. to 3:30 p.m. Monday through Friday excluding holidays

• Ellington Field (EFD), Building 265, 7:00 a.m. to 11:00 a.m. Monday through Friday excluding holidays

• White Sands Test Facility (WSTF), Protective Services Office Building (PSOB), Building 108, Monday through Friday from 7:00 a.m. to 4:00 p.m. excluding holidays and off every other Friday due to 9/80 hour scheduling. WSTF visitor credentials will be issued on a 7-day-a-week, 24-hour-a-day basis.

(f) FSO or DO needing identity requester rights, must complete the following training in SATERN: Personal Identity Verification (PIV) – ICAM Overview and PIV – Requester Module. After completion of the training, the FSO/DO will request the following rights in NAMS: Agency ICAM Infrastructure; with the Identity Requestor role. Last, submit a JSC Form (JF) 200, NASA JSC Agreement Maintenance Card to be added as a Requester for the contract/agreement of responsibility. This will allow the contractor to have identity requestor privileges within IdMAX.

(g) For temporary credential requests, the FSO/DO will submit the credential request within IdMAX and instruct the employee to visit a JSC Badging Office to complete the enrollment process for the temporary credential. The employee will need to present two forms of matching I-9 identification documents to process a temporary credential. The list of acceptable I-9 documents can be found on the U.S. Citizenship and Immigration Services (USCIS) website located at www.uscis.gov.

(h) For permanent credential requests, the FSO/DO will submit a JF 1805, Non-NASA Employee Security Information, no later than noon on the Wednesday prior to the employee’s start date. The FSO/DO will notify the employee of the date/time for the background investigation processing, in accordance with NPR 1600.3, at the JSC Security Office eQIP lab, if required. The FSO/DO will provide the employee with the necessary forms to complete prior to the eQIP lab appointment. Employees will present two forms of matching I-9 identification documents to process a permanent credential. Employees will receive a temporary 30-day credential or Interim Agency Smart Badge until the PIV credential arrives at the JSC Badging Office. When the PIV credential arrives, the employee or FSO/DO will receive an email notification for credential pickup at the JSC Badging Office.

(i) The contractor shall be held accountable for issued credentials, keys, and other items. The contractor must assure credentials (returned to JSC Badging Office) and keys (returned to JSC Locksmith Office) are returned upon completion of work under the contract in accordance with the procedures listed on JF 760, JSC Contractor Termination and Return for Future Use Checklist.

SECTION H - SPECIAL CONTRACT REQUIREMENTS

52.236-13 ACCIDENT PREVENTION (NOV 1991) ALTERNATE I (NOV 1991)

(a) The Contractor shall provide and maintain work environments and procedures which will

(1) Safeguard the public and Government personnel, property, materials, supplies, and equipment exposed to Contractor operations and activities;

(2) Avoid interruptions of Government operations and delays in project completion dates; and

(3) Control costs in the performance of this contract.

(b) For these purposes on contracts for construction or dismantling, demolition, or removal of improvements, the Contractor shall—

(1) Provide appropriate safety barricades, signs, and signal lights;

(2) Comply with the standards issued by the Secretary of Labor at 29 CFR part 1926 and 29 CFR part 1910; and

(3) Ensure that any additional measures the Contracting Officer determines to be reasonably necessary for the purposes are taken.

(c) If this contract is for construction or dismantling, demolition or removal of improvements with any Department of Defense agency or component, the Contractor shall comply with all pertinent provisions of the latest version of U.S. Army Corps of Engineers Safety and Health Requirements Manual, EM 385-1-1, in effect on the date of the solicitation.

(d) Whenever the Contracting Officer becomes aware of any noncompliance with these requirements or any condition which poses a serious or imminent danger to the health or safety of the public or Government personnel, the Contracting Officer shall notify the Contractor orally, with written confirmation, and request immediate initiation of corrective action. This notice, when delivered to the Contractor or the Contractor’s representative at the work site, shall be deemed sufficient notice of the noncompliance and that corrective action is required. After receiving the notice, the Contractor shall immediately take corrective action. If the Contractor fails or refuses to promptly take corrective action, the Contracting Officer may issue an order stopping all or part of the work until satisfactory corrective action has been taken. The Contractor shall not be entitled to any equitable adjustment of the contract price or extension of the performance schedule on any stop work order issued under this clause.

(e) The Contractor shall insert this clause, including this paragraph (e), with appropriate changes in the designation of the parties, in subcontracts.

(f) Before commencing the work, the Contractor shall—

(1) Submit a written proposed plan for implementing this clause. The plan shall include an analysis of the significant hazards to life, limb, and property inherent in contract work performance and a plan for controlling these hazards; and

(2) Meet with representatives of the Contracting Officer to discuss and develop a mutual understanding relative to administration of the overall safety program.

(End of clause)

1852.223-70 SAFETY AND HEALTH MEASURES AND MISHAP REPORTING (DEC 2015)

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

1852.228-76 CROSS-WAIVER OF LIABILITY FOR INTERNATIONAL SPACE STATION ACTIVITIES (OCT 2012)

1852.228-78 CROSS-WAIVER OF LIABILITY FOR SCIENCE OR SPACE EXPLORATION ACTIVITIES UNRELATED TO THE INTERNATIONAL SPACE STATION (OCT 2012)

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 120-130, and the Export Administration Regulations (EAR), 15 CFR parts 730-799, 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 NASA center or NASA Contractor facility, 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.

1852.232-77 LIMITATION OF FUNDS (FIXED-PRICE CONTRACT) (MAR 1989)

(a) Of the total price of items CLIN 0001 through CLIN 0004, the sum of $ [the amount set forth on each individual task order] is presently available for payment and allotted to this contract. It is anticipated that from time to time additional funds will be allocated to the contract as required by the payment schedule in Section H clause OME CERTIFICATION & ENGINE PRODUCTION PAYMENTS, MILESTONE EVENTS, AND COMPLETION CRITERIA or as required by the payment schedules defined in special task orders until the total price of all CLINs is allotted.

(b) The Contractor agrees to perform or have performed work on the items specified in paragraph (a) of this clause up to the point at which, if this contract is terminated pursuant to the Termination for Convenience of the Government clause of this contract, the total amount payable by the Government (including amounts payable for subcontracts and settlement costs) pursuant to paragraphs (f) and (g) of that clause would, in the exercise of reasonable judgment by the Contractor, approximate the total amount at the time allotted to the contract.

The Contractor is not obligated to continue performance of the work beyond that point. The Government is not obligated in any event to pay or reimburse the Contractor more than the amount from time to time allotted to the contract, anything to the contrary in the Termination for Convenience of the Government clause notwithstanding.

(c)(1) It is contemplated that funds presently allotted to this contract will cover the work to be performed until TBD.

(2) If funds allotted are considered by the Contractor to be inadequate to cover the work to be performed until that date, or an agreed date substituted for it, the Contractor shall notify the Contracting Officer in writing when within the next 60 days the work will reach a point at which, if the contract is terminated pursuant to the Termination for Convenience of the Government clause of this contract, the total amount payable by the Government (including amounts payable for subcontracts and settlement costs) pursuant to paragraphs (f) and (g) of that clause will approximate 75 percent of the total amount then allotted to the contract.

(3)(i) The notice shall state the estimate when the point referred to in paragraph (c)(2) of this clause will be reached and the estimated amount of additional funds required to continue performance to the date specified in paragraph (c)(1) of this clause, or an agreed date substituted for it.

(ii) The Contractor shall, 60 days in advance of the date specified in paragraph (c)(1) of this clause, or an agreed date substituted for it, advise the Contracting Officer in writing as to the estimated amount of additional funds required for the timely performance of the contract for a further period as may be specified in the contract or otherwise agreed to by the parties.

(4) If, after the notification referred to in paragraph (c)(3)(ii) of this clause, additional funds are not allotted by the date specified in paragraph (c)(1) of this clause, or an agreed date substituted for it, the Contracting Officer shall, upon the Contractor’s written request, terminate this contract on that date or on the date set forth in the request, whichever is later, pursuant to the Termination for Convenience of the Government clause.

(d) When additional funds are allotted from time to time for continued performance of the work under this contract, the parties shall agree on the applicable period of contract performance to be covered by these funds. The provisions of paragraphs (b) and (c) of this clause shall apply to these additional allotted funds and the substituted date pertaining to them, and the contract shall be modified accordingly.

(e) If, solely by reason of the Government’s failure to allot additional funds in amounts sufficient for the timely performance of this contract, the Contractor incurs additional costs or is delayed in the performance of the work under this contract, and if additional funds are allotted, an equitable adjustment shall be made in the price or prices (including appropriate target, billing, and ceiling prices where applicable) of the items to be delivered, or in the time of delivery, or both.

(f) The Government may at any time before termination, and, with the consent of the Contractor, after notice of termination, allot additional funds for this contract.

(g) The provisions of this clause with respect to termination shall in no way be deemed to limit the rights of the Government under the default clause of this contract. The provisions of this Limitation of Funds clause are limited to the work on and allotment of funds for the items set forth in paragraph (a) of this clause. This clause shall become inoperative upon the allotment of funds for the total price of said work except for rights and obligations then existing under this clause.

(h) Nothing in this clause shall affect the right of the Government to terminate this contract pursuant to the Termination for Convenience of the Government clause of this contract.

(End of clause)

1852.235-71 KEY PERSONNEL AND FACILITIES (MAR 1989)

(a) The personnel and/or facilities listed below (or specified in the contract Schedule) are considered essential to the work being performed under this contract. Before removing, replacing, or diverting any of the listed or specified personnel or facilities, the Contractor shall—

(1) Notify the Contracting Officer reasonably in advance; and

(2) Submit justification (including proposed substitutions) in sufficient detail to permit evaluation of the impact on this contract.

(b) The Contractor shall make no diversion without the Contracting Officer's written consent; provided, that the Contracting Officer may ratify in writing the proposed change, and that ratification shall constitute the Contracting Officer's consent required by this clause.

(c) The list of personnel and/or facilities (shown below or as specified in the contract Schedule) may, with the consent of the contracting parties, be amended from time to time during the course of the contract to add or delete personnel and/or facilities.

JSC 52.219-90 SMALL BUSINESS SUBCONTRACTING GOALS (OCT 2006)

For purposes of this clause, the terms, “HUBZone Small Business Concern,” “Small Disadvantaged Business Concern,” “Service-Disabled, Veteran-Owned Small Business Concern, “Veteran-Owned Small Business Concern,” “Women-Owned Small Business Concern,” and “Historically Black College or University (HBCU)” are defined in paragraph 2.101 of the Federal Acquisition Regulation.

The total small business goal, expressed as a percent of total contract value including options, is percent. The small business percentage goal, includes the following goals expressed as a percent of total contract value:

Small Disadvantaged Business Concerns OFI percent

Woman-Owned Small Business Concerns OFI percent

HUBZone Small Business Concerns OFI percent

Veteran-Owned Small Business Concern OFI percent

Service-Disabled, Veteran-Owned Small Business Concern OFI percent

HBCU’s (includes other…