CSO_RFI.pdf

AFLCMC Armament Directorate Rapid Response (ADRR) Commercial Solu�ons Opening (CSO) for Innova�ve Execu�on

Request for Informa�on and Industry Input

The Air Force Life Cycle Management Center (AFLCMC) Armament Directorate at Eglin, AFB FL requests informa�on and seeks Industry input on an acquisi�on strategy using Commercial Solu�ons Opening from which the Government may award Other Transac�on Agreements (OTA).

TABLE OF CONTENTS

Sec�on I: Introduc�on, Background, & Scope ………………………………………………………………………………………2

Sec�on II: Guidelines for Solu�ons Briefs .…………………………………………………………………………………………..8

Sec�on III: Submission Informa�on …………………………………………………………………………………………………..10

Sec�on IV: Evalua�on Criteria ……………………………………………………………………………………………………………11

Sec�on V: Ar�cles ……………………………………………………………………………………………………………………………..11

Sec�on VI: Atachments ………………………………………………………………………………………………………………….…31

Sec�on VII: CSO Contact Informa�on…………………………………………………………………………………………………31

SECTION I: INTRODUCTION, BACKGROUND, & SCOPE

A. Background

The AFLCMC Armament Directorate Rapid Response (ADRR) Commercial Solu�ons Opening (CSO) is an umbrella CSO solicita�on that contains the basic informa�on but does not request solu�on briefs with its ini�al issuance. This is a compe��ve solicita�on posted on this Government Point of Entry (GPE) www.sam.gov through XX XXX 2025. The CSO authority is 10 U.S.C. 3458, implemented by DFARS Subpart 212.70, for the acquisi�on of innova�ve commercial products or commercial services.

Per 10 U.S.C. 3458, innova�ve products/services compe��vely selected by peer review of proposals resul�ng from a general solicita�on (e.g., this ADRR CSO) are considered commercial notwithstanding the defini�on under FAR Subpart 2.101. The use of a CSO is permanently authorized by sec�on 803 of the Na�onal Defense Authoriza�on Act (NDAA) for Fiscal Year (FY) 2022 (Pub. L. 117-81) codified at 10 U.S.C 3458.

The Armament Directorate (AFLCMC/EB) at Eglin AFB, FL is seeking to apply unique solutions and innovative ideas to:

• Rapidly develop technologies of novel weapons capabilities; and characterize new technologies and system concepts that provide evolutionary, revolutionary, and disruptive capabilities for the United States Air Force through weapons systems requirements development, studies, and demonstrations.

The overall objective is to exploit commercial items and services, or minimally modified commercial items and services, to provide rapid response to shifting requirements in all areas and lifecycle phases of weapons execution. These include weapons concepts, hardware prototypes, concept development, concept demonstrations, and weapons system procurement, production, fielding, operations, and sustainment. Potential customers include AFLCMC/EB divisions, SOCOM Det-1, Air Force Research Lab (AFRL), and the Air Force Nuclear Warfare Center (AFNWC), as well as 96th Test Wing units.

B. Objectives:

• Deliver innovative capabilities to the warfighter with increased speed and agility

• Incorporate digital acquisition and sustainment practices to include digital engineering (DE), agile processes, open system architecture (OSA), and Weapons Open System Architecture

(WOSA)

C. Defini�ons:

Agile Processes – Project management processes, mainly used for so�ware development, where demands and solu�ons evolve through the collabora�ve effort of self-organizing and cross-func�onal teams and their customers.

http://www.sam.gov/

Agile So�ware – So�ware development methodologies centered around the idea of itera�ve development, where requirements and solu�ons evolve through collabora�on between self-organizing cross-func�onal teams and their customers.

Agreement – The body of the agreement and any atachments, which are expressly incorporated in and made a part of the agreement; signed by both the offeror and the Department of the Air Force (DAF) Agreements Officer (AO).

Agreements Officer – Title given to a Government representa�ve with the authority to enter into, administer, and/or terminate agreements.

Agreements Officer Representa�ve (AOR)– A Government representa�ve designated and authorized in wri�ng by the agreements officer to perform specific technical or administra�ve func�ons.

Authorita�ve Source of Truth (AsoT) – The central reference point for models and data across the lifecycle. The AsoT provides traceability as a system evolves, capturing historical knowledge and connec�ng authorita�ve versions of the models and associated data. Types of models include management, design, manufacturing, product support, verifica�on and valida�on, and specialty engineering.

Behavior Modeling – A model that shows the interac�ons between objects to produce some par�cular system behavior that is specified as a use-case. Sequence diagrams (or collabora�on diagrams) are used to model interac�on between objects.

Business Intelligence (BI) – Strategies and technologies used by enterprises for data analysis of business informa�on. BI technologies provide historical, current, and predic�ve views of business opera�ons.

Commercial Solu�on Brief (CSB) – a brief to provide addi�onal informa�on to further elaborate and discuss proposed concept/technology/solu�on.

Commercial Solu�ons Opening (CSO) – is a compe��ve procedure contrac�ng officers may use to acquire innova�ve commercial items, technologies, or services, as provided in sec�on 803 of the Na�onal Defense Authoriza�on Act (NDAA) for Fiscal Year (FY) 2022 (Pub. L. 117-81), 10 U.S.C.

3458, and DFARS Subpart 212.70.

Commercial Solu�ons Proposal (CSP) – Technical and price proposal prepared by offerors.

Digital Ecosystem – A group of interconnected informa�on technology resources that can func�on as a unit. Digital ecosystems are made up of suppliers, customers, trading partners, applica�ons, third-party data service providers, and all respec�ve technologies. Interoperability is the key to the ecosystem’s success.

Digital Engineering (DE) – An integrated digital approach that uses authorita�ve sources of system data and models as a con�nuum across disciplines to support lifecycle ac�vi�es from concept through disposal.

Digital Trinity – The complete approach to digital acquisi�on of incorpora�ng digital engineering and manufacturing, agile so�ware, and open system architecture into weapon systems by enabling design, assembly, tes�ng, and sustainment in the virtual/digital realm before real-world produc�on begins.

Digital Twin – One-to-one system models, conjoined with their individual real-world systems in data feedback loops, which may or may not be governed by a full digital thread.

Digital Thread – An extensible analy�c framework to connect models, and all associated data, so�ware, and func�onal support, governing more than one system lifecycle phase with one-to-one real-word traceability.

Foreign Firm or Ins�tu�on – A firm or ins�tu�on organized or exis�ng under the laws of a country other than the United States, its territories, or possessions. The term includes, for purposes of this Agreement, any agency or instrumentality of a foreign government; and firms, ins�tu�ons or business organiza�ons which are owned or substan�ally controlled by foreign governments, firms, ins�tu�ons, or individuals.

Form, Fit, and Func�on Data – Technical data that describes the required overall physical, func�onal, and performance characteris�cs (along with the qualifica�on requirements, if applicable) of an item, component, or process to the extent necessary to permit iden�fica�on of physically and func�onally interchangeable items. Form, Fit, and Func�on Data is to be delivered with Unlimited Rights.

Government – The United States of America, as represented by the Department of the Air Force.

Government Purpose – Any ac�vity in which the United States Government is a party, including coopera�ve agreements with interna�onal or mul�-na�onal defense organiza�ons, or sales or transfers by the United States Government to foreign governments or interna�onal organiza�ons.

Government purposes include compe��ve procurement, but do not include the rights to use, modify, reproduce, release, perform, display, or disclose technical data for commercial purposes or authorize others to do so.

Government Purpose Rights – the rights to—

(i) Use, modify, reproduce, release, perform, display, or disclose technical data within the Government without restric�on; and

(ii) Release or disclose technical data outside the Government and authorize persons to whom release or disclosure has been made to use, modify, reproduce, release, perform, display, or disclose that data for United States government purposes.

Government Reference Architecture (GRA) – A model-based, authorita�ve source of informa�on to guide and constrain mission architectures and solu�ons. It integrates data, informa�on, boundary condi�ons, and rules that describe the mission capability needed by the warfighter in sufficient detail to allow for transi�on of technology-based solu�ons.

Integrated Digital Environment (IDE) – A compila�on of data, models, and tools for collabora�on, analysis, and visualiza�on across all func�onal domains. IDE includes the methodology and specifica�on for data, models, and tools arrangement with processes and procedures to exploit informa�onal results. One note of importance is that the IDE includes the integra�on of programma�c (program manager, financial manager, logis�cs manager, etc.) informa�on with the engineering models and data so that the environment is truly integrated.

Integrated Trade Space Analyses – Analyses that address criteria relevant to decision making that can be traded off against one another to achieve specific outcomes to reflect specific alterna�ve solu�ons. Typical criteria include performance/benefits, schedule, risk, and cost.

Inven�on – Any inven�on or discovery which is or may be patentable or otherwise protectable under Title 35 of the United States Code.

Innova�ve – IAW sec�on 803 of the Na�onal Defense Authoriza�on Act (NDAA) for Fiscal Year (FY) 2022 (Pub. L. 117-81) and 10 U.S.C. 3458(e).

(1) any new technology, process, or method, including research and development that is new as of the date of submission of a proposal; or

(2) any new applica�on that is new as of the date of submission of a proposal of a technology, process, or method exis�ng as of such date.

Machine Learning and Ar�ficial Intelligence – Machine learning enables a computer system to make predic�ons using historical data without being explicitly programmed. It is a subset of Ar�ficial Intelligence, a technology with which systems can be created to simulate human intelligence (do not require pre-programming).

Milestone Payment – Milestone schedule based on key observable events in the cri�cal path to accomplish program objec�ves and successful performance. Payments are triggered by successful performance of an observable technical event. Each spiral will outline any milestone schedule for payment.

Model Based Systems Engineering (MBSE) – The formalized applica�on of modeling to support system requirements, design, analysis, verifica�on, and valida�on ac�vi�es beginning in the conceptual design phase and con�nuing throughout development and later life cycle phases.

Modeling and Simula�on (M&S) – The use of a physical or logical representa�on of a given system to generate data and make predic�ons and support decision making.

Nontradi�onal Defense Contractor – IAW 10 U.S.C. 3014 means an en�ty that is not currently performing and has not performed, for at least the one-year period preceding the solicita�on of sources by the Department of Defense for the procurement or transac�on, any contract or subcontract for the Department of Defense that is subject to full coverage under the cost accoun�ng standards prescribed pursuant to Sec�on 1502 of Title 41 and the regula�ons implemen�ng such sec�on.

Nonprofit Research Ins�tu�on – IAW 15 U.S.C. 3703(3) means an organiza�on owned and operated exclusively for scien�fic or educa�onal purposes, no part of the net earnings of which inures to the benefit of any private shareholder or individual.

Open System Architecture (OSA) – A system design approach which aims to produce systems that are inherently interoperable and connectable without recourse to retrofit and redesign.

Other Transac�on (OT) – Refers to the type of Other Transac�on Agreement (OTA) that may be placed as a result of this CSO and associated Area of Interest (AOI) This type of OT is authorized by 10 U.S.C 4022 prototype projects directly relevant to enhancing the mission effec�veness of military personnel and the suppor�ng pla�orms, systems, components, or materials proposed to be acquired or developed by the DoD, or for the improvement of pla�orms, systems, components, or materials in use by the armed forces. This type of OTA is treated by DoD as an acquisi�on instrument, commonly referred to as an "other transac�on" for a prototype project or a 10 U.S.C 4022"other transac�on".

Prototype Project – IAW 10 U.S.C. 4022 the term includes a project that addresses –

(1) a proof of concept, model, or process, including a business process;

(2) reverse engineering to address obsolescence;

(3) a pilot or novel applica�on of commercial technologies for defense purposes;

(4) agile development ac�vity;

(5) the crea�on, design, development, or demonstra�on of opera�onal u�lity; or

(6) any combina�on of subparagraphs (1) through (5).

Such project can generally be described as a proof of concept, model, reverse engineering to address obsolescence, pilot, novel applica�on of commercial technologies for defense purposes, agile development ac�vity, crea�on, design, development, demonstra�on of technical or opera�onal u�lity, or combina�ons of the foregoing. A process, including a business process, may also be the subject of a prototype project. Although assistance terms are generally not appropriate in OT agreements in 10 U.S.C 4022 ancillary work efforts that are necessary for comple�on of the prototype project, such as test site training or limited logis�cs support, may be included in prototype projects. A prototype may be physical, virtual, or conceptual in nature. The quan�ty of prototypes/commercial solu�ons should generally be limited to that needed to prove technical or manufacturing feasibility or evaluate military u�lity, and pilot authority for installa�on and facility prototyping.

Restric�ons on Obtaining and Disclosing Certain Informa�on – IAW 41 U.S.C. 2101.

Small Business Concerns – Defined in the Small Business Act (15 U.S.C. 632) and 13 CFR Part 121.

Spiral – The Government will publish spirals periodically that outline the specific request (e.g., whitepaper/proposal), the deadlines for submission, the specific ask for the AOI being addressed, and any addi�onal terms/condi�ons to be incorporated in the resul�ng award/OT.

Statement of Need – Prototype Solu�on Statement means the Government problem statement that forms the basis for the Request for Solu�on Briefs.

Successful Comple�on of the OT – The appropriate approving official determines in wri�ng that the Prototype OT meets the technical goals, sa�sfies established Agreement success metrics, or accomplishes a par�cularly favorable or unexpected result that jus�fies transi�on. Each spiral will have a provision describing condi�ons of successful comple�on.

Technical Stack or “Tech Stack” – The collec�on of data, models, so�ware, and associated infrastructure needed to create and op�mize the digital representa�on of a system over its lifecycle.

Unlimited Rights – Rights to use, modify, reproduce, release, perform, display, or disclose data in whole or in part, in any manner and for any purpose whatsoever, and to have or authorize others to do so.

Virtual Twin – The integra�on of all digital system models, simula�on so�ware and environments, and other digital ar�facts that are associated and sufficiently representa�ve to describe the design, performance, manufacturing, or sustainment of the system.

WOSA X - extends the concept of WOSA (internal technical standard interface messages for internal weapon communica�ons) to all other aspects of integra�on details for WOSA hardware assemblies. For example, WOSA compliant weapons will typically delivery all integra�on details for a WOSA domain in the Domain Implementa�on Package. The hardware integra�on details in the Domain Implementa�on Package may be used to define WOSA-X hardware integra�on details that become requirements for a given weapon system and or the WOSA domain. The intent is to provide for all integra�on details needed to integrate a WOSA domain to all prime integrators and supply chain vendors of WOSA domains (e.g. seekers, warheads, turbine engines, and solid rocket motors).

D. Scope (Poten�al Areas of Interest)

Poten�al agreements or awards issued under the AFLCMC ADRR CSO may include new technologies, processes, or methods applicable to the following areas of interest (AOI):

• Seeker Science and Technology (S&T) and Prototyping

• Warhead Energe�cs, Prototyping, and Modeling

• So�ware Defined Radio Prototyping; weapon to weapon communica�ons network standards, long range kill chain communica�on standards

• Prototype integra�on, WOSA modeling, WOSA MOATEL tes�ng, tes�ng of prototype hardware/so�ware with WOSA models

• Ini�al prototype procurement, prototype produc�on ac�vi�es to include early manufacturing process verifica�ons

• Advanced system reprogramming concepts

• Moderniza�on

• Prototyping

• Experimenta�on

• Procurement of Prototypes

• Studies, Demonstra�ons, Tes�ng of Prototypes

• Cloud Architec�ng and So�ware Containeriza�on

• Ar�ficial Intelligence and Machine Learning Implementa�on

• Infrastructure as Code (IaC)

• Hardware and So�ware Modifica�ons

• Hardware Design, Test, and Qualifica�on

• Weapon Design

• System Modeling

• Data Mining, Collec�on, Analysis

• Computer Networks and Networking

• So�ware & Tools (to include so�ware licenses)

• IT, IDE, and Hardware

• MBSE Related So�ware Development Kits (SDKs)

• WOSA Domain So�ware Design & Architecture

• Third Party So�ware Development

• So�ware DevSecOps Factory and/or Pipelines

• Muni�ons Open Architecture Test and Evalua�on Lab (MOATEL) Tes�ng Capability and associated hardware, so�ware, and documenta�on

• So�ware Lab with Processor In the Loop (SWIL) or Hardware In The Loop (HWIL)

• HWIL Test capabili�es with infrared (IR) wall or radio frequency (RF) wall capabili�es within Guided Weapons Evalua�on Facility (GWEF)

• Pla�orm integra�on, weapon to weapon datalink tes�ng, NCA Autonomy tes�ng with

Golden Horde Colosseum, System tes�ng with HWIL GWEF facility

• Mission Planning So�ware

• Mission Data

• Weapons Reprogramming So�ware

• So�ware Tool Training

• Analy�c and Visualiza�on Tool Development

• Red/Blue Target Genera�on

SECTION II: GUIDELINES FOR SOLUTION BRIEFS

The AFLCMC ADRR CSO for Innova�ve Execu�on will be open con�nuously for a 12-month period and may be extended upon internal review prior to the end of the term. No solu�on briefs will be accepted under this CSO. Rather, solu�on briefs are to be submited in response to the publica�on of “spirals”. The issuing office, AFLCMC/EBZ (DoDAAC FA8658) will amend the CSO to solicit for solu�on briefs in response to

“spirals”. Each spiral will include specific informa�on regarding the AOI being solicited, period of performance, technical evalua�on criteria, etc.

All defini�ons and ar�cles included in the ADRR CSO will be applicable and flow down to spirals and poten�al awards. In addi�on, spirals and awards will include addi�onal informa�on specific to the AOI and needs of the user.

The Government reserves the right to award an OT under 10 U.S.C 4022 agreement, or award a FAR Part 12 contract, or award no contract/agreement instrument at all, as a result of this solicita�on. Interested par�es are encouraged to review 10 U.S.C. 4022, to include 10 U.S.C 4022(f), regarding award of transac�ons for prototype projects and possible follow-on produc�on transac�ons or contracts subject to successful comple�on of prototype projects awarded using compe��ve procedures.

The Government may post a Closed or Open Spiral

A. Closed Spiral – Submissions by date/�me specified with all evalua�ons occurring a�er submission deadline.

1. Commercial Solu�on Briefs (CSB) – The Government will evaluate a CSB against the criteria stated in the CSO. Offerors responding to this CSO may be invited to provide addi�onal informa�on to further elaborate and discuss their proposed concept/technology/solu�on.

If the Government requires a virtual demonstra�on, addi�onal instruc�ons will be provided within the subject AOI.

2. Commercial Solu�on Proposal (CSP) - Request for (CSP) Technical and price proposals are requested.

The Government will not be obligated to pay offerors for responding to the CSO or follow-on Spiral proposal activity.

The Government reserves the right to award all, part, or none of the proposals received if requested.

B. Open Spiral – Submissions accepted any time during specified period with evaluations occurring upon receipt.

The Government may add any number of AOIs against this CSO’s AOIs at any time within the fiscal year. Interested offerors are encouraged to frequently check this CSO Solicitation on beta.sam.gov for new AOI or Spiral postings.

*If in the event the Government chooses to award a FAR 12 contract, the spiral will describe the general guidelines, submission information, clauses, evaluations, and T&C.

General Guidelines

1. Unnecessarily elaborate brochures or proposals are not desired.

2. Use of diagram(s) or figure(s) to depict the essence of the proposed solu�on is strongly encouraged.

3. Offerors may submit mul�ple solu�on briefs (as required by the specific spiral) to any single AOI if each submission represents a separate and dis�nct concept. Individual Solu�on Briefs may only address one concept based on the stated AFLCMC ADRR CSO

AOI.

4. Technical data with military applica�on may require approval, authoriza�on or license for lawful exporta�on.

5. All Solu�on Briefs and Proposals shall be unclassified. Solu�on Briefs and Proposals containing proprietary informa�on that is not to be disclosed to the public for any purpose or used by the Government except for evalua�on purposes shall include the following general disclaimer on the cover page:

“This [select one: Solution Brief or Proposal] includes proprietary information that shall not be disclosed outside the Government, except to non-Government personnel for evaluation purposes, and shall not be duplicated, used, or disclosed -- in whole or in part -- for any purpose other than to evaluate this submission. If, however, an agreement is awarded to this Offeror as a result of -- or in connection with – the submission of this data, the Government shall have the right to duplicate, use, or disclose the data to the extent agreed upon by both parties in the resulting agreement. This restriction does not limit the Government's right to use information contained in this proprietary information if it is legally obtained from another source without restriction. The data subject to this restriction are contained in sheets [insert numbers or other identification of sheets]”

6. Submissions shall be submited electronically as prescribed in the spiral.

7. Submissions sent through other mediums, channels, and/or a�er the prescribed spiral open period has ended will not be considered, reviewed nor evaluated.

8. Submission deadlines, instruc�ons, steps, and specific requirements will be published as an amendment to the AFLCMC ADRR CSO – called “spirals”.

SECTION III: SUBMISSION INFORMATION

A. Term of the Opening

The term of an award made under this CSO announcement will be iden�fied in the spiral which will be published as an amendment to the AFLCMC ADRR CSO. The AFLCMC ADRR CSO will be open for a minimum of 12-months, ending XX XXX 2025; with the op�on to extend the opening by review of the AO.

B. Extending the Term

The term of the CSO may be amended by the program office at any point following an internal review of the CSO. Agreements issued off of this CSO will have a set term(s) and condi�ons and also individually assessed based on need. Addi�onal terms and condi�ons may be extended for an agreement awarded off the AFLCMC ADRR CSO; any extension shall be formalized through modifica�on of the agreement by the Agreements Officer (AO) and the Performer Administrator.

C. CSO Provision-Subject to Availability of Funds.

Funds are not presently available for this CSO. The Government’s obliga�on under this CSO is con�ngent upon the availability of appropriated funds from which payment for CSO purposes can be made. No legal liability on the part of the Government for any payment may arise un�l funds are made available to the Agreement/Contrac�ng Officer for subsequent AOIs un�l the contractor or awardee(s) receives no�ce of such availability, to be confirmed in wri�ng by the Agreement/Contrac�ng Officer.

D. Submission Sensi�ve Informa�on:

Restric�ve no�ces notwithstanding, during the evalua�on process, submissions may be handled by Government-contracted Non-Government advisors for administra�ve purposes and/or to assist with technical evalua�on(s) (i.e., government support contractors). These government support contractors are expressly prohibited from business lines compe�ng in the CSO AOI and are bound by appropriate NDA submissions will not be returned. The original of each submission received will be retained and all other non-required copies destroyed. A cer�fica�on of destruc�on may be requested, provided the formal request is received by the contrac�ng office within 5 days a�er no�fica�on that the proposal was not selected.

E. In order to receive an award, offerors must:

• Have a Unique En�ty Iden�fier (UEI) number and must register in the System for Award

Management (SAM) prior to receiving an award or agreement.

• Register in the prescribed Government invoicing system (Wide Area Work

Flow):https://piee.eb.mil/xhtml/unauth/help/newuser.xhtml

• Represent their small business size and status as required in the solicita�on.

• Be determined to be responsible by the Contrac�ng/Agreements Officer and must not be suspended or debarred from award by the Federal Government nor be prohibited by Presiden�al Execu�ve Order and/or law from receiving an award.

SECTION IV: EVALUTATION CRITERIA

The primary evalua�on factors for selec�ng proposals for award shall be technical merit, importance to agency programs, and funds availability. Price will be considered to the extent appropriate, but at a minimum, to determine that the price is fair and reasonable.

Each proposal will be evaluated by the Government and the proposal must stand on its own technical merit. Proposals received as a result of the AFLCMC ADRR CSO will be evaluated in accordance with the specific evalua�on criteria stated in the spiral.

SECTION V: ARTICLES

Ar�cles under this sec�on are applicable to all awards made off of the AFLCMC ADRR CSO. The ar�cles may be tailored for specific awards and awards may incorporate addi�onal ar�cles depending on the program requirements.

Some ar�cles, like Ar�cle V and Ar�cle VI, require fill-ins to be provided by the offeror and the Government. Instruc�on on how to complete will be provided at the spiral level.

Ar�cle I: Ombudsman

(a) Before consul�ng with an ombudsman, interested par�es must first address their concerns, issues, disagreements, and/or recommenda�ons to the Agreements officer for resolu�on. Consul�ng an ombudsman does not alter or postpone the �melines for any other processes.

https://safe.menlosecurity.com/https:/piee.eb.mil/xhtml/unauth/help/newuser.xhtml

(b) If resolu�on cannot be made by the Agreements officer, the interested party may contact the ombudsman.

Col(S) Todd C. Dye, AFLCMC/AQ-AZ 1790 Tenth St, Bldg 572, Rm 101, Wright-Paterson AFB, OH 45433 Phone 937-255-5512 sean.tucker.1@us.af.mil

Concerns, issues, disagreements, and recommenda�ons that cannot be resolved at the Center/MAJCOM/DRU/SMC ombudsman level, may be brought by the interested party for further considera�on to the Department of the Air Force ombudsman, Associate Deputy Assistant Secretary (ADAS) (Contrac�ng), SAF/AQC, 1060 Air Force Pentagon, Washington DC 20330-1060, phone number

(571) 256-2395, facsimile number (571) 256-2431.

(c) The ombudsman has no authority to render a decision that binds the agency.

(d) Do not contact the ombudsman to request copies of the solicita�on, verify offer due date, or clarify technical requirements. Such inquiries shall be directed to the Agreements Officer.

Ar�cle II: Debrief/No�fica�on of Award

The Government will conduct post-award debriefings upon request only. Debriefings to unsuccessful offerors shall be provided upon request in accordance with provisions and �melines of 10 U.S.C. 2305 and Sec�on 818 of Na�onal Defense Authoriza�on Act for 2018.

Ar�cle III: Patent Rights

A. Alloca�on of Principal Rights

1. Unless the Performer shall have no�fied The Department of the Air Force (DAF), in accordance with subparagraph B.2 below, that the Performer does not intend to retain �tle, the Performer shall retain the en�re right, �tle, and interest throughout the world to each Subject Inven�on consistent with the provisions of this Ar�cle.

2. With respect to any Subject Inven�on in which the Performer retains �tle, DAF shall have a nonexclusive, nontransferable, irrevocable, paid-up license to prac�ce or have prac�ced on behalf of the United States the Subject Inven�on throughout the world.

B. Inven�on Disclosure, Elec�on of Title, and Filing of Patent Applica�on

1. The Performer shall disclose each Subject Inven�on to DAF within four (4) months a�er the inventor discloses it in wri�ng to his company personnel responsible for patent maters. The disclosure to DAF shall be in the form of a writen report and shall iden�fy the Agreement and circumstances under which the Inven�on was made and the iden�ty of the inventor(s). It shall be sufficiently complete in technical detail to convey a clear understanding, to the extent known at the �me of the disclosure, of the nature, purpose, opera�on, and the physical, chemical, biological, or electrical characteris�cs of the Inven�on. The disclosure shall also iden�fy any publica�on, sale, or public use of the inven�on and whether a manuscript describing the Inven�on has been submited and/or accepted for publica�on at the �me of disclosure.

2. If the Performer determines that it does not intend to retain �tle to any such Inven�on, the Performer shall no�fy DAF, in wri�ng, within eight (8) months of disclosure to DAF.

However, in any case where publica�on, sale, or public use has ini�ated the one-year statutory period wherein valid patent protec�on can s�ll be obtained in the United States, the period for such no�ce may be shortened by DAF to a date that is no more than sixty

(60) calendar days prior to the end of the statutory period.

3. The Performer shall file its ini�al patent applica�on on a Subject Inven�on to which it elects to retain �tle within one (1) year a�er elec�on of �tle or, if earlier, prior to the end of the statutory period wherein valid patent protec�on can be obtained in the United States a�er a publica�on, or sale, or public use. The Performer may elect to file patent applica�ons in addi�onal countries, including the European Patent Office and the Patent Coopera�on Treaty, within either ten (10) months of the corresponding ini�al patent applica�on or six (6) months a�er the date permission is granted by the Commissioner for Patents to file foreign patent applica�ons, where such filing had previously been prohibited by a Secrecy Order.

4. The Performer shall no�fy DAF of any decisions not to con�nue the prosecu�on of a patent applica�on, pay maintenance fees, or defend in a reexamina�on or opposi�on proceedings on a patent, in any country, not less than thirty (30) calendar days before the expira�on of the response period required by the relevant patent office.

5. Requests for extension of the �me for disclosure elec�on, and filing under this Ar�cle, may be granted at DAF’s discre�on a�er considering the circumstances of the Performer and the overall effect of the extension.

6. The Performer shall submit to DAF annual lis�ngs of Subject Inven�ons. At the comple�on of the Agreement, the Performer shall submit a comprehensive lis�ng of all subject inven�ons iden�fied during the course of the Agreement and the current status of each.

C. Condi�ons When the Government May Obtain Title

Upon Department of the Air Force’s writen request, the Performer shall convey �tle to any Subject Inven�on to The Department of the Air Force under any of the following condi�ons:

1. If the Performer fails to disclose or elects not to retain �tle to the Subject Inven�on within the �mes specified in Paragraph B of this Ar�cle; however, DAF may only request �tle within sixty (60) calendar days a�er learning of the failure of the Performer to disclose or elect within the specified �mes;

2. In those countries in which the Performer fails to file patent applica�ons within the �mes specified in Paragraph B of this Ar�cle; however, if the Performer has filed a patent applica�on in a country a�er the �mes specified in Paragraph B of this Ar�cle, but prior to its receipt of the writen request by DAF, the Performer shall con�nue to retain �tle in that country; or

3. In any country in which the Performer decides not to con�nue the prosecu�on of any applica�on for, to pay the maintenance fees on, or defend in reexamina�on or opposi�on proceedings on, a patent on a Subject Inven�on.

D. Minimum Rights to the Performer and Protec�on of the Performer’s Right to File

1. The Performer shall retain a nonexclusive, royalty-free license throughout the world in each subject inven�on to which the Government obtains �tle, except if the Performer fails to disclose the Subject Inven�on within the �mes specified in Paragraph B of this Ar�cle.

The Performer’s license extends to its domes�c subsidiaries and affiliates, including Canada, if any, and includes the right to grant licenses of the same scope to the extent that the Performer was legally obligated to do so at the �me the Agreement was awarded.

The license is transferable only with the approval of DAF, except when transferred to the successor of that part of the business to which the Subject Inven�on pertains. DAF approval for license transfer shall not be unreasonably withheld.

2. The Performer’s domes�c license may be revoked or modified by DAF to the extent necessary to achieve expedi�ous prac�cal applica�on of the Subject Inven�on pursuant to an applica�on for an exclusive license submited consistent with appropriate provisions at 37 C.F.R. Part 404. This license shall not be revoked in that field of use or the geographical areas in which the Performer has achieved prac�cal applica�on and con�nues to make the benefits of the Subject Inven�on reasonably accessible to the public. The license in any foreign country may be revoked or modified at the discre�on of DAF to the extent the Performer, its licensees, or the subsidiaries or affiliates have failed to achieve prac�cal applica�on in that foreign country.

3. Before revoca�on or modifica�on of the license, DAF shall furnish the Performer a writen no�ce of its inten�on to revoke or modify the license, and the Performer shall be allowed thirty (30) calendar days (or such other �me as may be authorized for good cause shown) a�er the no�ce to show cause why the license should not be revoked or modified.

E. Ac�on to Protect the Government’s Interest

1. The Performer agrees to execute or to have executed and promptly deliver to DAF all instruments necessary to (i) establish or confirm the rights the Government has throughout the world in those Subject Inven�ons to which the Performer elects to retain �tle, and (ii) convey �tle to DAF when requested under Paragraph C of this Ar�cle and to enable the Government to obtain patent protec�on throughout the world in that Subject Inven�on

2. The Performer agrees to require by writen agreement with its employees, other than clerical and non-technical employees, to disclose promptly in wri�ng to personnel iden�fied as responsible for the administra�on of patent maters and in a format suggested by the Performer each Subject Inven�on made under this Agreement in order that the Performer can comply with the disclosure provisions of Paragraph B of this Ar�cle.

The Performer shall instruct employees, through employee agreements or other suitable educa�onal programs, on the importance of repor�ng inven�ons in sufficient �me to permit the filing of patent applica�ons prior to United States or foreign statutory bars.

3. The Performer shall include, within the specifica�on of any United States patent applica�on and any patent issuing thereon covering a subject inven�on, the following statement:

This inven�on was made with Government support under Agreement No. FAXXXX-XX-S- XXXX, awarded by DAF. The Government has certain rights in the inven�on. (This will be filled in IAW spiral instruc�ons).

F. Lower Tier Agreements

The Performer shall include this Ar�cle, suitably modified, in all subcontracts or lower �er agreements, regardless of �er, for experimental, developmental, or research work.

G. Repor�ng on U�liza�on of Subject Inven�ons

1. The Performer agrees to submit, during the term of the Agreement, an annual report on the u�liza�on of a Subject Inven�on or on efforts at obtaining such u�liza�on that are being made by the Performer or its licensees or assignees. Such reports shall include informa�on regarding the status of development, date of first commercial sale or use, gross royal�es received by the Performer, and such other data and informa�on as the agency may reasonably specify. The Performer also agrees to provide addi�onal reports as may be requested by DAF in connec�on with any march-in proceedings undertaken by DAF in accordance with Paragraph I of this Ar�cle. DAF agrees it shall not disclose such informa�on to persons outside the Government without permission of the Performer, unless required by law.

2. All required repor�ng shall be accomplished, to the extent possible, using the i-Edison repor�ng website: htps://www.nist.gov/iedison. To the extent any such repor�ng cannot be carried out by use of i-Edison, reports and communica�ons shall be submited to the AO and Administra�ve Agreements Officer (AAO), where one is appointed.

H. Preference for American Industry

Notwithstanding any other provision of this ar�cle the Performer agrees that it shall not grant to any person the exclusive right to use or sell any Subject Inven�on in the United States unless such person agrees that any product embodying the Subject Inven�on or produced through the use of the subject inven�on shall be manufactured substan�ally in the United States. However, in individual cases, the requirements for such an agreement may be waived by DAF upon a showing by the Performer that reasonable but unsuccessful efforts have been made to grant licenses on similar terms to poten�al licensees that would be likely to manufacture substan�ally in the United States or that, under the circumstances, domes�c manufacture is not commercially feasible.

I. March-in Rights

The Performer agrees that, with respect to any Subject Inven�on in which it has retained �tle, DAF has the right to require the Performer, an assignee, or exclusive licensee of a Subject Inven�on to grant a non-exclusive license to a responsible applicant or applicants, upon terms that are reasonable under the circumstances, and if the Performer, assignee, or exclusive licensee refuses such a request, DAF has the right to grant such a license itself if DAF determines that:

1. Such ac�on is necessary because the Performer or assignee has not taken effec�ve steps, consistent with the intent of this Agreement, to achieve prac�cal applica�on of the Subject Inven�on;

2. Such ac�on is necessary to alleviate health or safety needs which are not reasonably sa�sfied by the Performer, assignee, or their licensees;

3. Such ac�on is necessary to meet requirements for public use and such requirements are not reasonably sa�sfied by the Performer, assignee, or licensees; or

4. Such ac�on is necessary because the agreement required by Paragraph H of this Ar�cle has not been obtained or waived or because a licensee of the exclusive right to use or sell any Subject Inven�on in the United States is in breach of such Agreement.

Ar�cle IV: Termina�on

The Government may terminate this Agreement by writen no�ce to the Performer, provided that such writen no�ce is preceded by consulta�on between the Par�es. The Performer may request Agreement termina�on by giving the Government sixty (60) days writen no�fica�on of their intent to do so. If the Performer decides to request termina�on of this Agreement, the Government may, at its discre�on, agree to terminate. The Government and the Performer should nego�ate in good faith a reasonable and �mely adjustment of all outstanding issues between the Par�es as a result of termina�on, which may include non-cancelable commitments. In the event of a termina�on of the Agreement, the Government shall have paid-up rights in Data as described in Ar�cle V, Data Rights. Failure of the Par�es to agree to an equitable adjustment shall be resolved pursuant to Ar�cle VII, Disputes.

The Agreements Officer may also unilaterally terminate_ performance of work under this Agreement or a project funded under this Agreement, in whole or in part, based on a reasonable determina�on that the Agreement/Project will not produce beneficial results commensurate with the expenditure of resources.

The USG may terminate this Agreement, in whole or in part, if the AO determines that a termina�on is in the USG's best interest. The AO shall terminate by delivering a No�ce-of Termina�on specifying the extent of termina�on and the effec�ve date.

A�er receipt of a No�ce of Termina�on, and except as directed by the AO, the CAO shall immediately proceed with the following obliga�ons, regardless of any delay in determining or adjus�ng any amounts due:

1. Stop work and direct Awardees to stop work as specified in the no�ce.

2. Place no further projects or orders for materials, services, or facili�es, except as necessary to complete the con�nued por�on of the Agreement or project.

3. Terminate all orders to the extent they relate to the work terminated.

4. With approval or ra�fica�on to the extent required by the AO, setle all outstanding liabili�es and termina�on setlement proposals arising from the termina�on of orders. The approval or ra�fica�on will be final.

5. As directed by the AO, obtain from the Awardee under the terminated por�on of the Agreement a transfer of �tle to the following. where applicable and deliver to the USG: The fabricated or unfabricated payments, work in process, completed work, supplies, other material produced or acquired for the work terminated, completed or par�ally completed plans, drawings, informa�on, and other property that, if the order had been completed, would have been required to be furnished to the USG.

6. Complete performance of any work not terminated, if applicable.

7. Take any ac�on that may be necessary, or that the AO may direct, for the protec�on and preserva�on of the property related to the Agreement or any projects hereunder that is in the possession of the Awardee(s) and in which the USG has or may acquire an interest.

8. Use its best efforts to sell, as directed or authorized by the AO, any property of the types referred to under Property Ar�cle, provided that the contractor or awardee(s)

(A) is not required to extend credit to any purchaser; and

(B) may arrange for the Awardee(s) who were performing the terminated work to acquire the property under the condi�ons prescribed by, and at prices approved by the AO. The proceeds of any transfer or disposi�on of property will be applied to reduce any payments to be made to the USG under that par�cular project.

Termina�on Costs. The USG, and the Awardees will nego�ate in good faith an equitable reimbursement for work performed toward accomplishment of the task(s) of Projects. The USG will allow full credit for the USG share of the obliga�ons properly incurred by the contractor or the awardee(s) prior to termina�on. Costs incurred by Awardees during a suspension or a�er termina�on of a Project are not allowable unless the Agreements Officer expressly authorizes them in either the no�ces of suspension, termina�on, or subsequent no�ce. Other Awardee costs incurred during a suspension or a�er termina�on which are necessary and reasonably unavoidable are allowed if:

1. The fees which result from obliga�ons which were properly earned by the contractor or the awardee(s) or costs properly incurred by the Awardee before the effec�ve date of the suspension or termina�on, are not in an�cipa�on of it, and in the case of a termina�on, are noncancellable; and

2. The costs would be allowable if the Project was not suspended or the award expired normally at the end of the funding period in Which the termina�on takes effect.

Ar�cle V: Data Rights

A. Alloca�on of Principal Rights

1. The Par�es agree that in considera�on for Government funding, the Performer intends to reduce to prac�cal applica�on items, components and processes developed under this Agreement.

2. With respect to Data developed or generated under this Agreement related to the

(INSERT DELIVERABLE PROTOTYPE – to be inserted by the offeror IAW spiral instruc�ons at the �me of offer), the Government shall receive (INSERT APPLICABLE DATA RIGHTS), as defined in Sec�on 1C.

3. With respect to Data delivered under the Agreement, the Government shall receive (INSERT APPLICABLE DATA RIGHTS – to be inserted by the offeror IAW spiral instruc�ons at the �me of offer). Notwithstanding the provision in A.4, the performer agrees, with respect to data generated or developed under this Agreement, the Government may, within (INSERT NUMBER OF YEARS to be inserted by the offeror IAW spiral instruc�ons at the �me of offer) a�er comple�on or termina�on of this Agreement, require delivery of data and receive (INSERT APPLICABLE DATA RIGHTS – to be inserted by the offeror IAW spiral instruc�ons at the �me of offer).

4. March-In Rights

(a) In the event the Government chooses to exercise its March-in Rights, as defined in Ar�cle V of this Agreement, the Performer agrees, upon writen request from the Government, to deliver at no addi�onal cost to the Government, all Data necessary to achieve prac�cal applica�on within sixty (60) calendar days from the date of the writen request. The Government shall retain Unlimited Rights, as defined in Ar�cle I, Sec�on B of this Agreement, to this delivered Data.

(b) To facilitate any poten�al deliveries, the Performer agrees to retain and maintain in good condi�on un�l (INSERT NUMBER OF YEARS - be inserted by the offeror IAW spiral instruc�ons at the �me of offer) a�er comple�on or termina�on of this Agreement, all Data necessary to achieve prac�cal applica�on of any Subject Inven�on as defined in Ar�cle V of this Agreement.

B. Marking of Data

Pursuant to Paragraph A above, any Data delivered under this Agreement shall be marked with the following legend:

Use, duplica�on, or disclosure is subject to the restric�ons and will be pursuant to an agreement issued off of this CSO as stated in Agreement FAXXXX-XX-S-XXXX between the Government and the Performer.

C. Lower Tier Agreements

The Performer shall include this Ar�cle, suitably modified to iden�fy the Par�es, in all subcontracts or lower �er agreements, regardless of �er, for experimental, developmental, or research work.

Ar�cle VI: Obliga�on and Payment

The publica�on of the AFLCMC ADRR CSO is not authoriza�on to begin performance for any effort and in no way obligates the Government for any costs incurred by the Offeror associated with developing a solu�on brief. Funds are not presently available for this effort. No award or agreement will be made un�l funds are available. The Government reserves the right to cancel the AFLCMC ADRR CSO and any subsequent spirals at any �me.

A. Obliga�on

The Government’s liability to make payments to the Performer is limited to only those funds obligated under an agreement or modifica�on to an agreement made as a result of this CSO. The Department of the Air Force may obligate funds in full or incrementally as determined in each specific spiral.

B. Payments

1. The Par�es agree that fixed payments will be made for the comple�on of milestones.

These payments reflect value received by the Government toward the accomplishment of the research goals of this Agreement.

2. The Performer shall document the accomplishments of each milestone by submi�ng or otherwise providing the Milestones Report required by Atachment 3. The Performer shall submit one (1) copy of all invoices to the AO for payment approval. A�er writen verifica�on of the accomplishment of the milestone by the DAF AOR, and approval by the AO, the Performer will submit their invoice through Wide Area Work Flow (WAWF), as detailed in this Ar�cle.

3. Limita�on of Funds: In no case shall the Government’s financial liability exceed the amount obligated under this Agreement.

4. Limita�on of the Government Obliga�ons: In no event shall the Government's financial liability exceed the amount obligated under any agreement. Awardee's liability shall not exceed commited funding on agreement or per milestone. Nothing in this Ar�cle shall be construed to create the basis of a claim or suit where none would otherwise exist. The Government does not contemplate any unusually hazardous risks being associated with the awarded projects.

5. Payments will be made by the Defense Finance and Accoun�ng Services office, as indicated below, within thirty (30) calendar days of an accepted invoice in WAWF. WAWF is a secure web-based system for electronic invoicing, receipt and acceptance.