Attachment B Sample Contract.pdf

Contract # 47QFCA23CXXXX

Template Version 01/04/2023

CONTRACT

47QFCA23CXXXX

Maritime Workforce and Industrial Base in support of:

Office of the Under Secretary of Defense for

Acquisition & Sustainment (OUSD A&S)

Innovation Capability & Modernization Office

(ICAM)

Issued to:

All Prospective Offerors

Conducted under Federal Acquisition Regulation (FAR) Part 15 & 35.016

Issued by:

The Federal Systems Integration and Management Center (FEDSIM)

1800 F Street, NW (QF0B)

Washington, D.C. 20405

FEDSIM Project ID 47QFCA23Z0006

SECTION B – SUPPLIES OR SERVICES AND PRICES/COSTS

Contract # 47QFCA23CXXXX PAGE B-1

B.1 GENERAL

This is an award off the Broad Agency Announcement (BAA) #_____________. The services shall be performed in accordance with all Sections of this Contract and the attached Statement of

Work. An acronym listing to support this contract is included in Section J, Attachment X.

B.2 CONTRACT TYPES

The contractor shall perform the effort required by this Contract on a Cost-Plus-Fixed-Fee basis for:

a. Research and Development (R&D) CLINs 0001, 1001, 2001, 3001, and 4001.

The contractor shall perform the effort required by this contract on a Cost-Reimbursement (CR)

Not-to-Exceed (NTE) basis for:

a. Direct Travel Reimbursement Travel CLINs 0003, 1003, 2003, 3003, and 4003.

b. Materials and Equipment CLINs 0004, 1004, 2004, 3004, and 4004.

c. Other Direct Costs (ODCs) CLINs 0005, 1005, 2005, 3005, and 4005.

B.3 SERVICES AND PRICES/COSTS

Long-distance travel is defined as travel over 50 miles from contractor location. Local travel will not be reimbursed.

The following abbreviations are used in this price schedule:

CLIN

CPFF

Contract Line-Item Number

Cost-Plus-Fixed-Fee

CR

LOE

Cost-Reimbursement

Level of Effort

NTE Not-to-Exceed

ODC Other Direct Cost

QTY Quantity

R&D

T&M

Research and Development

Time-and-Materials

Contract # 47QFCA23CXXXX PAGE B-2

B.3.1 BASE PERIOD:

MANDATORY COST-PLUS-FIXED-FEE (CPFF) LABOR CLIN

Description

Level of

Effort/ # of Hours

Cost

Fixed Fee

Total

0001 R&D (Tasks X-XX) $ $ $

CR TRAVEL, MATERIALS AND EQUIPMENT, and ODC CLINs

CLIN Description Total NTE Price

Direct Reimbursable Travel Including Indirect

Handling Rate ______% NTE $(Enter Amount)

Materials and Equipment Including Indirect

Handling Rate ______% NTE $(Enter Amount)

ODCs Including Indirect Handling Rate

NTE $(Enter Amount)

TOTAL BASE PERIOD CLINs: $____________

B.3.2 FIRST OPTION PERIOD:

MANDATORY CPFF LABOR CLIN

1001 R&D (Tasks X-XX) $ $ $

Long-Distance Travel Including Indirect

Handling Rate ______% NTE $(Enter Amount)

Materials and Equipment Including Indirect

Handling Rate ______% NTE $(Enter Amount)

ODCs Including Indirect Handling Rate

TOTAL FIRST OPTION PERIOD CLINs: $____________

Contract # 47QFCA23CXXXX PAGE B-3

B.3.3 SECOND OPTION PERIOD:

2001 R&D (Tasks X-XX) $ $ $

Long-Distance Travel Including Indirect

Handling Rate ______% NTE $(Enter Amount)

Materials and Equipment Including Indirect

Handling Rate ______% NTE $(Enter Amount)

ODCs Including Indirect Handling Rate

TOTAL SECOND OPTION PERIOD CLINs: $________________

B.3.4 THIRD OPTION PERIOD:

3001 R&D (Tasks X-XX) $ $ $

Long-Distance Travel Including Indirect

Handling Rate ______% NTE $(Enter Amount)

Materials and Equipment Including Indirect

Handling Rate ______% NTE $(Enter Amount)

ODCs Including Indirect Handling Rate

TOTAL THIRD OPTION PERIOD CLINs: $________________

Contract # 47QFCA23CXXXX PAGE B-4

B.3.5 FOURTH OPTION PERIOD:

4001 R&D (Tasks X-XX) $ $ $

Long-Distance Travel Including Indirect

Handling Rate ______% NTE $(Enter Amount)

Materials and Equipment Including Indirect

Handling Rate ______% NTE $(Enter Amount)

ODCs Including Indirect Handling Rate

TOTAL FOURTH OPTION PERIOD CLINs: $________________

GRAND TOTAL ALL CLINs: $________________

Contract # 47QFCA23CXXXX PAGE B-5

B.4 SECTION B TABLES

B.4.1 INDIRECT/MATERIAL HANDLING RATE

Costs incurred for Direct Reimbursement Travel, Materials and Equipment, and ODCs may be burdened with the contractor’s indirect/material handling rate in accordance with the contractor’s disclosed practices.

a. If no indirect/material handling rate is allowable in accordance with the contractor’s disclosed practices, no indirect/material handling rate shall be applied to or reimbursed on these costs.

b. If no rate is specified in the schedule of prices above, no indirect rate shall be applied to or reimbursed on these costs.

The indirect handling rate over the term of the contract shall not exceed the rate specified in the schedule of prices above.

Any contractor costs submitted under the Direct Reimbursement Travel, Materials and

Equipment, and ODCs CLIN’s—direct or indirect—beyond the indirect/material handling rates reflected in the schedule of prices above, will be unallowable. Subsequently, invoices for contractor costs—direct or indirect—on the Direct Reimbursement Travel, Materials and

Equipment, and ODCs CLINs, beyond the indirect/material handling rates reflected in the schedule of prices above, will be rejected as unallowable.

B.4.2 TIME-AND-MATERIALS (T&M) LABOR MIX AND LEVEL OF EFFORT

The labor mix and level of effort specified in the contractor’s proposal and incorporated into this contract are for estimation purposes. The contractor may reallocate, with prior written approval of the Federal Systems Integration and Management Center (FEDSIM) Contracting Officer’s

Representative (COR), the number of hours by labor category within the labor CLIN as needed to effectively manage the project, provided the total funded labor cost and total hours are not exceeded. Any additional labor categories or increases to total hours or increases to ceilings required during performance must be approved by the FEDSIM Contracting Officer (CO) and added to the contract by modification.

B.4.3 ACCOUNTING FOR SERVICE CONTRACT REPORTING

Costs associated with Accounting for Service Contract Reporting, as specified in Section

C.5.1.1, are covered in CLIN X001 and relate to this contract only.

B.5 INCREMENTAL FUNDING

B.5.1 INCREMENTAL FUNDING LIMITATION OF GOVERNMENT’S

OBLIGATION

Incremental funding in the amount of $XXX,XXX,XXX for CLINs __*__ through __*__ is currently allotted and available for payment by the Government. Additional incremental funding for these CLINs may be allotted and available for payment by the Government as the funds become available. The estimated period of performance covered by the allotments for the mandatory CLINs is from award through TBD , unless otherwise noted in Section B. The

Contract # 47QFCA23CXXXX PAGE B-6 contract may be modified to add funds incrementally up to the maximum of $***,***,*** over the performance period of this contract. These allotments constitute the estimated cost for the purpose of Federal Acquisition Regulation (FAR) Clause 52.232-22, Limitation of Funds, which applies to this contract on a CLIN-by-CLIN basis.

B.5.2 INCREMENTAL FUNDING TABLE FOR CPFF OR T&M

The Incremental Funding Table Excel spreadsheet is available in Section J, Attachment X

B.6 COST-PLUS-FIXED-FEE (CPFF) CLINs (X001 – XXXX)

The contractor shall be entitled to payment of fixed fee proportional to cost incurred for that CLIN.

The contractor may present, with its monthly vouchers for costs, a fee voucher in an amount bearing the same percentage of fixed fee as the certification of incurred costs bears to the total estimated cost for each CLIN, not to exceed the ceiling for that CLIN (see Contract Section G.3.X)

When the work required under any CLIN is completed, and that work is within the total estimated cost shown above, the contractor shall be entitled to payment of fixed fee proportional to cost incurred for that CLIN. The contractor may present, with its monthly vouchers for costs, a fee voucher in an amount bearing the same percentage of fixed fee as the certification of incurred costs bears to the total estimated cost for each CLIN. However, in accordance with FAR 52.216-

8, after payment of 85 percent of the fixed fee for the total TO, the FEDSIM CO may withhold further payment of fixed fee until a reserve shall have been set aside in an amount which the

FEDSIM CO considers necessary to protect the interest of the Government. This reserve shall not exceed 15 percent of the total fixed fee or $100,000, whichever is less.

CUI//SP-PROCURE

SECTION C – DESCRIPTION / SPECIFICATIONS / STATEMENT OF WORK or

PERFORMANCE WORK STATEMENT

Page C-1

The contractor shall conduct the effort under CLIN(s) in accordance with the attached Statement of Work, entitled (TBD) dated TBD (Attachment_) and Deliverables.

If Option X is exercised the Contractor shall conduct the effort under CLIN ____ in accordance with the attached Statement of Work, entitled (TBD) dated TBD (Attachment_) and

Deliverables.

SECTION D - PACKAGING AND MARKING

Request for Proposal 47QFCA23RXXXX PAGE D-1

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SECTION E - INSPECTION AND ACCEPTANCE

Request for Proposal 47QFCA23RXXXX PAGE E-1

E.1 PLACE OF INSPECTION AND ACCEPTANCE

Inspection and acceptance of all work performance, reports, and other deliverables under this contract will be performed by the FEDSIM COR and ICAM TPOC.

E.2 SCOPE OF INSPECTION

All deliverables will be inspected for content, completeness, accuracy, and conformance to contract requirements by the FEDSIM COR and ICAM TPOC. Inspection may include validation of information or software through the use of automated tools, testing, or inspections of the deliverables, as specified in the contract. The scope and nature of this inspection will be sufficiently comprehensive to ensure the completeness, quality, and adequacy of all deliverables.

The Government requires a period NTE 15 workdays after receipt of deliverable items for inspection and acceptance or rejection.

E.3 BASIS OF ACCEPTANCE

The basis for acceptance shall be compliance with the requirements set forth in the contract and relevant terms and conditions of the contract. Deliverable items rejected shall be corrected in accordance with the applicable clauses.

Acceptance will occur when all discrepancies, errors, or other deficiencies identified in writing by the Government have been resolved, through documentation updates, program correction, or other mutually agreeable methods.

Reports, documents, and narrative-type deliverables will be accepted when all discrepancies, errors, or other deficiencies identified in writing by the Government have been corrected. If the deliverable is adequate, the Government may accept it or provide comments for incorporation.

All of the Government’s comments on deliverables shall either be incorporated in the succeeding version of the deliverable, or the contractor shall explain to the Government’s satisfaction why such comments should not be incorporated.

If the Government finds that a deliverable contains spelling errors, grammatical errors, or improper format, or otherwise does not conform to the quality assurance requirements stated within this TO, the document may be rejected without further review and returned to the contractor for correction and resubmission. If the contractor requires additional Government guidance to produce an acceptable version, the contractor shall arrange a meeting with the

FEDSIM COR.

E.4 DELIVERABLES

The Government will provide written acceptance, comments, and/or change requests, if any, within 15 workdays (unless specified otherwise in Section F) from Government receipt of the deliverable. Upon receipt of the Government comments, the contractor shall have ten workdays to incorporate the Government’s comments and/or change requests and to resubmit the deliverable.

SECTION E - INSPECTION AND ACCEPTANCE

Request for Proposal 47QFCA23RXXXX PAGE E-2

E.5 DELIVERABLES SUBMISSIONS

Deliverables (to include technical reports and briefings) delivered under the contract shall contain an acknowledgement identifying the contract number, government organization for which the document was prepared and proper data rights marking. Deliverables shall be submitted in accordance with Section C, Deliverables Table and attachments. In addition to requirements in the PWS, all deliverables are to be delivered electronically and uploaded via

Collaboration in ASSIST at https://portal.fas.gsa.gov/public/login. The Collaboration type will be “deliverables” and you will be prompted to upload the attachment to Table 47 – Surveillance.

All deliverables must use the following file naming convention:

Deliverable: The document file name must start with “Deliverable” and then other verbiage to further differentiate that file may be added based on required deliverables for your contract.

Example: “Deliverable_April21_04MSR.pdf”

Program Management Plan (PMP): The document file name must start with “PMP” and then other verbiage to further differentiate the file. Example: “PMP_Jul2021_07PMP”

Further, all data deliverables shall have a disclaimer clearly displayed on the title page to the effect that the report is the contractor’s opinion based on information furnished to them and does not necessarily represent the opinion of any Government agency.

E.6 WRITTEN ACCEPTANCE/REJECTION BY THE GOVERNMENT

The FEDSIM CO or FEDSIM COR will provide written notification of acceptance or rejection via Assisted Services Shared Information System (ASSIST) of all deliverables within 15 workdays (unless specified otherwise in Section F) (Section J, Attachment G). ASSIST provides the capability to note acceptance or rejection. All notifications of rejection will be accompanied with an explanation of the specific deficiencies causing the rejection with ASSIST.

Once accepted, deliverables shall be submitted to the FEDSIM COR via the Assisted Service

Shared Information SysTem (ASSIST) Post Award Collaboration (PAC) tool no later than five workdays after the FEDSIM CO’s or FEDSIM COR’s acceptance.

E.7 NON-CONFORMING PRODUCTS OR SERVICES

Non-conforming products or services will be rejected. Deficiencies shall be corrected, by the contractor, within ten workdays of the rejection notice. If the deficiencies cannot be corrected within ten workdays, the contractor shall immediately notify the FEDSIM COR of the reason for the delay and provide a proposed corrective action plan within ten workdays.

If repair/replacement or re-performance will not correct the defects or is not possible, the

Government may seek an equitable price reduction or adequate consideration for acceptance of the nonconforming suppliers or services, see FAR 52.212-4a.

https://portal.fas.gsa.gov/public/login

SECTION F – DELIVERIES OR PERFORMANCE

Request for Proposal 47QFCA23RXXXX PAGE F-1

F.1 PERIOD OF PERFORMANCE

The period of performance for this contract is a one-year base period and four one-year options.

Base Period: To Be Determined (TBD) at award

First Option Period: TBD at award

Second Option Period: TBD at award

Third Option Period: TBD at award

Fourth Option Period: TBD at award

F.2 PLACE OF PERFORMANCE

The primary place of performance where the contractor will perform the work is TBD

F.3 CONTRACT SCHEDULE AND MILESTONE DATES

The following schedule of milestones will be used by the FEDSIM COR to monitor timely progress under this contract.

The following abbreviations are used in this schedule:

CLIN: Contract Line Item Number

DEL: Deliverable

IAW: In Accordance With

NLT: No Later Than

TOA: Time of Award

Days: Unless otherwise specified, references to days are Calendar Days

Deliverables are due the next Government workday if the due date falls on a holiday or weekend.

Data Rights Clause - Abbreviations in the Gov’t Rights column of the table below shall be interpreted as follows:

N/A: Not Applicable

UR: Unlimited Rights, Defense Federal Acquisition Regulation Supplement (DFARS)

252.227-7013

RS: Restricted Software, per DFARS 252.227-7014

LD: Limited Rights Data, per DFARS 252.227-7013

SW: Special Works, per DFARS 252.227-7020

For software or documents that may be either proprietary Commercial Off-the-Shelf (COTS) or custom, RS/LD rights apply to proprietary COTS software or documents and UR rights apply to custom software or documents. The Government asserts UR rights to open-source COTS software.

The Government does not assert any rights to management software tools if the contractor does not plan to charge the Government directly for that tool and does not propose that the

Government will own or use that tool.

Request for Proposal 47QFCA23RXXXX PAGE F-2

Listed below is a sampling of a deliverable table and deliver date as a reference only.

DEL.

MILESTONE/

DELIVERABLE

CLIN

PWS

REFERENCE

DATE OF

COMPLETION/

DELIVERY

GOV’T

RIGHTS

XX Project Start (PS) TBD

XX

Project Kick-Off

Meeting Agenda

TBD

XX

Project Kick-Off

Meeting Minutes

Report

TBD

XX

Monthly Status

Report

Monthly (fill in specific timeframe – e.g., 10th calendar day of the next month)

The contractor shall mark all deliverables listed in the above table to indicate authorship by contractor (i.e., non-Government) personnel; provided, however, that no deliverable shall contain any proprietary markings inconsistent with the Government’s data rights set forth in this TO. The Government reserves the right to treat non-conforming markings in accordance with DFARS 252.227-7013 and 252.227-7014.

F.4 DELIVERABLES MEDIA

The contractor shall deliver all electronic versions by electronic mail (email). Removable electronic media, DoD SAFE, or File Transfer Protocol sites may used to make electronic delivery if files are larger than 30 MB.

The following are the required electronic formats, whose versions shall be compatible with the latest, commonly available version on the market.

a. Text Microsoft (MS) Word, Portable Document Format (PDF)

b. Spreadsheets MS Excel

c. Briefings MS PowerPoint

d. Drawings MS Visio

e. Schedules MS Project, MS Excel, Portable Document Format (PDF)

F.5 PLACE(S) OF DELIVERY

Unclassified deliverables and correspondence shall be delivered to the FEDSIM COR at the following email address below:

GSA FAS AAS FEDSIM

ATTN: (insert name), To Be Provided at Award

Telephone: (XXX) XXX-XXXX

Email: (insert email address)

Request for Proposal 47QFCA23RXXXX PAGE F-3

Copies of all deliverables shall also be delivered to ICAM TPOC, as appropriate, name and contact information will be provided upon award.

The contractor shall utilize the ASSIST PAC tool to deliver all FEDSIM COR accepted deliverables identified in Section F.3.

F.6 NOTICE REGARDING LATE DELIVERY/PROBLEM NOTIFICATION REPORT

(PNR)

The contractor shall notify the FEDSIM COR via a PNR (Section J, Attachment X) as soon as it becomes apparent to the contractor that a scheduled delivery will be late. The contractor shall include in the PNR the rationale for late delivery, the expected date for the delivery, and the project impact of the late delivery. The FEDSIM COR will review the new schedule and provide guidance to the contractor. Such notification in no way limits any Government contractual rights or remedies including, but not limited to, termination.

SECTION G – CONTRACT ADMINISTRATION DATA

Request for Proposal 47QFCA23RXXXX PAGE G-1

G.1 CONTRACTING OFFICER’S REPRESENTATIVE (COR)

The FEDSIM CO appointed a FEDSIM COR in writing through a COR Designation Letter

(Section J, Attachment X). The FEDSIM COR will receive, for the Government, all work called for by the TO and will represent the FEDSIM CO in the technical phases of the work. The

FEDSIM COR will provide no supervisory or instructional assistance to contractor personnel.

The FEDSIM COR is not authorized to change any of the terms and conditions, scope, schedule, and price of the Contract or the TO. Changes in the scope of work will be made only by the

FEDSIM CO by properly executed modifications to the Contract or the TO.

G.1.1 CONTRACT ADMINISTRATION

Contracting Officer:

Justin Zerbato

GSA FAS AAS FEDSIM (QF0B)

1800 F Street, NW

Telephone: (202) 417-0732

Email: justin.zerbato@gsa.gov

Contracting Officer’s Representative:

Provided at award.

Technical Point of Contact:

Provided at award.

G.2 INVOICE SUBMISSION

The contractor shall submit Requests for Payments in accordance with the format contained in

General Services Acquisition Manual (GSAM) 552.232-25, PROMPT PAYMENT (NOV 2009), to be considered proper for payment. In addition, the following data elements shall be included on each invoice:

Contract Number: (from GSA Form 300, Block 2)

Paying Number: (FIN) (From GSA Form 300, Requisition/Reference Number Block or

Form SF30 Block 4)

FEDSIM Project ID: TBD

Project Title: Defense Industrial Base Development and Sustainment (DIBDS)

The contractor shall submit invoices as follows:

The contractor shall utilize ASSIST to submit invoices. The contractor shall manually enter

CLIN charges into the ASSIST Invoice Service. Summary charges on invoices shall match the charges listed in ASSIST for all CLINs.

The contractor shall submit invoices electronically by logging into the ASSIST portal

(https://portal.fas.gsa.gov), navigating to the appropriate award, and creating the invoice for that award. Do NOT submit any invoices directly to the GSA Finance Center (neither by mail nor via electronic submission).

a. Log into ASSIST using your assigned Identification (ID) and password.

https://portal.fas.gsa.gov/

Request for Proposal 47QFCA23RXXXX PAGE G-2

b. Complete login by entering your one-time authentication code to complete the multi-factor authentication.

c. Click on the Award Administration menu option from the ASSIST Acquisition menu tab.

d. Locate the order against which you want to invoice.

e. Open the order by clicking on the Award Procurement Instrument Identifier (PIID) hyperlink.

f. Click on the left-hand Invoice Summary navigator link.

g. Click on the Create New Invoice button.

By utilizing this method, no paper copy of the invoice shall be submitted to GSA FEDSIM or the

GSA Finance Center. The contractor shall provide invoice backup data, as an attachment to the invoice, in accordance with the contract type, including detail such as labor categories, rates, and quantities of labor hours per labor category. The FEDSIM COR may require the contractor to submit a written “hardcopy” invoice with the client’s certification prior to invoice payment. A paper copy of the invoice is required for a credit.

The contractor is certifying, by submission of an invoice in ASSIST, that the invoice is correct and proper for payment.

For additional assistance or if there are any issues submitting an invoice, contact the ASSIST

Service Desk for support at 877-472-4877 (toll free) or by email at assist.servicedesk@gsa.gov.

G.3 INVOICE REQUIREMENTS

The contractor may invoice the fixed fee on a monthly basis. The monthly fixed fee invoiced shall be proportionate to the labor (dollars) expended for the month invoiced.

The contractor shall submit a draft copy of an invoice backup in Excel to the FEDSIM COR and

(ICAM) TPOC for review prior to its submission to ASSIST. The draft invoice shall not be construed as a proper invoice in accordance with FAR 32.9 and GSAM 532.9. The contractor shall provide receipts on an as-requested basis.

Each contract type shall be addressed separately in the invoice submission.

The final invoice is desired to be submitted within six months of project completion. Upon project completion, the contractor shall provide a final invoice status update monthly.

Regardless of contract type, the contractor shall report the following data:

a. Contract Number.

b. Contractor Invoice Number.

c. Contractor Name.

d. POC Information.

e. Current period of performance.

f. Amount of invoice that was subcontracted.

The amount of invoice that was subcontracted to a small business shall be made available upon request.

Request for Proposal 47QFCA23RXXXX PAGE G-3

G.3.1 COST-PLUS-FIXED FEE (CPFF) CLINSs (for LABOR)

The contractor may invoice monthly on the basis of cost incurred for the CPFF CLINs. The invoice shall include the period of performance covered by the invoice (all current charges shall be within the active period of performance) and the CLIN number and title. All hours and costs shall be reported by CLIN element (as shown in Section B), by contractor employee, and shall be provided for the current billing month and in total from project inception to date. The contractor shall provide the invoice data in spreadsheet form with the following detailed information. The listing shall include separate columns and totals for the current invoice period and the project to date.

a. Employee name (current and past employees).

b. Employee company.

c. Employee labor category.

d. Current monthly and total cumulative hours worked.

e. Direct labor rate.

f. Effective hourly rate (e.g., costs/hours).

g. Current approved billing rates in support of costs billed.

h. Itemization of costs centers applied to each individual invoice.

i. Indirect (e.g., Fringe, Overhead (OH), General and Administrative (G&A)) burdened costs for each individual invoice.

j. Fixed-fee amount.

k. Any cost incurred not billed by CLIN (e.g., lagging costs).

l. Labor adjustments from any previous months (e.g., timesheet corrections).

All cost presentations provided by the contractor shall also include any applicable indirect costs being applied by individual with associated cost center information.

G.3.2 TIME-AND-MATERIALS (T&M) CLINs (for LABOR) (Fill in invoicing instructions based on type of contract)

The contractor may invoice monthly on the basis of hours incurred for the T&M CLINs. The invoice shall include the period of performance covered by the invoice (all current charges shall be within the active period of performance) and the CLIN number and title. All hours and costs shall be reported by CLIN element (as shown in Section B), by contractor employee, and shall be provided for the current billing month and in total from project inception to date. The contractor shall provide the invoice data in spreadsheet form with the following detailed information. The listing shall include separate columns and totals for the current invoice period and the project to date.

a. Employee name (current and past employees).

b. Employee company.

c. Employee labor category.

d. Monthly and total cumulative hours worked.

e. Corresponding proposed or negotiated (choose one) TO ceiling rate.

Request for Proposal 47QFCA23RXXXX PAGE G-4

f. Hours incurred not billed by CLIN.

g. Total amount paid (lump sum) by CLIN.

h. Corresponding labor rate from Section B.

G.3.3 MATERIALS AND EQUIPMENT AND OTHER DIRECT COSTS (ODCs)

The contractor may invoice monthly on the basis of cost incurred for the Materials and

Equipment and ODC CLINs. The invoice shall include the period of performance covered by the invoice and the CLIN number and title. In addition, the contractor shall provide the following detailed information for each invoice submitted, as applicable. Spreadsheet submissions are required.

a. Materials and Equipment and/or ODCs purchased.

b. Request to Initiate Purchase (RIP) or Consent to Purchase (CTP) number or identifier.

c. Date accepted by the Government.

d. Associated CLIN.

e. Project-to-date totals by CLIN.

f. Cost incurred not billed by CLIN.

g. Remaining balance of the CLIN.

h. Any applicable Fee

i. Approved RIP or CTP cost and variance from actual costs.

j. Explanation of variances exceeding ten percent of the approved versus actual costs.

All cost presentations provided by the contractor shall also include any indirect costs being applied with associated cost center information.

G.3.4 TRAVEL

Travel may be required to support the Statement of Work. Contractor costs for travel will be reimbursed at the limits set in the following regulations (see FAR 31.205-46):

a. Federal Travel Regulation (FTR) - prescribed by the GSA, for travel in the continental

United States (U.S.).

b. Joint Travel Regulations (JTR) Volume 2, Department of Defense (DoD) Civilian

Personnel, Appendix A - prescribed by the DoD, for travel in Alaska, Hawaii, and outlying areas of the U.S.

The contractor may invoice monthly on the basis of cost incurred for cost of travel comparable with the FTR/JTR. The invoice shall include the period of performance covered by the invoice and the CLIN number and title. Separate worksheets, in MS Excel format, shall be submitted for travel.

CLIN/Task Total Travel: This invoice information shall identify all cumulative travel costs billed by CLIN/Task. The current invoice period’s travel details shall include separate columns and totals and include the following:

a. Travel Authorization Request (TAR) number or identifier, approver name, and approval date.

b. Current invoice period.

Request for Proposal 47QFCA23RXXXX PAGE G-5

c. Names of persons traveling.

d. Number of travel days.

e. Dates of travel.

f. Number of days per diem charged.

g. Per diem rate used.

h. Total per diem charged.

i. Transportation costs.

j. Total charges.

k. Approved TAR cost and variance from actual costs.

l. Explanation of variances exceeding ten percent of the approved versus actual costs.

m. Indirect handling rate.

All cost presentations provided by the contractor shall also include OH charges and G&A charges in accordance with the contractor’s DCAA cost Disclosure Statement (D/S).

G.4 CONTRACT CLOSEOUT

The Government will unilaterally close out the contract no later than six years after the end of the contract period of performance if the contractor does not provide final Defense Contract

Audit Agency (DCAA) rates by that time.

SECTION H – SPECIAL CONTRACT REQUIREMENTS

Contract # 47QFCA23CXXXX PAGE H-1

H.1 NORTH AMERICAN INDUSTRY CLASSIFICATION SYSTEM (NAICS)

The NAICS code for this requirement is 541715 Research and Development, in the Physical, Engineering, and Life Sciences (except Nanotechnology and Biotechnology).

H.2 PRODUCT SERVICE CODE (PSC)

The PSC is AC32, Defense -Related Activities, Applied Research.

H.3 KEY PERSONNEL

The following is a sampling of personnel designated as “Key.” The Government does not intend to dictate the composition of the ideal team to perform this contract. The proposed Key

Personnel shall possess all experience, qualifications, certifications, etc. necessary to meet all requirements of this effort.

a. Program Manager (PM)

b. Engineering Lead

c. The Government desires that Key Personnel be assigned for the duration of the contract.

H.3.1 PROGRAM MANAGER (PM)

The contractor shall identify a Program Manager (PM) by name who shall provide management, direction, administration, quality assurance (as defined in SOW), and leadership of the execution of this contract.

Sample PM qualifications:

a. Shall be an employee of the prime contractor.

b. Bachelor’s degree or higher in a Management, Finance, Science/Engineering/Electrical, or Computer related field of study.

c. Experience working on DoD and/or Defense Industrial Base (DIB) industrial resilience and workforce development activities.

H.3.2 KEY PERSONNEL SUBSTITUTION

The contractor shall not replace any personnel designated as Key Personnel without the written concurrence of the FEDSIM CO. Prior to utilizing other than the Key Personnel specified in its proposal in response to the RFP, the contractor shall notify the FEDSIM CO and FEDSIM COR.

This notification shall be no later than 15 calendar days in advance of any proposed substitution and shall include justification (including resume(s) and labor category of proposed substitution(s)) in sufficient detail to permit evaluation of the impact on contract performance.

Substitute Key Personnel qualifications shall be equal to, or greater than, those of the Key

Personnel substituted. If the FEDSIM CO and the FEDSIM COR determine that a proposed substitute Key Personnel is unacceptable, or that the reduction of effort would be so substantial as to impair the successful performance of the work under the contract, the contractor may be subject to default action as prescribed by FAR 52.249-6 Termination or FAR 52.249-8, Default.

Contract # 47QFCA23CXXXX PAGE H-2

H.4 GOVERNMENT-FURNISHED PROPERTY (GFP)

GFP is listed in Section J, Attachment X, and will be updated throughout performance of the contract. The contractor shall provide written confirmation of receipt for and maintain custody and accountability of any GFP including hardware and software provided during the course of performance of this effort. All GFP shall be returned to the Agency in “as is” condition at the end of the period of performance.

The contractor shall safeguard and secure all GFP in accordance with DoD governing policies and procedures and in accordance with FAR clause 52.245-1 and DFARS clauses 252.245-7001 through 252.245-7004. All GFP including, but not limited to, hardware, Information Technology

(IT) equipment, software, and access cards shall be returned to the ICAM TPOC or corresponding Government Technical Lead prior to the departure of each responsible contractor employee or at the end of the contract, whichever date comes earlier. Use of all GFP for other than Government work is strictly prohibited.

H.5 GOVERNMENT-FURNISHED INFORMATION (GFI)

The Government will provide all information necessary for completion of the requirements, as required, upon contract award. The contractor shall use GFI, Government-furnished data, and

Government-furnished documents only for the performance of work under this contract. The contractor shall be responsible for returning (or destroying copies of, as appropriate) all GFI, Government-furnished data, and Government-furnished documents to the Government at the end of the performance period.

Use of GFI for other than Government work is strictly prohibited.

H.6 SECURITY REQUIREMENTS

The contractor shall comply with all applicable security requirements, directives, instructions, and SOPs. The contractor shall follow all security policies, procedures, and requirements stipulated in the National Industrial Security Program (NISP), National Industrial Security

Program Operating Manual (NISPOM), and any supplements thereto, including applicable FAR and DFARS guidelines/requirements.

The contractor shall adhere to security guidelines as found in the DoD Form 254 (DD Form 254) provided in Section J, Attachment X which requires the contractor to possess a Secret Facility

Clearance (FCL). The Government will provide appropriate Security Classification Guides

(SCG) and additional instructions within the DD Form 254. The contractor shall follow instructions for Public Release requirements and Disclosure Policy references in the DD Form

254 Contract Security Classification Specification Block 12 as well as additional security guidance and requirements in Blocks 13 and 14. Any future updates, such as update to a Top

Secret (TS) FCL or other clauses and provisions, will be provided via amended DD-254s.

H.6.1 INFORMATION ASSURANCE

The contractor may have access to sensitive (including privileged and confidential) data, information, and materials of the U.S. Government. These printed and electronic documents are for internal use only and remain the sole property of the U.S. Government. Some of these

Contract # 47QFCA23CXXXX PAGE H-3 materials are protected by the Privacy Act of 1974 (AMENDED). Unauthorized disclosure of

Privacy Act covered materials is a criminal offense.

H.6.2 SAFEGUARDING SENSITIVE DATA AND INFORMATION TECHNOLOGY

RESOURCES

In accordance with FAR 39.106, this section is included in this TO. This section applies to all users of sensitive data and IT resources, including awardees, contractors, subcontractors, lessors, suppliers, and manufacturers.

The following GSA policies shall be followed. These policies can be found at:

http://www.gsa.gov/directives-library

This section shall be inserted in all subcontracts

H.6.3 SECURITY CLEARANCES

All personnel requiring access to classified information, data and equipment shall have a Secret clearance prior to being assigned to the contract. If a future update requires Top Secret, Sensitive Compartmented Information, or Special Access Program (SAP) information, that will be provided via an amended DD Form 254.

The contractor shall have access to unclassified and classified data. For access to classified information, the contractor shall ensure that all personnel with access to classified information have the necessary security clearances. Contractor personnel visiting any Government facility in conjunction with this contract shall be subject to the standards of conduct applicable to

Government employees. Site-specific approval regarding access to sensitive materials, computer facility access, issue of security badges, etc. shall be coordinated with the appropriate POC, as required. All necessary facility and employee security clearances shall be at the expense of the contractor.

Neither the contractor nor any of its subcontractors shall publicly disclose any information concerning operations or military activities performed under this TO. Such action(s) would be a violation of the provisions of this TO and may also be a violation of public law and Federal regulations.

Where interoperable DoD Public Key Infrastructure (PKI) or CACs are required for the exchange of unclassified information between DoD and its vendors and contractors or for access to Public Key-enabled information systems and websites, the contractor shall obtain all necessary certificates. The Government will support the issuing of CACs.

Before CAC issuance, the contractor employee requires, at a minimum, a favorably adjudicated

National Agency Check with Law and Credit (NACLC), its equivalent, or higher investigation in accordance with DoD Manual 5200.02, Personnel Security Program. The contractor employee will be issued a CAC only if duties involve one of the following: (1) both physical access to a

DoD facility and access, via logon, to DoD networks on-site or remotely; (2) remote access, via logon, to a DoD network using DoD-approved remote access procedures; or (3) physical access to multiple DoD facilities or multiple non-DoD, Federally-controlled facilities on behalf of the

DoD on a recurring basis for a period of six months or more. At the discretion of the sponsoring activity, an initial CAC may be issued based on a favorable review of the Federal Bureau of http://www.gsa.gov/directives-library

Contract # 47QFCA23CXXXX PAGE H-4

Investigations (FBI) fingerprint check and a successfully scheduled NACLC at the Office of

Personnel Management (OPM).

For contractors that do not require CAC, but require access to a DoD facility or installation, the contractor and all associated subcontractor employees shall comply with adjudication standards and procedures using the National Crime Information Center Interstate Identification Index

(NCIC-III) and Terrorist Screening Database (TSDB), applicable installation, facility and area commander installation/facility access, and local security policies and procedures

In general, all necessary facility and employee security clearances shall be at the expense of the contractor. The contractor shall comply with all security requirements.

H.6.4 FACILITY CLEARANCE (FCL)

The contractor shall possess a Secret FCL. The Government will provide the contractor with a

DoD Contract Security Classification Specification (i.e., DD Form 254) that will specify contractor access. All personnel will be required to have the appropriate security clearance commensurate with their roles. If the security requirements for a project have an exception to the aforementioned, it will be addressed on a case-by-case basis post-award.

H.7 CYBER-SUPPLY CHAIN RISK ASSESSMENT

The Government may perform a cyber-supply chain risk assessment of the awarded contractor at any time during the period of performance. The Government may review any information provided by the contractor to the Government as part of this contract action, along with any other information available to the Government from any other source, to assess the cyber-supply chain risk associated with the contractor. The Government may monitor the following cyber-supply chain risk information, including, but not limited to:

a. Functionality and features of awarded products and services, including access to data and information system privileges.

b. The ability of a source to produce and deliver products and services as expected.

c. Foreign control of, or influence over, a source, product, or service (e.g., foreign ownership, personal and professional ties between a source and any foreign entity, legal regime of any foreign country in which a source is headquartered or conducts operations).

d. Security, authenticity, and integrity of products and services and their supply and compilation chains.

e. The contractor’s capacity to mitigate identified risks.

f. Any other considerations that would factor into an analysis of the security, integrity, resilience, quality, trustworthiness, or authenticity of products, services, or sources.

In the event supply chain risks are identified during contract administration and corrective action becomes necessary, mutually agreeable corrective actions will be sought based upon specific identified risks. Failure to resolve any identified risk may result in Government action, including not extending the period of performance, not exercising remaining option periods, and contract termination.

Contract # 47QFCA23CXXXX PAGE H-5

H.8 ORGANIZATIONAL CONFLICT OF INTEREST AND NON-DISCLOSURE

REQUIREMENTS

H.8.1 ORGANIZATIONAL CONFLICT OF INTEREST (OCI)

If a contractor has performed, is currently performing work, or anticipates performing work that creates or represents an actual or potential OCI, the contractor shall immediately disclose this actual or potential OCI to the FEDSIM CO in accordance with FAR Subpart 9.5. The nature of the OCI may involve the prime contractor, subcontractors of any tier, or teaming partners.

H.8.2 NON-DISCLOSURE REQUIREMENTS

If the contractor acts on behalf of, or provides advice with respect to any phase of an agency procurement, as defined in FAR 3.104-4, then the contractor shall execute and submit a

Corporate Non-Disclosure Agreement (NDA) Form (Section J, Attachment X) and ensure that all its personnel (including subcontractors, teaming partners, and consultants) who will be personally and substantially involved in the performance of the contract:

a. Are instructed in the FAR 3.104 requirements for disclosure, protection, and marking of contractor bid or proposal information, or source selection information.

b. Are instructed in FAR Part 9 for third-party disclosures when acting in an advisory capacity.

All proposed replacement contractor personnel shall also be instructed in the requirements of

FAR 3.104. Any information provided by contractors in the performance of this contract or obtained from the Government is only to be used in the performance of the contract. The contractor shall put in place appropriate procedures for the protection of such information and shall be liable to the Government for any misuse or unauthorized disclosure of such information by its personnel, as defined above.

H.9 SECTION 508 COMPLIANCE REQUIREMENTS

All Information and Communication Technology (ICT) products, platforms, and services (e.g., hardware, software, websites, and multimedia) procured, developed, maintained, delivered, and used as part of this TO, shall fully comply with Section 508 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794d) and Revised Section 508 Standards in 36 Code of Federal

Regulations (CFR) § 1194.1 and Appendices A, C, and D.

The contractor shall identify all ICT products, platforms, and services to be used and the degree of compliance with the applicable standards. Additionally, the contractor shall clearly indicate where the information pertaining to Section 508 compliance can be found (e.g., Vendor’s or other exact web page location). The contractor shall ensure that the list is easily accessible by typical users beginning at time of award.

H.10 ADEQUATE COST ACCOUNTING SYSTEM

The adequacy of the contractor’s accounting system and its associated internal control system, as well as contractor compliance with the Cost Accounting Standards (CAS), affect the quality and validity of the contractor data upon which the Government must rely for its management oversight of the contractor and contract performance.

Contract # 47QFCA23CXXXX PAGE H-6

The contractor’s cost accounting system shall be adequate, as determined by the cognizant

Federal agency (e.g., DCAA or Defense Contract Management Agency (DCMA)) as defined in

FAR 42.003 and the process for assignment of contract audit services as defined in FAR 42.1, during the entire period of performance and shall permit timely development of all necessary cost data in the form required by the contract.

H.11 TRAVEL

H.11.1 TRAVEL REGULATIONS

Contractor costs for travel will be reimbursed at the limits set forth in the following regulations

(see FAR 31.205-46):

a. FTR - prescribed by the GSA, for travel in the continental U.S.

b. JTR, Volume 2, DoD Civilian Personnel, Appendix A - prescribed by the DoD, for travel in Alaska, Hawaii, and outlying areas of the U.S.

H.11.2 TRAVEL AUTHORIZATION REQUESTS (TAR)

Before undertaking long-distance travel to any Government site or any other site in performance of this contract, the contractor shall have this long-distance travel approved by, and coordinated with, the FEDSIM COR. Notification shall include, at a minimum, the number of persons in the party, traveler name, destination, duration of stay, purpose, and estimated cost. Prior to any long-distance travel, the contractor shall prepare a TAR (Section J, Attachment X) for Government review and approval. Long-distance travel will be reimbursed for cost of travel comparable with the FTR or JTR

Requests for long-distance travel approval shall:

a. Be prepared in a legible manner.

b. Include a description of the travel proposed including a statement as to purpose.

c. Be summarized by travelers.

d. Identify the Task WBS.

e. Identify the CLIN associated with the travel.

f. Be submitted in advance of the travel with sufficient time to permit review and approval.

The contractor shall use only the minimum number of travelers and rental cars needed to accomplish the task(s). Long-distance travel shall be scheduled during normal duty hours whenever possible.

H.11.3 FLAT RATE PER DIEM FOR LONG-TERM TDY

In order to encourage contractors to take advantage of cost saving opportunities available for long term travel, contractors performing TDY for more than 30 days in one location (CONUS and OCONUS) will receive a flat rate per diem. The following rules apply:

On the travel day to the TDY location, the contractor receives up to 100 percent lodging per diem at the locality rate and 75% meals and incidental expenses (M&IE).

Contract # 47QFCA23CXXXX PAGE H-7

For long-term TDY lasting 31 -180 days (in a single location), the authorized flat rate is 75 percent of the locality rate (lodging plus M&IE) payable for each full day of TDY at that location.

For long-term TDY of 181 days or greater (in a single location), the authorized flat rate is 55 percent of the locality rate (lodging plus meals and incidental expenses (M&IE)) payable for each full day of TDY at that location. Normally, TDY over 180 days is prohibited, but may be authorized at a very senior level when justified.

When using a flat rate per diem, contractors are not required to submit a lodging receipt but are required to validate to the ICAM TPOC and FEDSIM COR that they did incur lodging costs.

If the contractor is unable to find suitable commercial lodging at the reduced per diem rate, they should contact the ICAM TPOC. If both the contractor and the ICAM TPOC determine that lodging is not available at the reduced per diem rate, the FEDSIM COR may then authorize actual cost lodging (not to exceed the locality per diem rate). However, the contractor will receive M&IE at the reduced rate (75 percent for TDY of 31-180 days and 55 percent for TDY of 181+ days).

H.12 MATERIALS AND EQUIPMENT AND OTHER DIRECT COSTS (ODCs)

The Government may require the contractor to purchase materials and equipment and ODCs, including hardware, software, and related supplies critical and related to the services being acquired under the contract. Such requirements will be identified during the course of the contract by the Government or the contractor. If the contractor initiates a purchase within the scope of this contract and the prime contractor has an approved purchasing system, the contractor shall submit to the FEDSIM COR a RIP (Section J, Attachment M). If the prime contractor does not have an approved purchasing system, the contractor shall submit to the

FEDSIM CO a CTP (Section J, Attachment N). The RIP or CTP shall:

a. Be prepared in a legible manner.

b. Include the purpose of the purchase.

c. Specify the items being purchased.

d. Show the estimated cost of the purchase.

e. Include a cost comparison.

f. Show the rationale behind the purchase.

The contractor shall not make any purchases without an approved RIP from the FEDSIM COR or an approved CTP from the FEDSIM CO and without complying with the requirements of

Section H.11.2.

The contractor shall submit final RIPs/CTPs into the Electronic Contract File through the

ASSIST portal on a quarterly basis.

H.13 COMMERCIAL SUPPLIER AGREEMENTS

H.13.1 The Government understands that commercial software tools that may be purchased in furtherance of this contract as described in Section C and as contemplated in the Materials and

Equipment and ODCs CLINs in Section B may be subject to commercial agreements which may take a variety of forms, including without limitation licensing agreements, terms of service, Contract # 47QFCA23CXXXX PAGE H-8 maintenance agreements, and the like, whether existing in hard copy or in an electronic or online format such as “clickwrap” or “browsewrap” (collectively, “Supplier Agreements”). The contractor shall provide all applicable Supplier Agreements to the FEDSIM CO prior to purchase and shall cooperate with the Government in negotiating suitable terms to comply with this

Section which shall be “specific rights” pursuant to DFARS 227.7202-3.

H.13.2 The contractor shall ensure that any proposed Supplier Agreements allow the associated software and services to be used as necessary to achieve the objectives of this contract. The contractor shall provide all applicable Supplier Agreements to the FEDSIM CO prior to purchase and shall cooperate with the Government, including negotiations with the licensor as appropriate,…