KOIS RFP Amendment 01 Portfolio.pdf

For the best experience, open this PDF portfolio in

Acrobat X or Adobe Reader X, or later.

Get Adobe Reader Now!

http://www.adobe.com/go/reader

Kennedy Operational and Institutional Support (KOIS) 80KSC023R0001 Amend 001

Table of Contents

Section 1: Supplies or Services and Prices/Costs 4

Section 2: Addendum to 52.212-4, Contract Terms and Conditions- Commercial Items 20

Section 3: Contract Terms and Conditions Required to Implement Statutes or Executive Orders -- Commercial Items 52

3.1 52.212-5 Contract Terms and Conditions Required to Implement Statutes or Executive Orders – Commercial Items (Mar 2023) 52

Section 4: Contract Documents, Exhibits, or Attachments 60

Section 5: 52.212-1 Instructions to Offerors-Commercial Products and Commercial Services (Mar 2023) 61

Section 6: Evaluation Factors for Award 112

Kennedy Operational and Institutional Support (KOIS) 80KSC023R0001 Amend 001

Section 1: Supplies or Services and Prices/Costs

1.1 Type of Contract

This contract is an Indefinite-Delivery Indefinite-Quantity (IDIQ), Level of Effort (LOE) contract with fixed priced LOE task orders and firm fixed price fully burdened labor rates.

(End of clause)

1.2 Services to Be Provided (Scope of Work)

The Contractor shall provide all resources necessary to provide support services in areas described below utilizing the labor categories listed in Section 4, Attachment 4-02, Standard Labor Categories (SLC) Position Descriptions, along with Attachment 4-01, Performance Work Statement (PWS). The contractor shall provide these services throughout Kennedy Space Center (KSC) and other locations authorized by the contracting officer (CO). The work shall be authorized on fixed price level of effort (LOE) task orders, each with specific statements of work.

(1) Institutional training support, including:

· Occupational Safety and Health Administration (OSHA)

· Environmental Protection Agency (EPA)

· U.S. Department of Transportation (USDOT) mandated training

· Other operational safety training pertaining to KSC

· Employee and organizational development training support

(2) Logistics support

(3) Internal controls support (Property)

(4) Export controls support

(5) American Sign Language (ASL) interpretation support

(End of Clause)

1.2.1 Performance Requirement

The Contractor shall perform all the management functions, including technical and business management, necessary to plan, implement, track, report, and deliver the services described in the task order Performance Work Statement (PWS) in accordance with Section 2.13, NFS 1852.216-80 Task Ordering Procedure, page 30. Contractor management responsibilities and functions shall be defined and made part of Section 4, Attachment 4-04 Management Operating Plan and Technical Approach. Contractor supervision shall be performed on-site/locally by the proposed program management office (PMO) team.

Contract management responsibilities include personnel matters relating to contractor employees, ensuring: the contractor/employee relationship with the assigned NASA organization is followed in accordance with the Contractor’s Management Operating Plan and Technical Approach, delivered products meet the tasks identified in the task order PWS, and necessary training required for the on-site personnel to meet the requirements as identified in the task order PWS. The contractor shall provide insight into weekly status of all activities under contract in accordance with Section 4, Attachment 4-03 DRD 004 Biweekly Activity Reports. Additionally, the local program management office (PMO) shall participate in weekly meetings with the Government to discuss contract performance issues, process improvements, risks, and related issues, corrective actions, recovery plans, and other details of contract operations. These informal meetings will be attended by the Contracting Officer (CO), Contracting Officer Representative (COR), and Resource Management Office. The PMO shall prepare and provide an agenda at least one (1) day prior to each meeting. The PMO shall document and provide meeting minutes to the Government team within two (2) days after the meeting has concluded.

The Government reserves the right to require the Contractor to provide a backfill for personnel absences greater than five (5) workdays. The Contractor shall take all steps necessary to ensure a seamless transition between employees. The Contractor shall provide services outside normal business hours (nights, weekends, and holidays) on an as-needed basis with Contracting Officer approval.

In order to ensure protection, limit access, and maintain control of highly sensitive information, documents, electronic identities, and management information and data, the Contractor shall provide Sensitive Information Training and obtain nondisclosure statements from all personnel upon employment on the KOIS contract, per Section 4, Attachment 4-03 DRD 003 Listing of Current Employees and Training Status Regarding Treatment of Sensitive Information, and in compliance with the contractor’s Organizational Conflict of Interest (OCI) Mitigation Plan in Section 4, Attachment 4-05.

The contractor shall maintain a records management program and submit a records management program plan in accordance with Section 4, Attachment 4-03 DRD 008 Records Management Program Plan. The contractor shall submit an annual “Summary of Record Holdings and Transfers (File Plan)” to the KSC Records Manager in accordance with Section 4, Attachment 4-03, DRD 009. The contractor shall manage legacy Federal records (data created for Government use and delivered to, or falling under the legal control of, the Government) inherited by the contractor from previous contracts. At the completion or termination of this Contract, the Contractor shall leave all Government-owned data at Kennedy Space Center. The contractor shall deliver Government-owned data to the KSC Records Manager in accordance with Section 4, Attachment 4-03 DRD 009, Summary of Record Holdings and Transfers (File Plan). The contractor shall provide NASA or authorized representatives access to all Government records.

The Government reserves the right to inspect, audit and copy record holdings. In accordance with Section 4, Attachment 4-03, DRD 005 Desk Guides, the contractor shall provide Desk Guides, a job familiarization “how to” desk instruction to each encumbered contractor employee position.

1.2.2 Work Authorization

1.2.2.1 Task Order

All services will be authorized through a Task Order (T.O.) issued by the Contracting Officer (CO) in accordance with Section 2.13, NFS 1852.216-80, Task Ordering Procedure, page 30.

The Contractor shall begin services within five (5) business days from award of the task order and ensure continuity of services thereafter. The contractor shall ensure work coverage within five (5) business days of when the contractor receives notice of an employee resignation. In the case of internal contractor personnel reassignments, the contractor shall provide a minimum of five (5) business days’ notice to the Contracting Officer Representative (COR) when a personnel reassignment occurs. The Contractor shall evaluate the complexity of the positions, provide a training plan for each position, and provide training for new employees to ensure employees are capable of performing job responsibilities, per Section 4, Attachment 4-04 Management Operating Plan and Technical Approach.

For new positions, the Contractor shall begin services within 20 workdays (4 weeks) after direction is provided by the COR. Funding will be added to the task order once a start date is established. Vacancies of existing permanent positions shall be filled within 15 workdays (3 weeks) after direction is provided by the COR. The contractor shall provide cross utilization for personnel absences greater than 5 workdays. In the case of internal contractor reassignments, the Contractor will provide a minimum of 10 workdays (two weeks) notice to the COR when a contractor employee reassignment results from a Contractor action.

When filling new requirements or backfilling requirements, the contractor shall furnish candidate lists, with résumés attached. The list and associated résumés shall be furnished to the customer, Technical Monitor Representative (TMR), and the COR team for review. The candidate list will highlight each candidates experience in the requisite areas. The Contractor’s format and content is subject to approval by the Contracting Officer or the Contracting Officer Representative. The Government will provide the PMO an order of preference for the candidates listed prior to the PMO making a selection.

Local area transportation may be necessary for the contractor to perform the duties in the contract. Government owned/leased vehicles may be used only if specifically authorized in individual Task Orders and available from the Government motor pool.

1.2.2.2 CLIN 002 Approval of Overtime Work

Overtime may be required during the performance of the contract. Overtime is considered any productive hours greater than 40 hours per week. Any required overtime will be pre–approved by NASA prior to overtime being worked and overtime costs being incurred. The CO will authorize a not-to-exceed overtime amount in task orders through an overtime contract line-item number (CLIN) 002. No overtime work shall be performed in the absence of such specific authority. Specific instances of overtime work shall be approved in advance by the NASA COR or the CO. The contractor shall submit an email request for approval on a quarterly basis first to the requiring organization (e.g., the customer), to the TMR, to the contract analyst, and the COR. Requests shall identify the Task Order and the following detailed information:

The overtime (OT) form shall include the following minimum information:

· Date form was completed

· Contractor Employee’s Name

· Contract Name

· Labor Category/Job Title

· Contractors Name

· Purpose of the overtime

· Organization the labor category supports

· Estimated OT hours by month, with a grand total of OT hours being requested

· Overtime forms shall be submitted quarterly for pre-approval for affected positions and as needed

· Line items for concurrence for each of the following:

· NASA Customer

· NASA TMR

· NASA Contract Analyst

· NASA COR

· KOIS Program Manager

The overtime form shall include the following statements:

· Only overtime related to stated overtime purpose is authorized to be worked.

· The KOIS Program Manager is responsible for overseeing its employees to ensure overtime being worked is required as it relates to the described overtime purpose.

Final authorization shall be distributed to the Contractor personnel requesting overtime. Additionally, it shall be distributed to the NASA KSC team bulleted above for their records.

1.2.2.3 CLIN 003-005 Approval of Not-to-Exceed (NTE) Other Direct Costs (ODC)

The CO will authorize a not-to-exceed (NTE) ODC amount in task orders through the ODC CLINs identified below. No work shall be performed in the absence of such specific authority under any task order for each of these CLINs. Specific instances of work shall be approved in advance by the NASA COR or the CO. The contractor shall submit an email request for approval on a quarterly basis first to the requiring organization (e.g., the customer), to the TMR, to the contract analyst, and the COR.

Requests shall identify the Task Order and the following detailed information under the following subparagraphs below:

· 1.2.2.3.1 CLIN 003: Independent Contractor (I/C hours)

· 1.2.2.3.2 CLIN 004: Travel and Training

· 1.2.2.3.3 CLIN 005: Material or Equipment

1.2.2.3.1 CLIN 003: Independent Contractor (I/C) hours:

The Contractor shall provide independent contractors as required in performance of the contract.

The contractor will submit an official request quarterly, for each separate independent contractor (I/C) labor category, to the customer and the COR for concurrence. All NTE I/C hours shall be approved by the CO or COR prior to hours being incurred.

The I/C form shall include the following minimum information:

· Date form was completed

· Contract Name

· Contractor Name

· Labor category position/Job Title

· Name of organization being supported

· Number of hours for each quarterly month (e.g., Oct, Nov, Dec)

· Total hours per quarter

· Line items for concurrence for each of the following:

· NASA Customer

· NASA TMR

· NASA Contract Analyst

· NASA COR

Final authorization shall be distributed to the NASA KSC team for their records.

1.2.2.3.2 CLIN 004: Travel and Training:

The Contractor shall provide travel for Contractor personnel as required in performance of the contract. All authorized travel shall be conducted and reimbursed in accordance with the Federal Travel Regulations (FTR) and billed in accordance with Section 2.19, Submission of Invoices for Fixed-Price Services, page 37.

The contractor will submit an official request to the COR for approval. All travel shall be approved by the CO or COR prior to departure and prior to expenses being incurred.

Travel of Contractor Personnel:

Travel may be required at times during the period of performance. Any required travel shall be pre–approved by NASA prior to expenses being incurred. Travel arrangements shall be in accordance with the conditions of the Basic Contract and the Federal Travel Regulations (FTR).

The travel form shall include the following minimum information:

· Date form was completed

· Contractor Name

· Name of Contractor Employee

· Labor category position/Job Title

· Name of organization being supported

· Purpose of travel

· Travel date(s)

· Duration

· Travel destination

· List of Expenses and supporting documentation to include at a minimum:

· Airfare

· Lodging

· Rental Car

· Meals & Incidentals

· Explanation as to why the activity cannot be accomplished through a means other than travel (e.g., teleconferencing).

· Estimated Trip Cost including contractors’ burdens if any

· Line items for concurrence for each of the following:

· NASA Customer

· NASA TMR

· NASA Contract Analyst

· NASA COR

Final travel expense voucher, showing actuals, shall be distributed to the NASA KSC team for their records. Final authorization shall be distributed to the Contractor employee. Furthermore, travel expense reports shall be included as an invoice attachment at the time it is billed.

Training of Contractor Personnel:

Training requires pre-approval by NASA prior to expenses being incurred.

· Training for NASA and KSC specific training, not commercially available, taught by NASA civil servants can be authorized by the COR.

· NASA is only authorized to approve NASA specific training relevant to the function being performed under KOIS.

· NASA is not legally authorized to approve “soft skills” training to be paid for under any task order, including the hours spent in the training course itself, or any associated travel costs, otherwise NASA would be violating the anti-deficiency act to train contractors using appropriated funds because Congress has not given NASA money to train contractors.

A training form shall be completed in the following situations:

· If Contractor personnel are required to register in SATERN (System for Administration, Training, and Educational Resources for NASA)

· If an “instructor-led” training class is brought to KSC and registration is required due to limited seating and doesn’t require SATERN registration

· If attending an “instructor-led” conference or training off-center or virtually

The contractor will submit an official request to the COR for approval. All training shall be approved by the CO or COR prior to expenses being incurred.

The training form shall include the following minimum information:

· Date form was completed

· Contractors Name

· Contractor Employee’s name

· Labor Category/Job Title

· Name of organization being supported

· Purpose of training

· Training date(s)

· Duration

· Training Location

· Explanation of how the training is:

· specific to NASA and to the Center and

· how it relates to the labor category and

· how it relates to the associated PWS (specifically relevant to the function the contractor employee is performing)

· Estimated Training Cost including contractors’ burdens if any

· Line items for concurrence for each of the following:

· NASA Customer

· NASA TMR

· NASA Contract Analyst

· NASA COR

Final authorization shall be distributed to the Contractor employee. Additionally, it shall be distributed to the NASA KSC team for their records. Additionally, final training expense voucher, showing actuals, shall be distributed to the NASA KSC team for their records. Furthermore, training expense reports shall be included as an invoice attachment at the time it is billed.

1.2.2.3.3 CLIN 005: Material or Equipment:

Any material or equipment purchased will be pre–approved by NASA Technical Monitor Representative (TMR) and Contracting Officer Representative (COR) or Contracting Officer (CO) and will be in accordance with the conditions of the basic contract.

The contractor will submit an official request to the COR for approval. All material or equipment shall be approved by the CO or COR prior to expenses being incurred.

The material/equipment form shall include the following minimum information:

· Date form was completed

· Contractor Employee’s Name

· Contract Name

· Labor Category/Job Title

· Contractors Name

· Purpose of the material/equipment

· Organization the labor category supports

· Estimated purchase amount

· Line items for concurrence for each of the following:

· NASA Customer

· NASA TMR

· NASA Contract Analyst

· NASA COR

Final authorization shall be distributed to the Contractor employee. Additionally, it shall be distributed to the NASA KSC team for their records. Furthermore, material expenses shall be included as an invoice attachment at the time it is billed.

1.2.2.3.4 Special Requirements for Service Contracts:

(a) Inherently Governmental Functions – No inherently government functions as defined in FAR 2.101 and FAR 7.5 shall be performed by the Contractor under this contract. Contractor employees shall not participate in any deliberations or meetings intended to exercise an inherently governmental function. All final determinations such as binding the United States to take or not to take some action, selecting program priorities, and providing direction to Federal employees shall be made by the Government. The Contractor shall immediately notify the Contracting Officer’s Representative (COR) and the Contracting Officer if performance of an activity would result in the performance of an inherently governmental function.

(b) Non-Personal Services Contract – In accordance with FAR 37.101, this contract is a nonpersonal services contract in that the Contractor personnel rendering the services shall not be subject, either by the contract’s terms or by the manner of its administration, to the continuous supervision and control of a Government officer or employee. The Contractor shall immediately notify the COR and the Contracting Officer if, through contract administration, the actions of a government employee will result in the performance of a personal services contract.

(c) Identification of Contractor Personnel – In accordance with FAR 37.114(c), all Contractor personnel who attend meetings, answer government telephones, use a nasa.gov e-mail address, or work in situations where their actions could be construed as acts of Government officials shall clearly identify themselves as Contractor personnel. Contractor employees shall not identify themselves as representing NASA but rather shall identify themselves as being under contract to NASA. Additionally, all Contractor workspaces located on NASA facilities shall be clearly identified.

(d) Marking of Reports – The Contractor shall mark all documents or reports produced under this contract with the Contractor name, contract number, and task order number if applicable.

1.2.2.3.5 Technical Direction:

(a) Performance of the work under this contract is subject to the written technical direction of the Contracting Officer’s Representative (COR), who shall be specifically appointed by the Contracting Officer (CO) in writing in accordance with NASA FAR Supplement (NFS) 1801.602.

“Technical Direction” means a directive to the Contractor that approves approaches, solutions, designs, or refinements; fills in details or otherwise completes the general description of work or documentation items; shifts emphasis among work areas or tasks; or furnishes similar instruction to the Contractor. Technical direction includes requiring studies and pursuit of certain lines of inquiry regarding matters within the general tasks and requirements of the contract.

(b) The COR may not issue any instruction purporting to be technical direction that:

· Constitutes an assignment of additional work outside the scope of the PWS

· Constitutes a change to the applicable contract

· Constitutes a basis for any increase or decrease in the total price of the contract, or task order, or the time required for contract performance

· Changes any of the expressed terms, conditions, or specifications of the contract, or task order

· Interferes with the Contractor’s rights to perform the terms and conditions of the contract

(c) The Contractor shall proceed promptly with the performance of technical direction duly issued by the COR in the manner prescribed herein and within the COR’s authority. If, in the Contractor’s opinion, any instruction or direction by the COR falls within any of the categories defined in paragraph (b) of this clause, the Contractor shall not proceed and instead shall notify the CO in writing within 3 business days after receiving it and shall request the CO take action as described herein. Upon receiving such notification, the CO shall either issue an appropriate contract modification within a reasonable time or advise the Contractor in writing within 30 calendar days that the instruction or direction is:

· Rescinded in its entirety

· Within the requirements of the contract and does not constitute a change under the contract or task order as applicable, and that the Contractor should proceed promptly with its performance

(d) Any action(s) taken by the Contractor in response to any direction given by any person other than the CO or the COR shall be at the Contractor’s risk.

1.2.3 Management Plans

1.2.3.1 Management Operation Plan (Attachment 4-04)

The Contractor shall follow the approved Management Operating Plan and Technical Approach per Section 4, Attachment 4-04.

1.2.3.2 Organizational Conflict of Interest (OCI) Mitigation Plan (Attachment 4-05)

The contractor shall provide an Organizational Conflict of Interest (OCI) Mitigation Plan as described in Attachment 4-03 DRD 012 OCI Mitigation Plan. The Contractor shall follow the approved OCI Mitigation Plan per Section 4, Attachment 4-05.

(a) Mitigation of Organizational Conflicts of Interest

(1) Mitigation plan. The Organizational Conflict of Interest Mitigation Plan and its obligations are hereby incorporated into the contract as Attachment 4-05.

(2) Changes.

(i) Either the Contractor or the Government may propose changes to the Organizational Conflict of Interest Mitigation Plan. Such changes are subject to the mutual agreement of the parties and will become effective only upon incorporating the change into the plan by contract amendment.

(ii) In the event that the Government and the Contractor cannot agree upon a mutually acceptable change, the Government reserves the right to make a unilateral change to the OCI Plan as necessary, with the approval of the head of the contracting activity, subject to Contractor appeal as provided in the Disputes clause.

(3) Violation. The Contractor shall report any violation of the OCI Mitigation Plan, whether by its own personnel or those of the Government or other contractors, to the Contracting Officer. This report shall include a description of the violation and the actions the Contractor has taken or proposes to take to mitigate and avoid repetition of the violation. After conducting such further inquiries and discussions as may be necessary, the Contracting Officer and the Contractor shall agree on appropriate corrective action, if any, or the Contracting Officer shall direct corrective action.

(4) Breach. Any breach of the above restrictions or any nondisclosure or misrepresentation of any relevant facts required regarding organizational conflicts of interests to be disclosed may result in termination of this contract for default or other remedies as may be available under law or regulation.

(5) Subcontracts. The Contractor shall include the substance of this clause, including this paragraph (e), in subcontracts where the work includes or may include tasks related to the organizational conflict of interest. The terms ―Contractor and ―Contracting Officer shall be appropriately modified to reflect the change in parties and to preserve the Government’s rights.

(b) Disclosure of OCI After Award

(1) Actual or Potential OCI. If the Contractor identifies an actual or potential OCI that has not already been adequately disclosed and resolved (or waived in accordance with FAR 9.503), the Contractor shall make a prompt and full disclosure in writing to the Contracting Officer. This disclosure shall include a description of the action the Contractor has taken or proposes to take in order or resolve the conflict. This reporting requirement also includes subcontractors’ actual or potential organizational conflicts of interest not adequately disclosed and resolved prior to award.

(2) Mitigation plan. If there is a mitigation plan in the contract, the Contractor shall periodically update the plan, based on changes such as changes to the legal entity, the overall structure of the organization, subcontractor arrangements, contractor management, ownership, ownership relationships, or modification of the work scope.

1.2.3.3 Safety and Health Plan (Short Form) – Attachment 4-06

In performance of this contract, the Contractor shall ensure the protection of personnel, property, equipment, and the environment. The contractor shall provide a Safety and Health (S&H) Plan as described in Attachment 4-03 DRD 011 S&H Plan. The Contractor shall follow the approved Safety and Health Plan per Section 4, Attachment 4-06.

1.2.3.4 IT Security Plan (Attachment 4-09)

In performance of this contract, the Contractor shall ensure the protection of personnel, property, equipment, and the environment. The contractor shall provide an IT Security Plan and IT Security Management Plan as described in Attachment 4-03 DRD 015 IT Security Plan and DRD 016 IT Security Management Plan. The Contractor shall follow the approved IT Security Plan per Section 4, Attachment 4-09.

1.3 Period of Performance

The period of performance of this contract is from 10/01/2023 through 09/30/2025.

Available Option Periods:

Option 1:

10/01/2025 – 09/30/2026

Option 2:

10/01/2026 – 09/30/2027

Option 3:

10/01/2027 – 09/30/2028

1.4 Place of Performance

The services to be performed under this contract shall be performed at the following location(s):

(1) NASA John F. Kennedy Space Center (KSC)

(2) Cape Canaveral Spaceport Station (CCSS)

(3) Any other location authorized by the Contracting Officer (CO)

1.5 Contract Value, Hourly Rates

Contract Value

The minimum value for each contract period is $25,000.00 and the estimated maximum value per contract period is as follows:

Contract

Period

Minimum

Value

Maximum

Value

Base period Year 1:

$25,000

$4,000,000

Base period Year 2:

$25,000

$4,000,000

Base Period Total

$8,000,000

Option 1:

$25,000

$4,000,000

Option 2:

$25,000

$4,000,000

Option 3:

$25,000

$4,000,000

Option 1 – 3 Total

$12,000,000

Total Contract NTE

$20,000,000

The balance of any unused contract not-to-exceed (NTE) shall roll forward to the next period. Contract value is the sum of the NTE amount of open CLINs and the final billed and paid value of CLINs completed. The contract value is tabulated in Contract Table 1.5.2, Contract Value.

Hourly Labor Rates

The labor categories and fully burdened firm fixed price labor hourly rates for computation of labor costs/values in task orders and for other provisions shall be delineated in Contract Table 1.5.1, Rate Schedule, page 16.

1.5.1 Rate Schedule (double click the table for access)

The position descriptions for the above priced labor categories are listed in Section 4, Attachment 4-02 Standard Labor Category (SLC) Position Descriptions. (End of clause)

1.5.2 Contract Value/Task Order Values (double click the table for access – Government to update this section during contract administration)

1.6 Standard Operating Procedures and Other Procedural Guides

In accordance with Data Requirements Deliverable (DRD) 4-03, DRD 005 Desk Guides, the Contractor shall create/update, utilize, and maintain a set of standard operating procedures (Desk Guides) or other procedural guides and related documentation that describe how the work under the task order is to be performed. These procedures shall be submitted to the COR for approval prior to implementation. The Contractor shall maintain these procedures for currency through the life of this contract. The desk guides shall be sanitized of any proprietary markings and shall be fully owned by the Government.

1.7 Phase-In/Phase-Out Services

Phase-In (Attachment 4-07)

Following contract award there shall be a thirty (30) day phase-in period, during which the Contractor shall ensure a smooth transition of services from the predecessor contract to the current contract in accordance with its Phase-In Plan, delineated in Section 4, Attachment 4-07 Phase-In Plan, as referenced in Attachment 4-03 DRD 013 Phase-In Plan.

Within ten (10) days after contract award, the Contractor shall schedule and attend a kick-off meeting among the Government team and PMO. The total lump-sum price for phase-in services shall include all costs plus profit associated with the phase-in services, including travel to KSC for meetings. Meetings will be documented by the Contractor.

Minutes shall include the following information:

· Type/title of meeting and meeting date

· Purpose

· Location

· Summary of the discussions, decisions, agreements, and directions

· List of attendees and

· Copies of action item sheets for any actions identified during the meeting

The Government will review and approve the meeting minutes and provide comments to the Contractor within fifteen (15) days of receipt. Meeting minutes are due no-later-than (NLT) five (5) working days after the kick-off meeting. Revisions shall be submitted, as required, ten (10) days after receipt of comments.

Phase-Out (Attachment 4-08)

Before performance on this Contract ends completely, the Contractor shall use reasonable efforts to facilitate a successful transition of services from it to the awardee under a subsequent contract for the same or similar requirement. The Contractor shall remain responsible for the effort covered by the PWS during phase-out activities. The Contractor shall develop a plan of action in accordance with Attachment 4-03 DRD 014 Phase-Out Plan to facilitate the transition of services to the incoming Contractor with no degradation of services. The Phase-Out Plan will be incorporated as Attachment 4-08.

During the phase-out period, the Contractor shall also complete the following:

· Employee notification

· Turn-over of work-in-progress and Government property

· Removal of Contractor property and

· Any other actions required to ensure continuity of operations

All data collected in performance of this contract will be provided to the Government in an exportable, usable native format. This data shall be sanitized of any proprietary markings and shall be fully owned by the Government.

[End of Section]

Section 2: Addendum to 52.212-4, Contract Terms and Conditions- Commercial Items

2.1 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):

For Federal Acquisition Regulation (FAR) clauses, see:

https://www.acquisition.gov/far/index.html

For NASA FAR Supplement (NFS) clauses, see:

https://www.acquisition.gov/nfs

Note: The following contract provisions pertinent to the Section are hereby incorporated by reference:

CLAUSE

NUMBER

DATE

TITLE

FEDERAL ACQUISITION REGULATION (FAR) CLAUSES:

52.202-1

June 2020

Definitions

52.203-3

Apr 1984

Gratuities

52.203-12

Jun 2020

Limitation on Payments to Influence Certain Federal Transactions

52.203-16

Jun 2020

Preventing Personal Conflicts of Interest

52.204-2

Mar 2021

Security Requirements

52.204-4

May 2011

Printed or Copied Double-Sided on Postconsumer Fiber Content Paper

52.204-9

Jan 2011

Personal Identity Verification of Contractor Personnel

52.204-13

Oct 2018

System for Award Management Maintenance

52.204-18

Aug 2020

Commercial And Government Entity Code Maintenance

52.209-7

Oct 2018

Information Regarding Responsibility Matters

52.212-4

Dec 2022

Contract Terms and Conditions -- Commercial Items

52.219-18

Mar 2023

Notification of Competition Limited to Eligible 8(a) Concerns

52.223-5

May 2011

May 2011

May 2011

Pollution Prevention and Right-to-Know Information

Alternate I

Alternate II

52.223-6

May 2001

Drug-Free Workplace

52.223-19

May 2011

Compliance with Environmental Management Systems

52.224-1

Apr 1984

Privacy Notification Act

52.224-2

Apr 1984

Privacy Act

52.227-14

May 2014

Rights in Data-General

52.227-16

June 1987

Additional Data Requirements

52.228-5

Jan 1997

Insurance-Work on a Government Installation

52.232-11

Apr 1984

Extras

52.232-22

Apr 1984

Limitation of Funds

52.232-39

Jun 2013

Unenforceability of Unauthorized Obligations

52.237-2

Jan 1991

Protection of Government Buildings, Equipment, and Vegetation

52.237-3

Jan 1991

Continuity of Services

52.242-13

Jul 1995

Bankruptcy

52.242-15

Aug 1989

Stop-Work Order

52.245-1

Sep 2021

Apr 2012

Government Property with

Alternate I

52.245-9

Apr 2012

Use and Charges

1852.203-70

Jun 2001

Display of Inspector General Hotline Posters

1852.203-71

Aug 2014

Requirement to Inform Employees of Whistleblower Rights

1852.204-76

Jan 2011

Security Requirements for Unclassified Information Technology Resources

1852.215-84

Nov 2011

Ombudsman

1852.223-70

Dec 2015

Safety and Health Measures and Mishap Reporting

1852.223-72

Jul 2015

Safety and Health (Short Form)

1852.223-74

Nov 2015

Drug- and Alcohol-Free Workforce

1852.223-75

Feb 2002

Major Breach of Safety or Security

1852.227-88

Apr 2015

Government-Furnished Computer Software and Related Technical Data

1852.228-75

Oct 1988

Minimum Insurance Coverage

1852.237-70

Dec 1988

Emergency Evacuation Procedures

1852.237-72

Jun 2005

Access to Sensitive Information

1852.237-73

Jun 2005

Release of Sensitive Information

1852.242-72

Oct 2015

Denied Access to Nasa Facilities

1852.245-75

Jan 2011

Property Management Changes

1852.245-78

Aug 2015

Physical Inventory of Capital Personal Property

1852.245-80

Jan 2011

Government Property Management Information

2.2 52.204-21 Basic Safeguarding of Covered Contractor Information Systems (Nov 2021)

(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 products or commercial services, 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.

2.3 Ordering Procedures for IDIQ Fixed Priced LOE Task Order Support Services

(a) Direct Productive Labor Hours – Defined: The Contractor is obligated to provide total “Direct Productive Labor Hours” agreed to in each Task Order (T.O.), for performance of all Level-of-Effort (LOE) services ordered by the Government. “Direct Productive Labor Hours” are those labor hours expended by contractor personnel, within the labor categories ordered by the Government, (1) to perform work under this contract and (2) are charged as direct labor under the Contractor’s established accounting policy and procedures. The term does not include sick leave, vacation leave, holidays, or any type of administrative leave but does include direct labor hours provided under LOE subcontracts.

(b) Direct Productive Labor Hours – LOE: Once the number of “Direct Productive Labor Hours” ordered for an individual LOE service (or a specific labor category if more than one labor category had been ordered for that LOE service) is reached or the T.O. has ended, the Contractor’s requirements under this contract clause are fulfilled, even though the specified work may not have been completed. The Contractor is not authorized to exceed the number of “Direct Productive Labor Hours” ordered for an individual LOE service (or a specific labor category if more than one labor category had been ordered for that LOE service) unless a T.O. modification increasing the number of “Direct Productive Labor Hours” is executed.

(c) Direct Productive Labor Hours – Notifications Required: The contractor shall notify the contracting officer immediately in writing whenever there is reason to believe that the total number of “Direct Productive Labor Hours” that the contractor will expend during the next 45 days will exceed the number of “Direct Productive Labor Hours” ordered for that LOE service (or a specific labor category if more than one labor category had been ordered for that LOE service).

(d) Task Order Actuals and Projections – Monthly Report: The Contractor shall track the status of all FFP-LOE task orders from planning to completion, and record projected, and record actual resources expended on each task order for each labor category and each work year equivalent (WYE) separately. The results of this activity shall be provided to the Government team on a monthly basis, no-later-than (NLT) ten (10) working days following the end of each calendar month.

(e) Unilateral Task Order Modification – Closeout: Approximately 30 days after the completion of each T.O., the Government will execute a unilateral T.O. modification, revising the quantity of “Direct Productive Labor Hours” to reflect actual utilization by the Government. Actual utilization figures used in this T.O. modification will be obtained via analysis of the Contractors monthly status and progress reports and the FFP / FFP-LOE T.O. Listing validated against approved invoices. The total value for each individual LOE T.O. will also be revised to reflect the actual utilization figures and the associated recalculations.

Actual Number of “Direct Productive Labor Hours” X FFP Rate = Total T.O. Value

2.4 52.216-18 Ordering (Aug 2020)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the Schedule. Such orders may be issued from effective date of award through the base period or option periods exercised (reference clause 1.3, page 15).

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) A delivery order or task order is considered “issued” when—

(1) If sent by mail (includes transmittal by U.S. mail or private delivery service), the Government deposits the order in the mail;

(2) If sent by fax, the Government transmits the order to the Contractor’s fax number; or

(3) If sent electronically, the Government either—

(i) Posts a copy of the delivery order or task order to a Government document access system, and notice is sent to the Contractor; or

(ii) Distributes the delivery order or task order via email to the Contractor’s email address.

(d) Orders may be issued by methods other than those enumerated in this clause only if authorized in the contract.

2.5 52.216-19 Order Limitations (Oct 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $25,000, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor-

(1) Any order for a single item in excess of the following: [The Contractor is not obligated to honor any orders requiring performance exceeding the NTE by contract period specified in clause 1.5 Contract Value Table, page 15;

(2) Any order for a combination of items in excess of the following: [The Contractor is not obligated to honor any orders requiring performance exceeding the NTE by contract period specified in Clause 1.5 Contract Value Table, page 15; or

(3) A series of orders from the same ordering office within five (5) days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) of this section.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) of this section.

(d) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within three (3)…