DRAFT Cybersecurity Solicitation_05092022.pdf

SOLICITATION, OFFER AND AWARD 1. This Contract Is A Rated Order Under

DPAS (15 CFR 700)

Rating Page of Pages

2. Contract Number 3. Solicitation Number 4. Type of Solicitation 5. Date Issued 6. Requisition/Purchase Number Sealed Bid (IFB)

Negotiated (RFP)

7. Issued By Code 8. Address Offer To (If Other Than Item 7)

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

SOLICITATION

9. Sealed offers in original and copies for furnishing the supplies or services in the Schedule will be received at the place specified in item 8, or if handcarried, in the depository located in until (hour) local time (Date).

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

10. For Information A. Name B. Telephone (No Collect Calls) C. E-mail Address

Call: Area Code Number Ext.

11. Table Of Contents

(X) Sec. Description Page(s) (X) Sec. Description Page(s)

Part I - The Schedule Part II - Contract Clauses A Solicitation/Contract Form I Contract Clauses

B Supplies or Services and Prices/Costs Part III - List Of Documents, Exhibits, And Other Attach.

C Description/Specs./Work Statement J List of Attachments D Packaging and Marking Part IV - Representations And Instructions E Inspection and Acceptance K Representations, Certifications, and F Deliveries or Performance Other Statements of Offerors G Contract Administration Data L Instrs., Conds., and Notices to Offerors H Special Contract Requirements M Evaluation Factors for Award

OFFER (Must be fully completed by offeror) NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

12. In compliance with the above, the undersigned agrees, if this offer is accepted within _____ calendar days (60 calendar days unless a different period is inserted by the offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. Discount For Prompt Payment 10 Calendar Days (%) 20 Calendar Days (%) 30 Calendar Days (%) Calendar Days (%) (See Section I, Clause No. 52.232-8)

14. Acknowledgment of Amendments (The offeror acknowledges Amendment No. Date Amendment No. Date receipt of amendments to the SOLICITATION for offerors and related documents numbered and dated):

15A. Name and Code Facility 16. Name and Title of Person Authorized to Sign Offer Address of (Type or Print) Offeror

15B. Telephone Number 15C. Check if Remittance Address is 17. Signature 18. Offer Date Area Code Number Ext. Different From Above – Enter such

Address In Schedule

AWARD (To be completed by Government)

19. Accepted As To Items Numbered 20. Amount 21. Accounting And Appropriation

22. Authority For Using Other Than Full And Open Competition: 23. Submit Invoices To Address Shown In Item

10 U.S.C. 2304(c)( ) 41 U.S.C. 253(c)( ) (4 copies unless otherwise specified)

24. Administered By (If other than Item 7) Code 25. Payment Will Be Made By Code

26. Name of Contracting Officer (Type or Print) 27. United States Of America 28. Award Date

(Signature of Contracting Officer)

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

AUTHORIZED FOR LOCAL REPRODUCTION Standard Form 33 (Rev. 9-97) Previous edition is unusable Prescribed By GSA-FAR (48 CFR) 53.214(c)

W56KGY-22-R-0016

X

DOA7

SEE SCHEDULE

W56KGY

ACC-APG Division C (W56KGY)

6565 SURVEILLANCE LOOP

APG, MD 21005-1846

THOMAS J. LUEDDEKE

(443)861-5386

CCAP-CCC

THOMAS.J.LUEDDEKE.CIV@ARMY.MIL

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CONTINUATION SHEET

Reference No. of Document Being Continued Page of

Name of Offeror or Contractor:

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SECTION A - SUPPLEMENTAL INFORMATION

Buyer Name: THOMAS J. LUEDDEKE

Buyer Office Symbol/Telephone Number: CCAP-CCC/(443)861-5386

Type of Contract 1: Cost Plus Fixed Fee

Type of Contract 2: Cost No Fee

Kind of Contract: Service Contracts

*** End of Narrative A0000 ***

Executive Summary

1. Description of Requirement: Army Contracting Command - Aberdeen Proving Ground (ACC-APG) on behalf of Project Manager (PM) ___________________________

Intelligence Systems & Analytics (IS&A) intends to award a Cybersecurity Support contract to provide cybersecurity support and services for System Engineering, Assessment and Authorization (A&A), and Fielding and Installation Support. This includes all cyber domain activities in order to ensure process efficiencies, standard compliance, and interoperability.

2. Description of Services: The Contractor shall provided all personnel, supervision, and other items and non-personal services ________________________ necessary to perform Cybersecurity Support Services as defined in the Performance Work Statement (PWS) (see Section J, Attachment 0001) except for those items specified as Government Furnish Property (GFP) and services.

3. Schedule: This single award, indefinite delivery indefinite quantity (IDIQ) contract will have a four (4) year ordering period. _________

Performance requirements and schedule will be reflected in each task order issued under the proposed contract, based upon the identified program needs during the contract period of performance. The orders may have option periods.

4. Type of Contract: The Government intends to award a sigle award IDIQ with orders issued on a Cost-Plus-Fixed-Fee (CPFF) basis. The _________________ acquisition will be issued as a competitive small business 8(a) set aside in accordance with the Federal Acquisition Regulation (FAR)

Part 12 and FAR Part 15. The North American Industry Classification System (NAICS) code is 541330 with a size standard of

$22,500,000.00.

5. Format of Contract: The resultant contract will be formatted in accordance with FAR 15.204-1 - Uniform Contract Formal. Orders will ___________________ be issued with respect to all basic terms and conditions as stated in the base contract, with information as required by FAR

16.505(a)(7).

6. Nature of Work: The scope of this effort is to satisfy the Governments projected need. The security requirements for the base _______________ contract are defined in the Department of Defense Contract Security Classification Specification, DD Form 254 (See Section J, Attachment

0003).

7. Unusual / Specific Aspects of the Acquisition: Refer to Sections L and M of this DRAFT solicitation. ______________________________________________

8. Source Selection Methodology: An award will be made based on the best overall (i.e., best value-tradeoff) proposal that is determined _____________________________ to be the most beneficial to the Government, with appropriate consideration given to the following three (3) evaluation factors:

Technical, Past Performance, and Cost/Price. The weighting and specific details regarding these evaluation factors and source selection methodology can be found in Sections L & M of this DRAFT solicitation.

9. Use of DoD SAFE: During the conduct of this acquisition DoD SAFE will be utilized by the Government to support the proposal ________________ evaluation and source selection process. A seperate tool, all exchanges with Offerors will occur with the Procuring Contracting Officer and Contract Specialist. Please refer to Section L of this DRAFT solicitation for further information.

10. Performance: Performance will be assessed in accordance with the Quality Assurance Surveillance Plan (QASP) (see Section J, ____________

Attachment 0004).

11. Negotiated Procurements: The competitively negotiated acquisition shall be in accordnace with the terms and conditions established ________________________ throughout this DRAFT solicitation including the exhibits and attachments located in Section J.

12. Disclaimer: This Executive Summary has been prepared as an aid to the potential Offerors. The Government has mad every attempt to ___________ accurately reflect the requirements and information contained in this solicitation.

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*** END OF NARRATIVE A0001 ***

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Page of

Name of Offeror or Contractor:

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Reference No. of Document Being Continued

MOD/AMD

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

0001 SERVICES - PRICED - LABOR, BASE YEAR $ ____________________________________ __________________

SERVICE REQUESTED: CYBERSECURITY SUPPORT SVCS

CLIN CONTRACT TYPE:

Cost Plus Fixed Fee

This CLIN is established to provide PM IS&A with

Cybersecurity Support Services (LABOR ONLY) on a Cost-

Plus Fixed-Fee basis in accordance with the

Performance Work Statement entitled, "PM IS&A

Cybersecurity Support Services PWS", dated 02 May

2022 listed in Section J as Attachment 0001.

The Ordering Period for this CLIN is 31 Oct 2022 through 30 Oct 2023.

(End of narrative B001)

Deliveries or Performance _________________________

0002 SERVICES - PRICED - TRAVEL & ODC, BASE YEAR $ ___________________________________________ __________________

SERVICE REQUESTED: CYBERSECURITY SUPPORT SVCS

CLIN CONTRACT TYPE:

Cost No Fee

This CLIN is established to provide Travel and Other-

Direct-Costs on a Cost (NO-FEE) basis in accordance with the Performance Work Statement entitled, "PM

IS&A Cybersecurity Support Services PWS", dated 02

May 2022 listed in Section J as Attachment 0001.

The Ordering Period for this CLIN is 31 Oct 2022 through 30 Oct 2023.

(End of narrative B001)

Deliveries or Performance _________________________

1001 SERVICES - PRICED - LABOR, OPTION YEAR 1 $ ________________________________________ __________________

SERVICE REQUESTED: CYBERSECURITY SUPPORT SVCS

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ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Reference No. of Document Being Continued

MOD/AMD

CLIN CONTRACT TYPE:

Cost Plus Fixed Fee

This CLIN is established to provide PM IS&A with

Cybersecurity Support Services (LABOR ONLY) on a Cost-

Plus Fixed-Fee basis in accordance with the

Performance Work Statement entitled, "PM IS&A

Cybersecurity Support Services PWS", dated 02 May

2022 listed in Section J as Attachment 0001.

The Ordering Period for this CLIN is 31 Oct 2023 through 30 Oct 2024.

(End of narrative B001)

Deliveries or Performance _________________________

1002 SERVICES - PRICED - TRAVEL & ODC, OPTION YEAR 1 $ _______________________________________________ __________________

SERVICE REQUESTED: CYBERSECURITY SUPPORT SVCS

CLIN CONTRACT TYPE:

Cost No Fee

This CLIN is established to provide Travel and Other-

Direct-Costs on a Cost (NO-FEE) basis in accordance with the Performance Work Statement entitled, "PM

IS&A Cybersecurity Support Services PWS", dated 02

May 2022 listed in Section J as Attachment 0001.

The Ordering Period for this CLIN is 31 Oct 2023 through 30 Oct 2024.

(End of narrative B001)

Deliveries or Performance _________________________

2001 SERVICES - PRICED - LABOR, OPTION YEAR 2 $ ________________________________________ __________________

SERVICE REQUESTED: CYBERSECURITY SUPPORT SVCS

CLIN CONTRACT TYPE:

Cost Plus Fixed Fee

This CLIN is established to provide PM IS&A with

Cybersecurity Support Services (LABOR ONLY) on a Cost-

Plus Fixed-Fee basis in accordance with the

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ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Reference No. of Document Being Continued

MOD/AMD

Performance Work Statement entitled, "PM IS&A

Cybersecurity Support Services PWS", dated 02 May

2022 listed in Section J as Attachment 0001.

The Ordering Period for this CLIN is 31 Oct 2024 through 30 Oct 2025.

(End of narrative B001)

Deliveries or Performance _________________________

2002 SERVICES - PRICED - TRAVEL & ODC, OPTION YEAR 2 $ _______________________________________________ __________________

SERVICE REQUESTED: CYBERSECURITY SUPPORT SVCS

CLIN CONTRACT TYPE:

Cost No Fee

This CLIN is established to provide Travel and Other-

Direct-Costs on a Cost (NO-FEE) basis in accordance with the Performance Work Statement entitled, "PM

IS&A Cybersecurity Support Services PWS", dated 02

May 2022 listed in Section J as Attachment 0001.

The Ordering Period for this CLIN is 31 Oct 2024 through 30 Oct 2025.

(End of narrative B001)

Deliveries or Performance _________________________

3001 SERVICES - PRICED - LABOR, OPTION YEAR 3 $ ________________________________________ __________________

SERVICE REQUESTED: CYBERSECURITY SUPPORT SVCS

CLIN CONTRACT TYPE:

Cost Plus Fixed Fee

This CLIN is established to provide PM IS&A with

Cybersecurity Support Services (LABOR ONLY) on a Cost-

Plus Fixed-Fee basis in accordance with the

Performance Work Statement entitled, "PM IS&A

Cybersecurity Support Services PWS", dated 02 May

2022 listed in Section J as Attachment 0001.

The Ordering Period for this CLIN is 31 Oct 2025 through 30 Oct 2026.

(End of narrative B001)

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ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Reference No. of Document Being Continued

MOD/AMD

Deliveries or Performance _________________________

3002 SERVICES - PRICED - TRAVEL & ODC, OPTION YEAR 3 $ _______________________________________________ __________________

SERVICE REQUESTED: CYBERSECURITY SUPPORT SVCS

CLIN CONTRACT TYPE:

Cost No Fee

This CLIN is established to provide Travel and Other-

Direct-Costs on a Cost (NO-FEE) basis in accordance with the Performance Work Statement entitled, "PM

IS&A Cybersecurity Support Services PWS", dated 02

May 2022 listed in Section J as Attachment 0001.

The Ordering Period for this CLIN is 31 Oct 2025 through 30 Oct 2026.

(End of narrative B001)

Deliveries or Performance _________________________

9999 Basic CLIN for ELIN ___________________

The below ELINs are associated with the Data Item

Numbers on the Contact Data Requirements List (CDRL)

(DD Form 1423), in Section J.

(End of narrative A001)

A001 CONTRACT INVOICING AND PAYMENT REPORT $ ** NSP ** _____________________________________ __________________

SERVICE REQUESTED: DI-MGMT-81651

Contract Invoicing and Payment Report shall be submitted in accordance with (IAW) DI-MGMT-81651

(found in Section J, Exhibit A).

(End of narrative B001)

Deliveries or Performance _________________________

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ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Reference No. of Document Being Continued

MOD/AMD

A002 SEXUAL ASSAULT/SEXUAL HARASSMENT AND AWARENESS ______________________________________________

POLICY $ ** NSP ** ______ __________________

SERVICE REQUESTED: AR 600-20 AND AR 190-40

Sexual Assault/Sexual Harassment and Awareness Policy shall be submitted in accordance with (IAW) AR 600-20 and AR 190-40 (found in Section J, Exhibit A).

(End of narrative B001)

Deliveries or Performance _________________________

A004 CONTRACTOR'S PROGRESS, STATUS, AND MANAGEMENT _____________________________________________

REPORT $ ** NSP ** ______ __________________

SERVICE REQUESTED: DI-MGMT-80227, DI-ADMN-81308A

Contractor's Progress, Status, and Management Report shall be submitted in accordance with (IAW) DI-MGMT-

80227 and DI-ADMN-81308A (found in Section J, Exhibit

A).

(End of narrative B001)

Deliveries or Performance _________________________

A005 QUALITY CONTROL PLAN (QCP) $ ** NSP ** __________________________ __________________

SERVICE REQUESTED: DI-QCIC-81794

Quality Control Plan (QCP) shall be submitted in accordance with (IAW) DI-QCIC-81794 (found in Section

J, Exhibit A).

(End of narrative B001)

Deliveries or Performance _________________________

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ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Reference No. of Document Being Continued

MOD/AMD

B001 ENGINEERING CHANGE PROPOSAL $ ** NSP ** ___________________________ __________________

SERVICE REQUESTED: DI-SESS-80639D

Engineering Change Proposal shall be submitted in accordance with (IAW) DI-SESS-80639D (found in

Section J, Exhibit B).

(End of narrative B001)

Deliveries or Performance _________________________

B002 RISK MANAGEMENT FRAMEWORK (RMF) PACKAGE _______________________________________

DELIVERABLES $ ** NSP ** ____________ __________________

SERVICE REQUESTED: DI-MGMT-82001

Risk Management Framework (RMF) Package Deliverables shall be submitted in accordance with (IAW) DI-MGMT-

82001 (found in Section J, Exhibit B).

(End of narrative B001)

Deliveries or Performance _________________________

B003 SOFTWARE/FIRMWARE CHANGE REQUEST $ ** NSP ** ________________________________ __________________

SERVICE REQUESTED: DI-MISC-81807

Software/Firmware Change Request shall be submitted in accordance with (IAW) DI-MISC-81807 (found in

Section J, Exhibit B).

(End of narrative B001)

Deliveries or Performance _________________________

B004 TECHNICAL REPORT - STUDY/SERVICES: AFTER ACTION _______________________________________________

REPORT $ ** NSP ** ______ __________________

SERVICE REQUESTED: DI-MISC-80508

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ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Reference No. of Document Being Continued

MOD/AMD

Technical Report - Study/Services: After Action

Report shall be submitted in accordance with (IAW) DI-

MISC-80508 (found in Section J, Exhibit B).

(End of narrative B001)

Deliveries or Performance _________________________

D001 OCI MITIGATION PLAN $ ** NSP ** ___________________ __________________

SERVICE REQUESTED: DI-MISC-80048

OCI Mitigation Plan shall be submitted in accordance with (IAW) DI-MISC-80048 (found in Section J, Exhibit

D).

(End of narrative B001)

Deliveries or Performance _________________________

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SECTION E - INSPECTION AND ACCEPTANCE

This document incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at these addresses:

For FAR clauses: https://www.acquisition.gov/

For DFARS clauses: https://www.acq.osd.mil/dpap/dars/dfarspgi/current/index.html

If the clause requires additional or unique information, then that information is provided immediately after the clause title.

Regulatory Cite Title Date Regulatory Cite Title Date _______________ ______________________________________________________________________ ____________ _______________ ______________________________________________________________________ ____________

E-1 52.246-5 INSPECTION OF SERVICES--COST-REIMBURSEMENT APR/1984

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SECTION F - DELIVERIES OR PERFORMANCE

This document incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at these addresses:

For FAR clauses: https://www.acquisition.gov/

For DFARS clauses: https://www.acq.osd.mil/dpap/dars/dfarspgi/current/index.html

If the clause requires additional or unique information, then that information is provided immediately after the clause title.

Regulatory Cite Title Date Regulatory Cite Title Date _______________ ______________________________________________________________________ ____________ _______________ ______________________________________________________________________ ____________

F-1 52.242-15 STOP-WORK ORDER (AUG 1989) -- ALTERNATE I (APR 1984) APR/1984

F-2 252.211-7007 REPORTING OF GOVERNMENT-FURNISHED PROPERTY MAR/2022

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SECTION G - CONTRACT ADMINISTRATION DATA

Regulatory Cite Title Date Regulatory Cite Title Date _______________ ______________________________________________________________________ ____________ _______________ ______________________________________________________________________ ____________

G-1 252.232-7006 WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS DEC/2018

(a) Definitions. As used in this clause--

"Department of Defense Activity Address Code (DoDAAC)" is a six position code that uniquely identifies a unit, activity, or organization.

"Document type" means the type of payment request or receiving report available for creation in Wide Area WorkFlow (WAWF).

"Local processing office (LPO)" is the office responsible for payment certification when payment certification is done external to the entitlement system.

"Payment request" and "receiving report" are defined in the clause at 252.232-7003, Electronic Submission of Payment Requests and

Receiving Reports.

(b) Electronic invoicing. The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232-7003, Electronic Submission of Payment Requests and

Receiving Reports.

(c) WAWF access. To access WAWF, the Contractor shall--

(1) Have a designated electronic business point of contact in the System for Award Management at https://www.sam.gov ; and

(2) Be registered to use WAWF at https://wawf.eb.mil/ following the step-by-step procedures for self-registration available at this

Web site.

(d) WAWF training. The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice

Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the "Web Based Training" link on the

WAWF home page at https://wawf.eb.mil/ .

(e) WAWF methods of document submission. Document submissions may be via Web entry, Electronic Data Interchange, or File Transfer

Protocol.

(f) WAWF payment instructions. The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF for this contract or task or delivery order:

(1) Document type. The Contractor shall submit payment requests using the following document type(s):

(i) For cost-type line items, including labor-hour or time-and-materials, submit a cost voucher.

(ii) For fixed price line items--

(A) That require shipment of a deliverable, submit the invoice and receiving report specified by the Contracting Officer.

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(B) For services that do not require shipment of a deliverable, submit either the Invoice 2in1, which meets the requirements for the invoice and receiving report, or the applicable invoice and receiving report, as specified by the Contracting Officer.

-2-

(iii) For customary progress payments based on costs incurred, submit a progress payment request.

(iv) For performance based payments, submit a performance based payment request.

(v) For commercial item financing, submit a commercial item financing request.

(2) Fast Pay requests are only permitted when Federal Acquisition Regulation (FAR) 52.213-1 is included in the contract.

[Note: The Contractor may use a WAWF "combo" document type to create some Combinations of invoice and receiving report in one step.]

(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in

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WAWF when creating payment requests and receiving reports in the system.

Routing Data Table*

Field Name in WAWF Data to be entered in WAWF

Pay Official DoDAAC -3-

Issue By DoDAAC -4-

Admin DoDAAC -5-

Inspect By DoDAAC -6-

Ship To Code -7-

Ship From Code -8-

Mark For Code -9-

Service Approver (DoDAAC) -10-

Service Acceptor (DoDAAC) -11-

Accept at Other DoDAAC -12-

LPO DoDAAC -13-

DCAA Auditor DoDAAC -14-

Other DoDAAC(s) -15-

(4) Payment request. The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and

Payment, as applicable.

(5) Receiving report. The Contractor shall ensure a receiving report meets the requirements of DFARS Appendix F.

(g) WAWF point of contact.

(1) The Contractor may obtain clarification regarding invoicing in WAWF from the following contracting activity's WAWF point of contact.

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(2) Contact the WAWF helpdesk at 866-618-5988, if assistance is needed.

(End of clause)

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SECTION I - CONTRACT CLAUSES

This document incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at these addresses:

For FAR clauses: https://www.acquisition.gov/

For DFARS clauses: https://www.acq.osd.mil/dpap/dars/dfarspgi/current/index.html

If the clause requires additional or unique information, then that information is provided immediately after the clause title.

Regulatory Cite Title Date Regulatory Cite Title Date _______________ ______________________________________________________________________ ____________ _______________ ______________________________________________________________________ ____________

I-1 52.202-1 DEFINITIONS JUN/2020

I-2 52.203-3 GRATUITIES APR/1984

I-3 52.203-5 COVENANT AGAINST CONTINGENT FEES MAY/2014

I-4 52.203-6 RESTRICTIONS ON SUBCONTRACTOR SALES TO THE GOVERNMENT JUN/2020

I-5 52.203-7 ANTI-KICKBACK PROCEDURES JUN/2020

I-6 52.203-8 CANCELLATION, RESCISSION, AND RECOVERY OF FUNDS FOR ILLEGAL OR MAY/2014

IMPROPER ACTIVITY

I-7 52.203-10 PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR IMPROPER ACTIVITY MAY/2014

I-8 52.203-12 LIMITATION ON PAYMENTS TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS JUN/2020

I-9 52.203-16 PREVENTING PERSONAL CONFLICTS OF INTEREST JUN/2020

I-10 52.203-19 PROHIBITION ON REQUIRING CERTAIN INTERNAL CONFIDENTIALITY AGREEMENTS JAN/2017

OR STATEMENTS

I-11 52.204-2 SECURITY REQUIREMENTS MAR/2021

I-12 52.204-4 PRINTED OR COPIED DOUBLE-SIDED ON POSTCONSUMER FIBER CONTENT PAPER MAY/2011

I-13 52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL JAN/2011

I-14 52.204-10 REPORTING EXECUTIVE COMPENSATION AND FIRST-TIER SUBCONTRACT AWARDS JUN/2020

I-15 52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE OCT/2018

I-16 52.204-18 COMMERCIAL AND GOVERNMENT ENTITY CODE MAINTENANCE AUG/2020

I-17 52.204-23 PROHIBITION ON CONTRACTING FOR HARDWARE, SOFTWARE, AND SERVICES NOV/2021

DEVELOPED OR PROVIDED BY KASPERSKY LAB AND OTHER COVERED ENTITIES

I-18 52.209-6 PROTECTING THE GOVERNMENT'S INTEREST WHEN SUBCONTRACTING WITH NOV/2021

CONTRACTORS DEBARRED, SUSPENDED, OR PROPOSED FOR DEBARMENT

I-19 52.209-9 UPDATES OF PUBLICLY AVAILABLE INFORMATION REGARDING RESPONSIBILITY OCT/2018

MATTERS

I-20 52.209-10 PROHIBITION ON CONTRACTING WITH INVERTED DOMESTIC CORPORATIONS NOV/2015

I-21 52.210-1 MARKET RESEARCH NOV/2021

I-22 52.211-15 DEFENSE PRIORITY AND ALLOCATION REQUIREMENTS APR/2008

I-23 52.215-8 ORDER OF PRECEDENCE--UNIFORM CONTRACT FORMAT OCT/1997

I-24 52.215-10 PRICE REDUCTION FOR DEFECTIVE CERTIFIED COST OR PRICING DATA AUG/2011

I-25 52.215-15 PENSION ADJUSTMENTS AND ASSET REVERSIONS OCT/2010

I-26 52.215-18 REVERSION OR ADJUSTMENT OF PLANS FOR POSTRETIREMENT BENEFITS (PRB) JUL/2005

OTHER THAN PENSIONS

I-27 52.215-23 LIMITATIONS ON PASS-THROUGH CHARGES JUN/2020

I-28 52.216-8 FIXED FEE JUN/2011

I-29 52.216-11 COST CONTRACT--NO FEE APR/1984

I-30 52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS OCT/2018

I-31 52.222-1 NOTICE TO THE GOVERNMENT OF LABOR DISPUTES FEB/1997

I-32 52.222-3 CONVICT LABOR JUN/2003

I-33 52.222-20 CONTRACTS FOR MATERIALS, SUPPLIES, ARTICLES, AND EQUIPMENT JUN/2020

I-34 52.222-21 PROHIBITION OF SEGREGATED FACILITIES APR/2015

I-35 52.222-26 EQUAL OPPORTUNITY SEP/2016

I-36 52.222-37 EMPLOYMENT REPORTS ON VETERANS JUN/2020

I-37 52.222-40 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABOR RELATIONS DEC/2010

ACT

I-38 52.222-41 SERVICE CONTRACT LABOR STANDARDS AUG/2018

I-39 52.222-50 COMBATING TRAFFICKING IN PERSONS NOV/2021

I-40 52.222-54 EMPLOYMENT ELIGIBILITY VERIFICATION NOV/2021

I-41 52.222-55 MINIMUM WAGES UNDER EXECUTIVE ORDER 13658 JAN/2022

I-42 52.222-62 PAID SICK LEAVE UNDER EXECUTIVE ORDER 13706 JAN/2022

I-43 52.223-5 POLLUTION PREVENTION AND RIGHT-TO-KNOW INFORMATION MAY/2011

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Regulatory Cite Title Date Regulatory Cite Title Date _______________ ______________________________________________________________________ ____________ _______________ ______________________________________________________________________ ____________

I-44 52.223-6 DRUG-FREE WORKPLACE MAY/2001

I-45 52.223-18 ENCOURAGING CONTRACTOR POLICIES TO BAN TEXT MESSAGING WHILE DRIVING JUN/2020

I-46 52.224-3 PRIVACY TRAINING JAN/2017

I-47 52.225-13 RESTRICTIONS ON CERTAIN FOREIGN PURCHASES FEB/2021

I-48 52.227-1 AUTHORIZATION AND CONSENT JUN/2020

I-49 52.227-2 NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT INFRINGEMENT JUN/2020

I-50 52.228-7 INSURANCE--LIABILITY TO THIRD PERSONS MAR/1996

I-51 52.232-22 LIMITATION OF FUNDS APR/1984

I-52 52.232-23 ASSIGNMENT OF CLAIMS (MAY 2014) -- ALTERNATE I (APR 1984) APR/1984

I-53 52.232-25 PROMPT PAYMENT (JAN 2017) - ALTERNATE I (FEB 2002) FEB/2002

I-54 52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER--SYSTEM FOR AWARD MANAGEMENT OCT/2018

I-55 52.232-39 UNENFORCEABILITY OF UNAUTHORIZED OBLIGATIONS JUN/2013

I-56 52.232-40 PROVIDING ACCELERATED PAYMENTS TO SMALL BUSINESS SUBCONTRACTORS NOV/2021

I-57 52.233-1 DISPUTES MAY/2014

I-58 52.233-3 PROTEST AFTER AWARD (AUG 1996) -- ALTERNATE I (JUN 1985) JUN/1985

I-59 52.233-4 APPLICABLE LAW FOR BREACH OF CONTRACT CLAIM OCT/2004

I-60 52.237-2 PROTECTION OF GOVERNMENT BUILDINGS, EQUIPMENT, AND VEGETATION APR/1984

I-61 52.239-1 PRIVACY OR SECURITY SAFEGUARDS AUG/1996

I-62 52.242-1 NOTICE OF INTENT TO DISALLOW COSTS APR/1984

I-63 52.242-3 PENALTIES FOR UNALLOWABLE COSTS SEP/2021

I-64 52.242-4 CERTIFICATION OF FINAL INDIRECT COSTS JAN/1997

I-65 52.242-13 BANKRUPTCY JUL/1995

I-66 52.243-2 CHANGES - COST-REIMBURSEMENT (AUG 1987) -- ALTERNATE I (APR 1984) APR/1984

I-67 52.244-5 COMPETITION IN SUBCONTRACTING DEC/1996

I-68 52.244-6 SUBCONTRACTS FOR COMMERCIAL PRODUCTS AND COMMERCIAL SERVICES JAN/2022

I-69 52.245-1 GOVERNMENT PROPERTY SEP/2021

I-70 52.245-9 USE AND CHARGES APR/2012

I-71 52.247-63 PREFERENCE FOR U.S.-FLAG AIR CARRIERS JUN/2003

I-72 52.249-6 TERMINATION (COST REIMBURSEMENT) MAY/2004

I-73 52.249-14 EXCUSABLE DELAYS APR/1984

I-74 52.253-1 COMPUTER GENERATED FORMS JAN/1991

I-75 252.201-7000 CONTRACTING OFFICER'S REPRESENTATIVE DEC/1991

I-76 252.203-7000 REQUIREMENTS RELATING TO COMPENSATION OF FORMER DOD OFFICIALS SEP/2011

I-77 252.203-7001 PROHIBITION ON PERSONS CONVICTED OF FRAUD OR OTHER DEFENSE-CONTRACT- DEC/2008

RELATED FELONIES

I-78 252.203-7002 REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS SEP/2013

I-79 252.203-7003 AGENCY OFFICE OF THE INSPECTOR GENERAL AUG/2019

I-80 252.203-7004 DISPLAY OF HOTLINE POSTERS AUG/2019

I-81 252.204-7000 DISCLOSURE OF INFORMATION OCT/2016

I-82 252.204-7003 CONTROL OF GOVERNMENT PERSONNEL WORK PRODUCT APR/1992

I-83 252.204-7004 ANTITERRORISM AWARENESS TRAINING FOR CONTRACTORS FEB/2019

I-84 252.204-7009 LIMITATIONS ON THE USE OR DISCLOSURE OF THIRD-PARTY CONTRACTOR OCT/2016

REPORTED CYBER INCIDENT INFORMATION

I-85 252.204-7012 SAFEGUARDING COVERED DEFENSE INFORMATION AND CYBER INCIDENT REPORTING DEC/2019

I-86 252.204-7015 NOTICE OF AUTHORIZED DISCLOSURE OF INFORMATION FOR LITIGATION SUPPORT MAY/2016

I-87 252.204-7018 PROHIBITION ON THE ACQUISITION OF COVERED DEFENSE TELECOMMUNICATIONS JAN/2021

EQUIPMENT OR SERVICES

I-88 252.204-7020 NIST SP 800-171 DOD ASSESSMENT REQUIREMENTS MAR/2022

I-89 252.205-7000 PROVISION OF INFORMATION TO COOPERATIVE AGREEMENT HOLDERS DEC/1991

I-90 252.209-7004 SUBCONTRACTING WITH FIRMS THAT ARE OWNED OR CONTROLLED BY THE MAY/2019

GOVERNMENT OF A TERRORIST COUNTRY

I-91 252.222-7006 RESTRICTIONS ON THE USE OF MANDATORY ARBITRATION AGREEMENTS DEC/2010

I-92 252.225-7004 REPORT OF INTENDED PERFORMANCE OUTSIDE THE UNITED STATES AND CANADA-- OCT/2020

SUBMISSION AFTER AWARD

I-93 252.225-7040 CONTRACTOR PERSONNEL SUPPORTING U.S. ARMED FORCES DEPLOYED OUTSIDE OCT/2015

THE UNITED STATES

I-94 252.225-7041 CORRESPONDENCE IN ENGLISH JUN/1997

I-95 252.225-7048 EXPORT-CONTROLLED ITEMS JUN/2013

I-96 252.226-7001 UTILIZATION OF INDIAN ORGANIZATIONS, INDIAN-OWNED ECONOMIC APR/2019

ENTERPRISES, AND NATIVE HAWAIIAN SMALL BUSINESS CONCERNS

I-97 252.227-7013 RIGHTS IN TECHNICAL DATA--NONCOMMERCIAL ITEMS FEB/2014

I-98 252.227-7014 RIGHTS IN NONCOMMERCIAL COMPUTER SOFTWARE AND NONCOMMERCIAL COMPUTER FEB/2014

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Regulatory Cite Title Date Regulatory Cite Title Date _______________ ______________________________________________________________________ ____________ _______________ ______________________________________________________________________ ____________

SOFTWARE DOCUMENTATION

I-99 252.227-7015 TECHNICAL DATA--COMMERCIAL ITEMS FEB/2014

I-100 252.227-7016 RIGHTS IN BID OR PROPOSAL INFORMATION JAN/2011

I-101 252.227-7019 VALIDATION OF ASSERTED RESTRICTIONS--COMPUTER SOFTWARE SEP/2016

I-102 252.227-7025 LIMITATIONS ON THE USE OR DISCLOSURE OF GOVERNMENT-FURNISHED MAY/2013

INFORMATION MARKED WITH RESTRICTIVE LEGENDS

I-103 252.227-7027 DEFERRED ORDERING OF TECHNICAL DATA OR COMPUTER SOFTWARE APR/1988

I-104 252.227-7030 TECHNICAL DATA--WITHHOLDING OF PAYMENT MAR/2000

I-105 252.227-7037 VALIDATION OF RESTRICTIVE MARKINGS ON TECHNICAL DATA SEP/2016

I-106 252.231-7000 SUPPLEMENTAL COST PRINCIPLES DEC/1991

I-107 252.232-7003 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS AND RECEIVING REPORTS DEC/2018

I-108 252.232-7010 LEVIES ON CONTRACT PAYMENTS DEC/2006

I-109 252.232-7017 ACCELERATING PAYMENTS TO SMALL BUSINESS SUBCONTRACTORS--PROHIBITION APR/2020

ON FEES AND CONSIDERATION

I-110 252.237-7010 PROHIBITION ON INTERROGATION OF DETAINEES BY CONTRACTOR PERSONNEL JUN/2013

I-111 252.239-7001 INFORMATION ASSURANCE CONTRACTOR TRAINING AND CERTIFICATION JAN/2008

I-112 252.239-7010 CLOUD COMPUTING SERVICES OCT/2016

I-113 252.242-7006 ACCOUNTING SYSTEM ADMINISTRATION FEB/2012

I-114 252.243-7002 REQUESTS FOR EQUITABLE ADJUSTMENT DEC/2012

I-115 252.244-7000 SUBCONTRACTS FOR COMMERCIAL ITEMS JAN/2021

I-116 252.244-7001 CONTRACTOR PURCHASING SYSTEM ADMINISTRATION--BASIC MAY/2014

I-117 252.245-7001 TAGGING, LABELING, AND MARKING OF GOVERNMENT-FURNISHED PROPERTY APR/2012

I-118 252.245-7002 REPORTING LOSS OF GOVERNMENT PROPERTY JAN/2021

I-119 252.245-7003 CONTRACTOR PROPERTY MANAGEMENT SYSTEM ADMINISTRATION APR/2012

I-120 252.247-7023 TRANSPORTATION OF SUPPLIES BY SEA--BASIC FEB/2019

I-121 252.239-7016 TELECOMMUNICATIONS SECURITY EQUIPMENT, DEVICES, TECHNIQUES, AND DEC/1991

SERVICES

Insert -1- in the blank following paragraph (b); insert -2- and -3- in the blanks in paragraph (c) within the above referenced clause.

I-122 52.216-7 ALLOWABLE COST AND PAYMENT AUG/2018

(a) Invoicing.

(1) The Government will make payments to the Contractor when requested as work progresses, but (except for small business concerns) not more often than once every 2 weeks, in amounts determined to be allowable by the Contracting Officer in accordance with Federal

Acquisition Regulation (FAR) Subpart 31.2 in effect on the date of this contract and the terms of this contract. The Contractor may submit to an authorized representative of the Contracting Officer, in such form and reasonable detail as the representative may require, an invoice or voucher supported by a statement of the claimed allowable cost for performing this contract.

(2) Contract financing payments are not subject to the interest penalty provisions of the Prompt Payment Act. Interim payments made prior to the final payment under the contract are contract financing payments, except interim payments if this contract contains

Alternate I to the clause at 52.232-25.

(3) The designated payment office will make interim payments for contract financing on the -1- day after the designated billing office receives a proper payment request. In the event that the Government requires an audit or other review of a specific payment request to ensure compliance with the terms and conditions of the contract, the designated payment office is not compelled to make payment by the specified due date.

(b) Reimbursing costs.

(1) For the purpose of reimbursing allowable costs (except as provided in subparagraph (b)(2) of this clause, with respect to pension, deferred profit sharing, and employee stock ownership plan contributions), the term costs includes only --

(i) Those recorded costs that, at the time of the request for reimbursement, the Contractor has paid by cash, check, or other form of actual payment for items or services purchased directly for the contract;

(ii) When the Contractor is not delinquent in paying costs of contract performance in the ordinary course of business, costs incurred, but not necessarily paid, for --

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(A) Supplies and services purchased directly for the contract and associated financing payments to subcontractors, provided payments determined due will be made

(1) In accordance with the terms and conditions of a subcontract or invoice; and

(2) Ordinarily within 30 days of the submission of the Contractors payment request to the Government;

(B) Materials issued from the Contractors inventory and placed in the production process for use on the contract;

(C) Direct labor;

(D) Direct travel;

(E) Other direct in-house costs; and

(F) Properly allocable and allowable indirect costs, as shown in the records maintained by the Contractor for purposes of obtaining reimbursement under Government contracts; and

(iii) The amount of financing payments that have been paid by cash, check or other form of payment to subcontractors.

(2) Accrued costs of Contractor contributions under employee pension plans shall be excluded until actually paid unless--

(i) The Contractors practice is to make contributions to the retirement fund quarterly or more frequently; and

(ii) The contribution does not remain unpaid 30 days after the end of the applicable quarter or shorter payment period (any contribution remaining unpaid shall be excluded from the Contractors indirect costs for payment purposes).

(3) Notwithstanding the audit and adjustment of invoices or vouchers under paragraph (g) of this clause, allowable indirect costs under this contract shall be obtained by applying indirect cost rates established in accordance with paragraph (d) of this clause.

(4) Any statements in specifications or other documents incorporated in this contract by reference designating performance of services or furnishing of materials at the Contractors expense or at no cost to the Government shall be disregarded for purposes of cost-reimbursement under this clause.

(c) Small business concerns. A small business concern may receive more frequent payments than every 2 weeks.

(d) Final indirect cost rates.

(1) Final annual indirect cost rates and the appropriate bases shall be established in accordance with Subpart 42.7 of the Federal

Acquisition Regulation (FAR) in effect for the period covered by the indirect cost rate proposal.

(2)(i) The Contractor shall submit an adequate final indirect cost rate proposal to the Contracting Officer (or cognizant Federal agency official) and auditor within the 6-month period following the expiration of each of its fiscal years. Reasonable extensions, for exceptional circumstances only, may be requested in writing by the Contractor and granted in writing by the Contracting Officer. The

Contractor shall support its proposal with adequate supporting data.

(ii) The proposed rates shall be based on the Contractors actual cost experience for that period. The appropriate Government representative and the Contractor shall establish the final indirect cost rates as promptly as practical after receipt of the

Contractors proposal.

(iii) An adequate indirect cost rate proposal shall include the following data unless otherwise specified by the cognizant Federal agency official:

(A) Summary of all claimed indirect expense rates, including pool, base, and calculated indirect rate.

(B) General and Administrative expenses (final indirect cost pool). Schedule of claimed expenses by element of cost as identified in accounting records (Chart of Accounts).

(C) Overhead expenses (final indirect cost pool). Schedule of claimed expenses by element of cost as identified in accounting records (Chart of Accounts) for each final indirect cost pool.

(D) Occupancy expenses (intermediate indirect cost pool). Schedule of claimed expenses by element of cost as identified in accounting records (Chart of Accounts) and expense reallocation to final indirect cost pools.

(E) Claimed allocation bases, by element of cost, used to distribute indirect costs.

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(F) Facilities capital cost of money factors computation.

(G) Reconciliation of books of account (i.e., General Ledger) and claimed direct costs by major cost element.

(H) Schedule of direct costs by contract and subcontract and indirect expense applied at claimed rates, as well as a subsidiary schedule of Government participation percentages in each of the allocation base amounts.

(I) Schedule of cumulative direct and indirect costs claimed and billed by contract and subcontract.

(J) Subcontract information. Listing of subcontracts awarded to companies for which the contractor is the prime or upper-tier contractor (include prime and subcontract numbers; subcontract value and award type; amount claimed during the fiscal year; and the subcontractor name, address, and point of contact information).

(K) Summary of each time-and-materials and labor-hour contract information, including labor categories, labor rates, hours, and amounts; direct materials; other direct costs; and, indirect expense applied at claimed rates.

(L) Reconciliation of total payroll per IRS form 941 to total labor costs distribution.

(M) Listing of decisions/agreements/approvals and description of accounting/organizational changes.

(N) Certificate of final indirect costs (see 52.242-4, Certification of Final Indirect Costs).

(O) Contract closing information for contracts physically completed in this fiscal year (include contract number, period of performance, contract ceiling amounts, contract fee computations, level of effort, and indicate if the contract is ready to close).

(iv) The following supplemental information is not required to determine if a proposal is adequate, but may be required during the audit process:

(A) Comparative analysis of indirect expense pools detailed by account to prior fiscal year and budgetary data.

(B) General Organizational information and limitation on allowability of compensation for certain contractor personnel. See

31.205-6(p). Additional salary reference information is available at:

https://www.whitehouse.gov/wp-content/uploads/2017/11/ContractorCompensationCapContractsAwardedBeforeJune24.pdf and https://www.whitehouse.gov/wp-content/uploads/2017/11/ContractorCompensationCapContractsAwardedafterJune24.pdf

(C) Identification of prime contracts under which the contractor performs as a subcontractor.

(D) Description of accounting system (excludes contractors required to submit a CAS Disclosure Statement or contractors where the description of the accounting system has not changed from the previous year's submission).

(E) Procedures for identifying and excluding unallowable costs from the costs claimed and billed (excludes contractors where the procedures have not changed from the previous year's submission).

(F) Certified financial statements and other financial data (e.g., trial balance, compilation, review, etc.).

(G) Management letter from outside CPAs concerning any internal control weaknesses.

(H) Actions that have been and/or will be implemented to correct the weaknesses described in the management letter from subparagraph (G) of this section.

(I) List of all internal audit reports issued since the last disclosure of internal audit reports to the Government.

(J) Annual internal audit plan of scheduled audits to be performed in the fiscal year when the final indirect cost rate submission is made.

(K) Federal and State income tax returns.

(L) Securities and Exchange Commission 10-K annual report.

(M) Minutes from board of directors meetings.

(N) Listing of delay claims and termination claims submitted which contain costs relating to the subject fiscal year.

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(O) Contract briefings, which generally include a synopsis of all pertinent contract provisions, such as: Contract type, contract amount, product or service(s) to be provided, contract performance period, rate ceilings, advance approval requirements, pre-contract cost allowability limitations, and billing limitations.

(v) The Contractor shall update the billings on all contracts to reflect the final settled rates and update the schedule of cumulative direct and indirect costs claimed and billed, as required in paragraph (d)(2)(iii)(I) of this section, within 60 days after settlement of final indirect cost rates.

(3) The Contractor and the appropriate Government representative shall execute a written understanding setting forth the final indirect cost rates. The understanding shall specify

(i) the agreed-upon final annual indirect cost rates,

(ii) the bases to which the rates apply,

(iii) the periods for which the rates apply,

(iv) any specific indirect cost items treated as direct costs in the settlement, and

(v) the affected contract and/or subcontract, identifying any with advance agreements or special terms and the applicable rates.

The understanding shall not change any monetary ceiling, contract obligation, or specific cost allowance or disallowance provided for in this contract. The understanding is incorporated into this contract upon execution.

(4) Failure by the parties to agree on a final annual indirect cost rate shall be a dispute within the meaning of the Disputes clause.

(5) Within 120 days (or longer period if approved in writing by the Contracting Officer) after settlement of the final annual indirect cost rates for all years of a physically complete contract, Contractor shall submit a completion invoice or voucher to reflect the settled amounts and rates. The completion invoice or voucher shall include settled subcontract amounts and rates. The prime contractor is responsible for settling subcontractor amounts and rates included in the completion invoice or voucher and providing status of subcontractor audits to the contracting officer upon request.

(6)(i) If the Contractor fails to submit a completion invoice or voucher within the time specified in paragraph (d)(5) of this clause, the Contracting Officer may--

(A) Determine the amounts due to the Contractor under the contract; and

(B) Record this determination in a unilateral modification to the contract.

(ii) This determination constitutes the final decision of the Contracting Officer in accordance with the Disputes clause.

(e) Billing rates. Until final annual indirect cost rates are established for any period, the Government shall reimburse the Contractor at billing rates established by the Contracting Officer or by an authorized representative (the cognizant auditor), subject to adjustment when the final rates are established. These billing rates --

(1) Shall be the anticipated final rates; and

(2) May be prospectively or retroactively revised by mutual agreement, at either partys request, to prevent substantial overpayment or underpayment.

(f) Quick-closeout procedures. Quick-closeout procedures are applicable when the conditions in FAR 42.708(a) are satisfied.

(g) Audit. At any time or times before final payment, the Contracting Officer may have the Contractors invoices or vouchers and statements of cost audited. Any payment may be --

(1) Reduced by amounts found by the Contracting Officer not to constitute allowable costs; or

(2) Adjusted for prior overpayments or underpayments.

(h) Final payment.

(1) Upon approval of a completion invoice or voucher submitted by the Contractor in accordance with paragraph (d)(5) of this clause, and upon the Contractors compliance with all terms of this contract, the Government shall promptly pay any balance of allowable costs and that part of the fee (if any) not previously paid.

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(2) The Contractor shall pay to the Government any refunds, rebates, credits, or other amounts (including interest, if any) accruing to or received by the Contractor or any assignee under this contract, to the extent that those amounts are properly allocable to costs for which the Contractor has been reimbursed by the Government. Reasonable expenses incurred by the Contractor for securing refunds, rebates, credits, or other amounts shall be allowable costs if approved by the Contracting Officer. Before final payment under this contract, the Contractor and each assignee whose assignment is in effect at the time of final payment shall execute and deliver --

(i) An assignment to the Government, in form and substance satisfactory to the Contracting Officer, of refunds, rebates, credits, or other amounts (including interest, if any) properly allocable to costs for which the Contractor has been reimbursed by the Government under this contract; and

(ii) A release discharging the Government, its officers, agents, and employees from all liabilities, obligations, and claims arising out of or under this contract, except --

(A) Specified claims stated in exact amounts, or in estimated amounts when the exact amounts are not known;

(B) Claims (including reasonable incidental expenses) based upon liabilities of the Contractor to third parties arising out of the performance of this contract; provided, that the claims are not known to the Contractor on the date of the execution of the release, and that the Contractor gives notice of the claims in writing to the Contracting Officer within 6 years following the release date or notice of final payment date, whichever is earlier; and

(C) Claims for reimbursement of costs, including reasonable incidental expenses, incurred by the Contractor under the patent clauses of this contract, excluding, however, any expenses arising from the Contractors indemnification of the Government against patent liability.

(End of Clause)

I-123 52.216-18 ORDERING AUG/2020

(a…