80LARC20R0002_EASSS 3_Sections A-M (Rev1).pdf

25. PAYMENT WILL BE MADE BY

C. E-MAIL ADDRESS

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

2. CONTRACT NUMBER 3. SOLICITATION NUMBER 6. REQUISITION/PURCHASE NUMBER5. DATE ISSUED

SOLICITATION, OFFER, AND AWARD

1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

PAGE OF PAGESRATING

B. TELEPHONE (NO COLLECT CALLS)10. FOR

INFORMATION

CALL:

A. NAME:

8. ADDRESS OFFER TO (if other than item 7)7. ISSUED BY CODE

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

SOLICITATION

CAUTION - LATE Submission, Modifications, and Withdrawals: See Section L, Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and conditions contained in this solicitation.

9. Sealed offers in original and hand carried, in the depository located in (Hour) (Date)(City) copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition is unusable

STANDARD FORM 33 (Rev.6/2014) Prescribed by GSA FAR (48 CFR) 53.214 (c)

CALENDAR DAYS (%)13. DISCOUNT FOR PROMPT PAYMENT

(See Section I, Clause No. 52.232-8)

10 CALENDAR DAYS (%) 20 CALENDAR DAYS (%) 30 CALENDAR DAYS (%)

OFFER (Must be fully completed by offeror)

NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16 , Minimum Bid Acce ptance Period.

AWARD (To be completed by Government)

11. TABLE OF CONTENTS

16. NAME AND TITLE OF PERSON AUTHORIZED

TO SIGN OFFER (Type or print)

14. ACKNOWLEDGMENT OF AMENDMENTS

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

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

CONTRACT ADMINISTRATION DATA L INSTRUCTIONS, CONDITIONS AND NOTICES TO OFFERORS

SPECIAL CONTRACT REQUIREMENTS M EVALUATION FACTORS FOR AWARD

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

(X) DESCRIPTION PAGE (S ) SEC. DESCRIPTION PAGE (S )

SUPPLIES OR SERVICES AND PRICES/COSTS PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACH.

PART I - THE SCHEDULE PART II- CONTRACT CLAUSES

I CONTRACT CLAUSESSOLICITATION/CONTRACT FORM

DESCRIPTION/SPECS./WORK STATEMENT J LIST OF ATTACHMENTS

INSPECTION AND ACCEPTANCE

PACKAGING AND MARKING PART IV - REPRESENTATIONS AND INSTRUCTIONS

DELIVERIES OR PERFORMANCE

K

REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

AMENDMENT NO. DATEAMENDMENT NO. DATE

G

H

SEC.

B

A

C

E

D

F

(X)

FACILITY CODECODE

18. OFFER DATE15C. CHECK IF REMITTANCE ADDRESS IS DIFFERENT FROM

ABOVE - ENTER SUCH ADDRESS IN SCHEDULE

15B. TELEPHONE NUMBER

17. SIGNATURE

20. AMOUNT19. ACCEPTED AS TO ITEMS NUMBERED 21. ACCOUNTING AND APPROPRIATION INFORMATION

23. SUBMIT INVOICES TO ADDRESS SHOWN IN

(4 copies unless otherwise specified)

ITEM

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION:

24. ADMINISTERED BY (If other than item 7) CODE

28. AWARD DATE27. UNITED STATES OF AMERICA

(Signature of Contracting Officer)

26. NAME OF CONTRACTING OFFICER (Type or print) calendar days (60 calendar days unless a different period is

15A. NAME

AND

ADDRESS

OF

OFFEROR

10 U.S.C. 2304 (c) ( 41 U.S.C. 3304 (a) () )

80LARC20R0002 X 03/16/2020

NASA

Langley Research Center 5 Langley Blvd., Bldg. 2101 M/S 12 Hampton VA 23681-2143 until 2:00 PM local time

$0.00

NASA

Langley Research Center 5 Langley Blvd., Bldg. 2101 M/S 12 Hampton VA 23681-2143

AREA CODE NUMBER EXTENSION

AREA CODE NUMBER EXTENSION

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

NSSC-AccountsPayable@nasa.gov

See Section L.17 May 27, 2020

Adam Roob 757 864 1770 adam.n.roob@nasa.gov x x x x x x x x x x x x x

Concepcion Snapp

1-2 3-4

9-13 14-21

22-31

33-48

49-66 67-73

0001 27 Mar 2020

ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT PRICE AMOUNT

CONTINUATION SHEET REFERENCE NO. OF DOCUMENT BEING CONTINUED

NAME OF OFFEROR OR CONTRACTOR

(A) (B) (C) (D) (E) (F)

UNIT

OPTIONAL FORM 336 (4-86)

Sponsored by GSA FAR (48 CFR) 53.110

Page of

80LARC20R0002

0001 Evaluations, Assessments, Studies, Services, and Support

80LARC20R0002 SECTION B

PART I – THE SCHEDULE

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

B.1 NAMING/NUMBERING SCHEME FOR CLAUSES IN FULL TEXT AND FOR CLAUSES

INCORPORATED BY REFERENCE (LaRC 52.201-90) (MARCH 2012)

There are various types of clauses contained in the contract. Most clauses will reference a numbered cite such as: Federal Acquisition Regulation (FAR 52.#); NASA FAR Supplement (NFS 1852.#); or Langley Research Center (LaRC 52.#). There are also clauses that have no numbered cite designation. Those clauses were written by LaRC for this specific contract or were written as generic Agency clauses specific for this contract type.

(End of clause)

B.2 SUPPLIES AND/OR SERVICES TO BE PROVIDED

The Contractor shall provide all resources (except as may be expressly stated in the contract as furnished by the Government) necessary to deliver and/or perform the services in accordance with the Statement of Work (SOW) incorporated in Section J as Exhibit A and in accordance with task orders issued in accordance with I.10.

(End of clause)

B.3 MINIMUM AND MAXIMUM INDEFINITE DELIVERY, INDEFINITE QUANTITY (IDIQ)

CONTRACT VALUE (LaRC 52.216-90) (MARCH 2012)

The Government will order through the issuance of task orders a minimum quantity of work of $100,000 under this contract. There will be no further obligation on the part of the Government to issue additional task orders thereafter. The total maximum contract value is $111,750,000 for the 5-year period of performance.

(End of clause)

B.4 ESTIMATED COST AND FIXED FEE (NFS 1852.216-74) (DEC 1991)

The estimated cost of this contract is the sum of the estimated costs set forth for individual task orders issued by the Government pursuant to I.10, Task Ordering Procedure, exclusive of the fixed fee. The total estimated cost and fixed fee is the sum of the estimated costs and fixed fee set forth for individual task orders issued by the Government pursuant to I.10, Task Ordering Procedure.

Travel shall not be fee-bearing.

80LARC20R0002 SECTION B

B.5 CONTRACT FUNDING (NFS 1852.232-81) (JUN 1990)

(a) For purposes of payment of cost, exclusive of fee, in accordance with FAR 52.232-22, Limitation of Funds (APR 1984), the total amount allotted by the Government to this contract is the amount set forth in individual task orders. This allotment is for the performance of work in accordance with the limitations and completion dates as set forth in task orders authorized by the Contracting Officer and covers the following estimated period of performance: As detailed in awarded task orders.

(b) An additional amount is obligated under each task order for payment of fee.

[END OF SECTION]

80LARC20R0002 SECTION C

SECTION C - DESCRIPTION/SPECIFICATIONS/PERFORMANCE WORK STATEMENT

C.1 SPECIFICATION/PERFORMANCE WORK STATEMENT

The Contractor shall provide all resources (except as may be expressly stated in the contract or task orders as furnished by the Government) necessary to perform the requirements delineated in Section J, Exhibit A, Statement of Work, entitled “Evaluations, Assessments, Studies, Services, and Support 3 (EASSS 3).”

80LARC20R0002 SECTION D

SECTION D - PACKAGING AND MARKING

RESERVED

80LARC20R0002 SECTION E

SECTION E - INSPECTION AND ACCEPTANCE

E.1 CLAUSES INCOPORATED BY REFERENCE

FAR CLAUSE

NUMBER

FAR CLAUSE TITLE

52.246-5 INSPECTION OF SERVICES - COST-REIMBURSEMENT (APR

1984)

80LARC20R0002 SECTION F

SECTION F - DELIVERIES OR PERFORMANCE

F.1 CLAUSES INCORPORATED BY REFERENCE

FAR CLAUSE TITLE

52.242-15 STOP-WORK ORDER (AUG 1989) – ALTERNATE I (APR 1984)

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

F.2 PERIOD OF PERFORMANCE

(a) The period of performance of this contract is 60 months from the contract effective date.

F.3 DELIVERY REQUIREMENTS (LaRC 52.211-96) (MARCH 2012)

(a) Delivery is required to be made as specified in each task order and in accordance with Exhibit

B, Contract Documentation Requirements.

(b) Delivery shall be f.o.b. destination unless otherwise specified in the task order.

National Aeronautics and Space Administration Langley Research Center 4 South Marvin Street (Bldg. 1206) Hampton, VA 23681-2199

F.4 PLACE OF PERFORMANCE - SERVICES

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

the Contractor's facility, subcontractor facilities, and other sites as specified by each task order.

(End of text)

80LARC20R0002 SECTION G

SECTION G - CONTRACT ADMINISTRATION DATA

G.1 CLAUSES INCORPORATED BY REFERENCE

NFS CLAUSE

NFS CLAUSE TITLE

1852.216-75 PAYMENT OF FIXED FEE (DEC 1988)

1852.227-72 DESIGNATION OF NEW TECHNOLOGY REPRESENTATIVE AND

PATENT REPRESENTATIVE (APR 2015)

1852.242-71 TRAVEL OUTSIDE OF THE UNITED STATES (DEC 1988)

1852.242-73 NASA CONTRACTOR FINANCIAL MANAGEMENT REPORTING

(NOV 2004)

1852.245-70 CONTRACTOR REQUESTS FOR GOVERNMENT-FURNISHED

PROPERTY (AUG 2015)

1852.245-75 PROPERTY MANAGEMENT CHANGES (JAN 2011)

G.2 SUBMISSION OF VOUCHERS/INVOICES FOR PAYMENT (NFS 1852.232-80) (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 https://www.nssc.nasa.gov/vendorpayment 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 (7) 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.

G.3 FINANCIAL REPORTING OF NASA PROPERTY IN THE CUSTODY OF CONTRACTORS (NFS

1852.245-73) (JAN 2017)

(a) The Contractor shall submit annually a NASA Form (NF) 1018, NASA Property in the

Custody of Contractors, in accordance with this clause, the instructions on the form and NFS subpart 1845.71, and any supplemental instructions for the current reporting period issued by NASA.

(b) (1) Subcontractor use of NF 1018 is not required by this clause; however, the Contractor shall include data on property in the possession of subcontractors in the annual NF 1018.

(2) The Contractor shall mail the original signed NF 1018 directly to the cognizant NASA

Center Industrial Property Officer and a copy to the cognizant NASA Center Deputy https://www.nssc.nasa.gov/%E2%80%8Bvendorpayment https://www.nssc.nasa.gov/%E2%80%8Bvendorpayment

Chief Financial Officer, Finance, unless the Contractor uses the NF 1018 Electronic Submission System (NESS) for report preparation and submission.

(3) One copy shall be submitted (through the Department of Defense (DOD) Property

Administrator if contract administration has been delegated to DOD) to the following address: N/A, unless the Contractor uses the NF 1018 Electronic Submission System (NESS) for report preparation and submission.

(c) (1) The annual reporting period shall be from October 1 of each year through September 30 of the following year. The report shall be submitted in time to be received by October 31st.

The information contained in these reports is entered into the NASA accounting system to reflect current asset values for agency financial statement purposes. Therefore, it is essential that required reports be received no later than October 31st.

(2) Some activity may be estimated for the month in which the report is submitted, if necessary, to ensure the NF 1018 is received when due. However, contractors’ procedures must document the process for developing these estimates based on planned activity such as planned purchases or NASA Form 533 (NF 533) Contractor Financial Management Report) cost estimates. It should be supported and documented by historical experience or other corroborating evidence, and be retained in accordance with FAR Subpart 4.7, Contractor Records Retention. Contractors shall validate the reasonableness of the estimates and associated methodology by comparing them to the actual activity once that data is available, and adjust them accordingly. In addition, differences between the estimated cost and actual cost must be adjusted during the next reporting period. Contractors shall have formal policies and procedures, which address the validation of NF 1018 data, including data from subcontractors, and the identification and timely reporting of errors. The objective of this validation is to ensure that information reported is accurate and in compliance with the NASA FAR Supplement. If errors are discovered on NF 1018 after submission, the contractor shall contact the cognizant NASA Center Industrial Property Officer (IPO) within 30 days after discovery of the error to discuss corrective action.

(3) In addition to an annual report, if at any time during performance of the contract, NASA-owned property in the custody of the Contractor has a value of $10 million or more, the Contractor shall also submit a report no later than the 21st of each month in accordance with the requirements of paragraph (c)(2) of this clause.

(4) The Contracting Officer may, in NASA’s interest, withhold payment until a reserve not exceeding $25,000 or 5 percent of the amount of the contract, whichever is less, has been set aside, if the Contractor fails to submit annual NF 1018 reports in accordance with NFS subpart 1845.71, any monthly report in accordance with (c)(3) of this clause, and any supplemental instructions for the current reporting period issued by NASA.

Such reserve shall be withheld until the Contracting Officer has determined that NASA has received the required reports. The withholding of any amount or the subsequent payment thereof shall not be construed as a waiver of any Government right.

(d) A final report shall be submitted within 30 days after disposition of all property subject to reporting when the contract performance period is complete in accordance with paragraph (b)(1) through (3) of this clause.

G.4 IDENTIFICATION AND MARKING OF GOVERNMENT EQUIPMENT (NFS 1852.245-74)

(JAN 2011)

(a) The Contractor shall identify all equipment to be delivered to the Government using NASA Technical Handbook (NASA-HDBK) 6003, Application of Data Matrix Identification Symbols to Aerospace Parts Using Direct Part Marking Methods/Techniques, and NASA Standard (NASA- STD) 6002, Applying Data Matrix Identification Symbols on Aerospace Parts or through the use of commercial marking techniques that: (1) are sufficiently durable to remain intact through the typical lifespan of the property, and (2) contain the data and data format required by the standards. This requirement includes deliverable equipment listed in the schedule and other equipment when no longer required for contract performance and NASA directs physical transfer to NASA or a third party. The Contractor shall identify property in both machine and human readable form unless the use of a machine readable-only format is approved by the NASA Industrial Property Officer.

(b) Equipment shall be marked in a location that will be human readable, without disassembly or movement of the equipment, when the items are placed in service unless such placement would have a deleterious effect on safety or on the item’s operation.

(c) Concurrent with equipment delivery or transfer, the Contractor shall provide the following data in an electronic spreadsheet format:

(1) Item Description.

(2) Unique Identification Number (License Tag).

(3) Unit Price.

(4) An explanation of the data used to make the unique identification number.

(d) For equipment no longer needed for contract performance and physically transferred under paragraph (a) of this clause, the following additional data is required:

(1) Date originally placed in service.

(2) Item condition.

(e) The data required in paragraphs (c) and (d) of this clause shall be delivered to the NASA center receiving activity listed below:

NASA Langley Research Center 4 South Marvin Street Bldg. 1206

(f) The contractor shall include the substance of this clause, including this paragraph (f), in all subcontracts that require delivery of equipment.

G.5 TECHNICAL DIRECTION (LaRC 52.242-70) (JULY 2015)

(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 in writing. "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 in Section C of this contract.

(b) The COR does not have the authority to, and shall not, issue any instruction purporting to be technical direction that –

(1) Constitutes an assignment of additional work outside the statement of work;

(2) Constitutes a change as defined in the changes clause;

(3) Constitutes a basis for any increase or decrease in the total estimated contract cost, the fixed fee (if any), or the time required for contract performance;

(4) Changes any of the expressed terms, conditions, or specifications of the contract; or

(5) Interferes with the contractor's rights to perform the terms and conditions of the contract.

(c) All technical direction shall be issued in writing by the COR.

(d) The Contractor shall proceed promptly with the performance of technical direction duly issued by the COR in the manner prescribed by this clause 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 but shall notify the Contracting Officer in writing within 5 working days after receiving it and shall request the Contracting Officer to take action as described in this clause. Upon receiving this notification, the Contracting Officer shall either issue an appropriate contract modification within a reasonable time or advise the Contractor in writing within 30 days that the instruction or direction is -

(1) Rescinded in its entirety; or

(2) Within the requirements of the contract and does not constitute a change under the changes clause of the contract, and that the Contractor should proceed promptly with its performance.

(e) A failure of the contractor and contracting officer to agree that the instruction or direction is both within the requirements of the contract and does not constitute a change under the changes clause, or a failure to agree upon the contract action to be taken with respect to the instruction or direction, shall be subject to the Disputes clause of this contract.

(f) Any action(s) taken by the contractor in response to any direction given by any person other than the Contracting Officer or the COR shall be at the Contractor's risk.

(End of Clause)

80LARC20R0002 SECTION H

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H.1 CLAUSES INCORPORATED BY REFERENCE

NFS CLAUSE

NFS CLAUSE TITLE

1852.208-81 RESTRICTIONS ON PRINTING AND DUPLICATING (NOV 2004)

1852.223-72 SAFETY AND HEALTH (SHORT FORM) (JUL 2015)

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

1852.235-73 FINAL SCIENTIFIC AND TECHNICAL REPORTS (DEC 2006) -

ALTERNATE II (DEC 2005)

1852.244-70 GEOGRAPHIC PARTICIPATION IN THE AEROSPACE PROGRAM

(APR 1985)

H.2 ORGANIZATIONAL AND PERSONAL CONFLICTS OF INTEREST (LaRC 52.227-96)

(JUNE 2012)

(a) Pursuant to FAR 9.504, the Contracting Officer is responsible for identifying and evaluating potential Organizational Conflicts of Interest (OCI) early in the acquisition process and either avoiding, neutralizing, or mitigating such conflicts before contract award or task order award, as appropriate.

(b) In general during the performance of this contract, the Contractor may encounter OCIs in the form of conflicting roles that might bias the Contractor's judgment, such as:

(1) The evaluation or assessment of the work product of the Contractor or of the Contractor’s competitors,

(2) Performance of a proposal evaluation, assessment, or study in which the results could potentially impact the Contractor’s interests,

(3) Performance on any work arising from, or related to, any proposal evaluation, assessment, or study on which it performed these services, except as required in performance of this contract, and

(4) Access to proprietary information or data of other Contractors and/or Government sensitive, nonpublic information or data, which information or data may provide the Contractor with an unfair competitive advantage. For the purpose of this clause, the term Contractor includes the Contractor’s business units and divisions, as well as the Contractor’s parent company, subsidiaries, affiliates and successors (as applicable). For the purpose of this contract, “sensitive” information is defined in the Access to Sensitive Information clause of this contract.

(c) OCI Avoidance: Given the nature of the services required by this contract, the Contractor shall be precluded from proposing on or working on certain types of contracts as set out in clause H.3 LIMITATION OF FUTURE CONTRACTING (NFS 1852.209-71) (DEC 1988), below. Additionally, the Contractor shall establish a procedure to examine any work it wishes to propose upon or to engage in to ensure that the work does not create an OCI with this contract.

(d) Given the nature of the services required by this contract, covered employees may encounter personal conflicts of interest (PCIs) resulting from a financial interest, personal activity, or relationship that could impair the covered employees’ ability to act impartially and in the best interest of the government. For the purposes of PCI, the term “covered employee” is a Contractor employee, subcontractor employee, or consultant.

(e) PCI Avoidance: The Contractor shall establish a procedure to screen all covered employees to prevent PCIs; including those PCIs that cannot be identified until after award.

The Contractor shall screen covered employees at appropriate times to prevent and avoid PCIs and maintain effective oversight. The Contractor shall prevent PCIs by not assigning or allowing covered employees to perform on tasks where a potential PCI is identified unless approved by the Contracting Officer. The Contractor is under a continuing obligation to disclose actual or potential PCIs.

(f) Prior to commencing work on any task order (to include, but not limited to, appointing panel or assessment team members), the Contractor shall take all actions necessary to carry out its responsibilities for conflict of interest avoidance as described above and protection of proprietary and sensitive data, as set forth in the approved OCI Avoidance Plan and the terms of this contract to include NFS clause 1852.237-72, ACCESS TO SENSITIVE INFORMATION (JUN 2005). The Contractor shall ensure that all personnel (including subcontractor personnel and consultants) proposed to work on the task order have been trained with regard to their responsibilities concerning PCIs, OCIs, limitations on future contracting, and protection of proprietary and sensitive data.

(g) Contractor's response to Task Order Requests: Within two (2) business days of receipt of a Task Order request, the Contractor shall notify the Contracting Officer of all potential or actual PCIs or OCIs and provide a report detailing:

(1) The nature of any potential or actual OCI or PCI.

(2) Plan for avoiding, neutralizing, or mitigating:

(i) OCIs as described in paragraphs (b) and (c) of this clause, and/or

(ii) PCIs as described in paragraphs (d) and (e).

Additionally, the Contractor shall notify the Contracting Officer of any modifications it intends to make to its OCI Avoidance Plan provisions related to the protection of proprietary and sensitive data for the work to be performed under the Task Order.

(h) Government response to a report of a potential or actual OCI or PCI: The Contracting

Officer will review the report and determine which of the following approaches is in the best interest of the Government and shall so advise the Contractor:

(1) The Contractor shall perform consistent with the Task Order and the Contractor’s plan to avoid, mitigate, or neutralize, the conflict;

(2) The Contractor shall not perform the Task Order and it will be cancelled; or

(3) The Task Order shall be modified to remove the conflict.

(i) Additional requirements:

(1) The limitations on future contracting resulting from the Contractor's performance are identified in H.3 NFS clause 1852.209-71, LIMITATION OF FUTURE

CONTRACTING (DEC 1988).

(2) The Contractor shall include this clause in all subcontract(s) regardless of tier.

(3) The Contractor shall notify the Government of any actual OCI or PCI within two (2) business days of whenever the Contractor becomes aware of the OCI or PCI.

(4) The Offeror must not expect that use of a firewall within its own organization to mitigate “impaired objectivity” OCIs will be acceptable to NASA. Such firewalls generally provide insufficient mitigation for an “impaired objectivity” type of OCI.

Additionally, the Offeror must not expect that the use of firewalled subcontractors to mitigate “impaired objectivity” OCIs will be acceptable to NASA. Use of such firewalls, except in extremely limited circumstances, prevents the Offeror from effectively managing their subcontractor(s) and the task.

H.3 LIMITATION OF FUTURE CONTRACTING (NFS 1852.209-71) (DEC 1988)

(a) The Contracting Officer has determined that this acquisition may give rise to a potential organizational conflict of interest. Accordingly, the attention of prospective offerors is invited to FAR Subpart 9.5 - Organizational and Consultant Conflicts of Interest.

(b) The nature of this conflict is that, during the performance of this contract, the Contractor will unavoidably encounter Conflicts of Interest in the form of conflicting roles that have the potential to bias the Contractor's judgment, such as:

(1) the evaluation or assessment of the work product of the Contractor or of the Contractor’s competitors,

(2) performance of a proposal/Concept Study Report (CSR) evaluation, assessment, or study the results of which could potentially impact the Contractor’s interests,

(3) access to proprietary information or data of other Contractors and/or Government sensitive, nonpublic information or data, which information or data may provide the Contractor with an unfair competitive advantage. For the purpose of this clause, the term Contractor includes the Contractor’s business units and divisions, as well as the Contractor’s parent company, subsidiaries, affiliates, and successors (as applicable). For the purpose of this contract, “sensitive” information is defined in the Access to Sensitive Information clause of this contract.

(c) The restrictions upon future contracting are as follows:

(1) The Contractor shall not:

(i) participate in any capacity, in support of an offeror/potential proposer, in a solicitation for which it provides evaluative services under this contract; or

(ii) perform any work for the baseline or threshold investigation, as defined at selection/down-selection of the associated proposal/CSR and/or mission, directly arising from, or directly related to, any proposal/CSR evaluation or assessment, which the Contractor performed under this contract. This restriction shall remain in effect for a reasonable time after the Contractor’s performance under this contract has ended, as agreed to by the Contracting Officer and the Contractor, sufficient to avoid unfair competitive advantage or potential bias. This time shall in no case be less than the duration of the contract plus one year, of any contract arising directly from a proposal/CSR evaluation, or an existing contract for a mission subject to an assessment on which the Contractor performed these services.

(2) To the extent that the work under this contract requires access to proprietary, sensitive, business confidential, or financial data of other companies, and as long as these data remain proprietary, sensitive, or confidential, the Contractor shall protect these data from unauthorized use and disclosure and agrees not to use the data for any other purpose including, but not limited to, competing for future work.

(d) The Contractor shall include this clause in all subcontracts regardless of tier.

H.4 EXPORT LICENSES (NFS 1852.225-70) (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 Langley Research Center , 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.

H.5 ADDITIONAL REPORTS OF WORK – RESEARCH AND DEVELOPMENT (NFS

1852.235-74) (FEB 2003)

The Contractor shall submit the following report(s) to the Contracting Officer:

(a) Monthly progress reports. The Contractor shall submit separate monthly reports of all work accomplished during each month of contract performance. Reports shall be in narrative form, brief, and informal. They shall include a quantitative description of progress, an indication of any current problems that may impede performance, proposed corrective action, and a discussion of the work to be performed during the next monthly reporting period.

(b) Quarterly progress reports. The Contractor shall submit separate quarterly reports of all work accomplished during each three-month period of contract performance. In addition to factual data, these reports should include a separate analysis section interpreting the results obtained, recommending further action, and relating occurrences to the ultimate objectives of the contract. Sufficient diagrams, sketches, curves, photographs, and drawings should be included to convey the intended meaning.

(c) Additional reports as required by individual task orders.

(d) Submission dates. Monthly and quarterly reports shall be submitted by the 15th day of the month following the month or quarter being reported. If the contract is awarded beyond the middle of a month, the first monthly report shall cover the period from award until the end of the following month. No monthly report need be submitted for the third month of contract effort for which a quarterly report is required. No quarterly report need be submitted for the final three months of contract effort since that period will be covered in the final report.

H.6 SECURITY PROGRAM/FOREIGN NATIONAL ACCESS REQUIREMENTS (LaRC

52.204-91) (MAY 2019)

1) Applicable Definitions:

Foreign National: A foreign national is any person who is not a U.S. citizen, lawful permanent resident, or protected individual as defined by 8 U.S.C. 1101(a)(20) and 8 U.S.C. 1324b (a)(3). This also means any foreign corporation, business association, partnership, trust, or society, as well as any international organizations, any foreign government, and any agency or subdivision of foreign governments (e.g., diplomatic missions).

Lawful Permanent Resident (LPR): An LPR is any foreign person legally permitted to reside and work within the United States, to include protected individuals. LPRs are to be afforded all the rights and privileges of a U.S. citizen with the exception of voting, holding public office, access to classified national security information, and employment in the federal sector (except for specific needs or under temporary appointment per 5 CFR, Part 7, Section 7.4). LPRs are not prohibited from accessing export controlled items and information, but must have a work-related “need-to-know” for access. LPRs are considered foreign nationals under immigration laws. LPR, as defined herein, is to replace the term “Permanent Resident Alien” (PRA) in all NASA guidance that has not yet been updated to the use of LPR.

Visit: A visit is any means by which, and any duration for which, access is obtained to non-public NASA assets.

NASA Asset: A system, item, person or any combination thereof, that has importance or value to the NASA mission. People, data, technology, buildings, property, vehicles, blueprints, contracts, records, and funds are examples of what may constitute a NASA asset.

Access: Access, with regard to NASA assets, is the explicit granting of permission to enter and/or use NASA facilities, interact with NASA personnel, and/ or use NASA information and related information processing services.

Physical Access: Physical access is the ability to touch, or walk into or up to, a NASA Asset. Physical access is controlled through the use of door locks, card readers, gates, fences, officers, walls. The purpose of these controls is to limit access to those persons who have been granted permission to access controlled assets.

Logical Access: Logical access, commonly referred to as IT access, is the ability to interact with electronic data, applications, or systems.

2) Requirements for Physical and Logical Access for Foreign Nationals who are not LPRs:

a) Physical and logical access to the NASA Langley Research Center (LaRC) by foreign nationals who are not LPRs shall be approved in accordance with NPR 1600.4. Chapter 4, “Identity and Credential Management” and the NASA Foreign National Access Management Operations Manual (May 2016), which can be found at:

https://www.hq.nasa.gov/office/ops/nasaonly/internal/FNAM/docs/FNAM_OperationsMa nual_TAGGED.pdf.

b) Center access approval requires a minimum of 5 (five) working days advance notice.

Designated country nationals require a minimum of 30 (thirty) working days advance notice because of additional approval requirements. Information on Designated Countries is available at: https://oiir.hq.nasa.gov/nasaecp/docs/DCList_10-24-2018.pdf

c) Foreign nationals who are not LPRs shall be escorted by a NASA Civil Servant or permanently badged contractor at all times while on Center unless otherwise approved by the Center Chief of Security. In exceptional cases as required by NASA Mission requirements, a waiver to the escort requirement may be granted by the Center Chief of Security.

d) Non-LPR Foreign Nationals must request and obtain prior approval from Joint Base Langley-Eustis prior to entering Joint Base Langley-Eustis. Access is subject to conditions imposed by Joint Base Langley-Eustis and may require a U.S. citizen escort at all times. Information is available at:

https://lms.larc.nasa.gov/admin/documents/LF295Jan2014.pdf

3) Requirements for Physical and Logical Access for LPRs:

a) Visit requests shall be submitted directly to the Badge and Pass Office (BPO) using an LF-103 NASA Langley Research Center Security Services Branch (SSB) U.S. Citizen Visitor Badge Request Form. LPRs may be sponsored for Center access by permanently badged contractor employees or NASA civil servants. Contractor LPRs shall be sponsored by the employing contractor. All LPRs must confirm their status by providing their ORIGINAL State Department Documentation (Green Card). (Copies, facsimiles, or photographs of the State Department Documentation will NOT be accepted).

b) LPRs who will be at LaRC in excess of 29 days will be processed through IdMAX.

c) LPRs who will be at LaRC in excess of 179 days will be processed for PIV credentials that will remain valid for 5 years.

d) The Contractor is responsible for ensuring credentials issued to LPRs sponsored by the contractor are returned when the LPR no longer requires access to NASA LaRC under the contract or no longer works for the contractor.

e) LPRs on a work related, “need-to-know” basis are allowed access to export-controlled commodities. It is incumbent on the Government Branch Head or Program Manager to determine who should have access to export controlled information. The Security Services Branch, the Office of Chief Counsel, and the Center Export Administrator are https://www.hq.nasa.gov/office/ops/nasaonly/internal/FNAM/docs/FNAM_OperationsManual_TAGGED.pdf https://www.hq.nasa.gov/office/ops/nasaonly/internal/FNAM/docs/FNAM_OperationsManual_TAGGED.pdf https://oiir.hq.nasa.gov/nasaecp/docs/DCList_10-24-2018.pdf available for guidance to the Government Branch Head or Program Manager.

f) LPRs are permitted to carry personal mobile devices on Center. Personal mobile devices are not be used to record, store, or process NASA data and are not to be used to take photographs within NASA facilities.

g) LPRs and Foreign Nationals must request and obtain prior approval from Joint Base Langley-Eustis prior to entering Joint Base Langley-Eustis. Access is subject to conditions imposed by Joint Base Langley-Eustis and may require a U.S. citizen escort at all times. Information is available at:

4) Violation of security policies by personnel may result in withdrawal of Center access for the offending personnel and/or contractual actions against the contractor and possible criminal prosecution for violation of export control laws and laws regarding access to Government facilities.

H.7 REQUIREMENTS FOR ACCESS TO NASA LANGLEY RESEARCH CENTER (LaRC

52.204-92) (MAY 2019)

(a) Visitors seeking entry to NASA Langley Research Center using a state-issued driver’s license or state-issued personal identification card are advised that identification documents must be compliant with the REAL ID Act of 2005, Public Law 109-13.

Information on the REAL ID Act of 2005, Public Law 109-13 requirements can be found at:

http://www.dhs.gov/real-id-public-faqs. Questions concerning REAL ID can be forwarded to the NASA Langley Badge and Pass Office via email at LaRC-RealId@mail.nasa.gov

(b) A state-issued ID that is non-compliant with the REAL ID standards cannot be used for access to the Center.

(c) The following alternate forms of identification are accepted for NASA LaRC access:

(1) Federal employee badges,

(2) Passports,

(3) Military identification cards,

(4) Enhanced Driver’s Licenses,

(5) U.S. Coast Guard Merchant Mariner Card,

(6) Native American tribal document,

(7) School identification accompanied by an item from List C.

(d) Visitors without acceptable identity documents require specific authorization from the Center Chief of Security and escort by permanently badged NASA employees or permanently badged contractor employees at all times while present on the NASA Langley Research Center mailto:LaRC-RealId@mail.nasa.gov

H.8 OBSERVATION OF REGULATIONS AND IDENTIFICATION OF CONTRACTOR’S

EMPLOYEES (LaRC 52.211-104) (NOV 2018)

a) The Contractor shall require its employees to observe and obey all rules and regulations as prescribed by the authorities at LaRC and other installations including all applicable Federal, NASA, and Langley safety, health, environmental and security regulations.

b) At all times while on NASA property, the Contractor shall require its employees, subcontractors, and agents to display a valid NASA issued identification badge.

Contractors shall be held accountable for these identification badges, and may be required to validate its active employees on an annual basis with the NASA LaRC Security Services Branch.

c) When authorization to possess an Identification Badge no longer exists (e.g., upon termination of employment or expiration of contract):

(1) The Contractor shall submit a checkout request for the departing Contractor

Employee(s) at https://checkout.arc.nasa.gov, prior to notifying the Contractor Employee of the employment termination or contract expiration, unless a security threat exists (See Item 2 Below) in which case the checkout may occur immediately following termination;

(2) If the terminated employee is considered a security threat, the Contractor shall immediately notify the NASA LaRC Security Services Branch and LaRC Chief Information Officer, and submit NAMS closures for AGCY0012 Basic Active Directory Account and all Center or Agency VPN, to suspend the user’s physical and logical access to the Center. Center Security Personnel will escort the contractor employee off Center premises immediately;

(3) The departing Contractor Employee shall surrender the NASA RSA token, NASA Smartcard, Agency Smart Badge, Government-Provided Equipment, and all facility keys to the respective Contractor Supervisor;

(4) The Contractor shall ensure all Contractor Employees exit the NASA Langley Research Center premises within one (1) hour of termination of employment or at the end of a contractor employee’s standard work day upon contract expiration

(5) The Contractor shall return Contractor employee(s) NASA Identification Badges, Government-Provided equipment, and facility keys to the NASA LaRC Badge and Pass Office and Government-Equipment Points of Contact within two business days of employment termination or contract expiration.

d) All NASA identification badges and facility keys remain the property of NASA and the

Government reserves the right to invalidate such badges at any time.

80LARC20R0002 SECTION I

PART II – CONTRACT CLAUSES

SECTION I - CONTRACT CLAUSES

I.1 CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2) (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.hq.nasa.gov/office/procurement/regs/NFS.pdf

I.2 AUTHORIZED DEVIATIONS IN CLAUSES (FAR 52.252-6) (APR 1984)

(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR

Chapter 1) clause with an authorized deviation is indicated by the addition of “(DEVIATION)” after the date of the clause.

(b) The use in this solicitation or contract of any NASA FAR Supplement (48 CFR 18) clause with an authorized deviation is indicated by the addition of “(DEVIATION)” after the name of the regulation.

NUMBER FAR CLAUSE TITLE

52.202-1 DEFINITIONS (NOV 2013)

52.203-3 GRATUITIES (APR 1984)

52.203-5 COVENANT AGAINST CONTINGENT FEES (MAY 2014)

52.203-6 RESTRICTIONS ON SUBCONTRACTOR SALES TO THE

GOVERNMENT (SEP 2006)

52.203-7 ANTI-KICKBACK PROCEDURES (MAY 2014)

52.203-8 CANCELLATION, RESCISSION, AND RECOVERY OF FUNDS FOR

ILLEGAL OR IMPROPER ACTIVITY (MAY 2014)

52.203-10 PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR IMPROPER

ACTIVITY (MAY 2014)

52.203-12 LIMITATION ON PAYMENTS TO INFLUENCE CERTAIN FEDERAL

TRANSACTIONS (OCT 2010)

52.203-13 CONTRACTOR CODE OF BUSINESS ETHICS AND CONDUCT

(OCT 2015)

52.203-14 DISPLAY OF HOTLINE POSTER(S) (OCT 2015)

Fill-in: NASA LaRC Office of Inspector General, (757) 864-3262 https://www.acquisition.gov/far/index.html https://www.hq.nasa.gov/office/procurement/regs/NFS.pdf

52.203-16 PREVENTING PERSONAL CONFLICTS OF INTEREST (DEC 2011)

52.203-19 PROHIBITION ON REQUIRING CERTAIN INTERNAL

CONFIDENTIALITY AGREEMENTS OR STATEMENTS (JAN 2017)

52.204-2 SECURITY REQUIREMENTS (AUG 1996) (See Clause I.9 and Exhibit

G)

52.204-4 PRINTED OR COPIED DOUBLE-SIDED ON RECYCLED PAPER

(MAY 2011)

52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR

PERSONNEL (JAN 2011)

52.204-10 REPORTING EXECUTIVE COMPENSATION AND FIRST-TIER

SUBCONTRACT AWARDS (OCT 2018)

52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE (OCT 2018)

52.204-19 INCORPORATION BY REFERENCE OF REPRESENTATIONS AND

CERTIFICATIONS (DEC 2014)

52.204-23 PROHIBITION ON CONTRACTING FOR HARDWARE,

SOFTWARE, AND SERVICES DEVELOPED OR PROVIDED BY

KASPERSKY LAB AND OTHER COVERED ENTITIES (JUL

2018)

52.204-25 PROHIBITION ON CONTRACTING FOR CERTAIN

TELECOMMUNICATIONS AND VIDEO SURVEILLANCE

SERVICES OR EQUIPMENT (AUG 2019)

52.209-6 PROTECTING THE GOVERNMENT’S INTEREST WHEN

SUBCONTRACTING WITH CONTRACTORS DEBARRED,

SUSPENDED, OR PROPOSED FOR DEBARMENT (OCT 2015)

52.209-9 UPDATES OF PUBLICLY AVAILABLE INFORMATION

REGARDING RESPONSIBILITY MATTERS (OCT 2018)

52.209-10 PROHIBITION ON CONTRACTING WITH INVERTED DOMESTIC

CORPORATIONS (NOV 2015)

52.210-1 MARKET RESEARCH (APR 2011)

52.215-2 AUDIT AND RECORDS - NEGOTIATION (OCT 2010)

52.215-8 ORDER OF PRECEDENCE - UNIFORM CONTRACT FORMAT (OCT

1997)

52.215-11 PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA -

MODIFICATIONS (AUG 2011)

52.215-13 SUBCONTRACTOR CERTIFIED COST OR PRICING DATA—

MODIFICATIONS (DEVIATION 18-04)

52.215-14 INTEGRITY OF UNIT PRICES (OCT 2010)

52.215-15 PENSION ADJUSTMENTS AND ASSET REVERSIONS (OCT 2010)

52.215-17 WAIVER OF FACILITIES CAPITAL COST OF MONEY (OCT 1997)

NOTE: This clause will not be included in the contract if awardee proposes Facilities Capital Cost of Money in its proposal.

52.215-18 REVERSION OR ADJUSTMENT OF PLANS FOR

POSTRETIREMENT BENEFITS (PRB) OTHER THAN PENSIONS

(JUL 2005)

52.215-19 NOTIFICATION OF OWNERSHIP CHANGES (OCT 1997)

52.215-21 REQUIREMENTS FOR CERTIFIED COST OR PRICING DATA AND

DATA OTHER THAN CERTIFIED COST OR PRICING DATA—

MODIFICATIONS (OCT 2010) - ALTERNATE IV (OCT 2010) Fill-in:

(b) To be determined at the time such proposal modification information is requested.

52.215-23 LIMITATIONS ON PASS-THROUGH CHARGES (OCT 2009) -

ALTERNATE I (OCT 2009)

52.216-7 ALLOWABLE COST AND PAYMENT (AUG 2018)

Fill-in: (a) (3) The designated payment office will make interim payments for contract financing on the 30th day after the designated billing office receives a proper payment request.

52.216-8 FIXED FEE (JUN 2011)

52.217-8 OPTION TO EXTEND SERVICES (NOV 1999) Fill-in: prior to the expiration of the contract

52.219-6 NOTICE OF TOTAL SMALL BUSINESS SET-ASIDE (NOV 2011)

52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS (OCT 2018)

52.219-14 LIMITATIONS ON SUBCONTRACTING (DEVIATION 19-02)

52.219-28 POST-AWARD SMALL BUSINESS PROGRAM

REREPRESENTATION (OCT 2014): Offeror Fill-in if Applicable.

52.222-1 NOTICE TO THE GOVERNMENT OF LABOR DISPUTES (FEB

1997) 52.222-2 PAYMENT FOR OVERTIME PREMIUMS (JUL 1990) Paragraph (a) fill-in: “zero”

52.222-3 CONVICT LABOR (JUN 2003)

52.222-21 PROHIBITION OF SEGREGATED FACILITIES (APR 2015)

52.222-26 EQUAL OPPORTUNITY (SEP 2016)

52.222-37 EMPLOYMENT REPORTS ON VETERANS (FEB 2016)

52.222-40 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL

LABOR RELATIONS ACT (DEC 2010)

52.222-50 COMBATING TRAFFICKING IN PERSONS (JAN 2019)

52.222-54 EMPLOYMENT ELIGIBILITY VERIFICATION (OCT 2015)

52.223-5 POLLUTION PREVENTION AND RIGHT-TO-KNOW INFORMATION

(MAY 2011)

52.223-6 DRUG-FREE WORKPLACE (MAY 2001)

52.223-13 ACQUISITION OF EPEAT®–REGISTERED…