Draft Solicitation - FA461024R0012.pdf

(See ).

SOLICITATION, OFFER,

AND AWARD

(Construction, Alteration, or Repair) IMPORTANT - The "offer" section on the reverse must be fully completed by offeror.

9. FOR

INFORMATION CALL:

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

SOLICITATION

1. SOLICITATION NUMBER

5. REQUISITION/PURCHASE REQUEST NUMBER

CODE

6. PROJECT NUMBER

8. ADDRESS OFFER TO

4. CONTRACT NUMBER

7. ISSUED BY

10. THE GOVERNMENT REQUIRES PERFORMANCE OF THE WORK DESCRIBED IN THESE DOCUMENTS (Title, identifying number, date)

11. The contractor shall begin performance within

12a. THE CONTRACTOR MUST FURNISH ANY REQUIRED PERFORMANCE AND PAYMENT BONDS?

(If "YES", indicate within how many calendar days after award in Item 12b.)

13. ADDITIONAL SOLICITATION REQUIREMENTS:

a. Sealed offers in original and

b. An offer guarantee

c. All offers are subject to the (1) work requirements, and (2) other provisions and clauses incorporated in the solicitation in full text or by reference.

d. Offers providing less than

STANDARD FORM 1442 (REV. 12/2022)

Prescribed by GSA - FAR (48 CFR) 53.236-1(d) calendar days for Government acceptance after the date offers are due will not be considered and will be rejected.

is, is not required.

local time containing offers shall be marked to show the offeror's name and address, the solicitation number, and the date and time offers are due.

(date). If this is a sealed bid solicitation, offers will be publicly opened at that time. Sealed envelopes copies to perform the work required are due at the place specified in Item 8 by (hour) award, YES NO notice to proceed. This performance period is mandatory negotiable.

calendar days and complete it within calendar days after receiving

a. NAME b. TELEPHONE NUMBER (Include area code) (NO COLLECT CALLS)

12b. CALENDAR DAYS

2. TYPE OF SOLICITATION

SEALED BID (IFB)

INVITATION FOR BID

NEGOTIATED (RFP)

REQUEST FOR PROPOSAL

3. DATE ISSUED PAGE OF PAGES

Created On:

07 Oct 2024, 15:38 PM Central Daylight Time

AWARD (To be completed by Government)

17. The offeror agrees to perform the work required at the prices specified below in strict accordance with the terms of this solicitation, if this offer is accepted calendar days after the date offers are due. (Insert any number equal to or greater than the minimum requirement by the Government in writing within stated in Item 13d. Failure to insert any number means the offeror accepts the minimum in Item 13d.)

OFFER (Must be fully completed by offeror)

AMOUNTS

18. The offeror agrees to furnish any required performance and payment bonds.

19. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments to the solicitation -- give number and date of each)

AMENDMENT

NUMBER

DATE

CONTRACTING OFFICER WILL COMPLETE ITEM 28 OR 29 AS APPLICABLE

14. NAME AND ADDRESS OF OFFEROR (Include ZIP Code)

CODE FACILITY CODE

15. TELEPHONE NUMBER (Include area code)

16. REMITTANCE ADDRESS (Include only if different than Item 14.)

20a. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN OFFER (Type or print)

21. ITEMS ACCEPTED:

22. AMOUNT

26. ADMINISTERED BY

30a. NAME AND TITLE OF CONTRACTOR OR PERSON AUTHORIZED TO SIGN (Type or print)

31c. DATE

STANDARD FORM 1442 (REV. 12/2022) BACK

31b. UNITED STATES OF AMERICA

BY

31a. NAME OF CONTRACTING OFFICER (Type or print)

29. AWARD (Contractor is not required to sign this document.) Your offer on this solicitation is hereby accepted as to the items listed. This award consummates the contract, which consists of (a) the Government solicitation and your offer, and (b) this contract award. No further contractual document is necessary.

30b. SIGNATURE 30c. DATE

28. NEGOTIATED AGREEMENT (Contractor is required to sign this document and return and deliver all items or perform all work requirements identified on this form and any continuation sheets for the consideration stated in this contract. The rights and obligations of the parties to this contract shall be governed by (a) this contract award, (b) the solicitation, and (c) the clauses, representations, certifications, and specifications incorporated by reference in or attached to this contract.

copies to issuing office.) Contractor agrees to furnish

24. SUBMIT INVOICES TO ADDRESS SHOWN IN

(4 copies unless otherwise specified)

23. ACCOUNTING AND APPROPRIATION DATA

ITEM

25. OTHER THAN FULL AND OPEN COMPETITION PURSUANT TO THE UNITED STATES

CODE AT

27. PAYMENT WILL BE MADE BY

10 U.S.C. 3204(a) ( ) 41 U.S.C. 3304(a) ( )

20b. SIGNATURE 20c. OFFER DATE

Section A - Solicitation/Contract Form

Western-Range Operational Ordering Contract for Infrastructure Enhancement (WOOKIE)

Product Service Code: Z2JZ Date: 23 Apr 2024

FA461024R0012

Section B - Supplies or Services & Prices or Costs

Additional Information/Notes

CONTRACT MINIMUM/MAXIMUM QUANTITY AND CONTRACT VALUE

The minimum quantity and contract value for all orders issued against this contract shall not be less than the minimum quantity and contract value stated in the following table. The maximum quantity and contract value for all orders issued against this contract shall not exceed the maximum quantity and contract value stated in the following table.

MINIMUM QUANTITY MINIMUM AMOUNT MAXIMUM QUANTITY MAXIMUM AMOUNT

1.00 $2,000.00 301.00 $562,500,000.00

DELIVERY/TASK ORDER MINIMUM/MAXIMUM QUANTITY AND ORDER VALUE

The minimum quantity and order value for each Delivery/Task Order issued shall not be less than the minimum quantity and order value stated in the following table. The maximum quantity and order value for each Delivery/Task Order issued shall not exceed the maximum quantity and order value stated in the following table.

MINIMUM QUANTITY MINIMUM AMOUNT MAXIMUM QUANTITY MAXIMUM AMOUNT

1.00 $2,000.00 301.00 $25,000,000.00

CLIN MINIMUM/MAXIMUM QUANTITY AND CLIN VALUE

The minimum quantity(s) and CLIN value(s) for all orders issued against the CLIN(s) on this contract shall not be less than the minimum quantity(s) and CLIN value(s) stated in the following table. The maximum quantity(s) and CLIN value(s) for all orders issued against the CLIN(s) on this contract shall not exceed the maximum quantity(s) and CLIN value(s) stated in the following table.

CLIN MINIMUM QUANTITY MINIMUM AMOUNT MAXIMUM QUANTITY MAXIMUM AMOUNT

0001 0.00 $2,000.00 100.00 $562,500,000.00

0002 1.00 $2,000.00 1.00 $2,000.00

1001 0.00 $2,000.00 100.00 $562,500,000.00

2001 0.00 $2,000.00 100.00 $562,500,000.00

CLIN DELIVERY/TASK ORDER MINIMUM/MAXIMUM QUANTITY AND CLIN ORDER VALUE

The minimum quantity and order value for the given Delivery/Task Order issued for this CLIN shall not be less than the minimum quantity and order value stated in the following table. The maximum quantity and order value for the given Delivery/Task Order issued for this CLIN shall not exceed the maximum quantity and order value stated in the following table.

CLIN MINIMUM QUANTITY MINIMUM AMOUNT MAXIMUM QUANTITY MAXIMUM AMOUNT

0001 1.00 $2,000.00 1.0 $25,000,000.00

0002 1.00 $2,000.00 1.0 $2,000.00

1001 1.00 $2,000.00 1.0 $25,000,000.00

2001 1.00 $2,000.00 1.0 $25,000,000.00

Item Supplies / Services Estimated Quantity

Unit Unit Price Amount

Base Year 17 July 25 - 16 July 2030

The contractor shall perform maintenance, repair, and minor construction IAW Attachment 1, Western-Range Operational Ordering Contract for Infrastructure Enhancement (WOOKIE) Multiple Award Construction Contract (MACC) Statement of Work, and as identified by other specific specifications/work statements in each task order issued against the contract.

SBA Requirement Number:

0914/17/702272/01

Product Service Code: Z2JZ Pricing Arrangement: Firm Fixed Price

100 Job

WOOKIE MACC Minimum Guarantee -- The contractor shall attend the pre-performance construction meeting following contract award.

Date and time of meeting are to be determined and will be coordinated with all awardees.

SBA Requirement Number:0914/17/702272/01

Product Service Code: Z2JZ Pricing Arrangement: Firm Fixed Price

1 Job

Option Line Item

Option 17 July 2030 - 16 July 2032

The contractor shall perform maintenance, repair, and minor construction IAW Attachment 1, Western-Range Operational Ordering Contract for Infrastructure Enhancement (WOOKIE) Multiple Award Construction Contract (MACC) Statement of Work, and as identified by other specific specifications/work statements in each task order issued against the contract.

SBA Requirement Number:

0914/17/702272/01

Product Service Code: Z2JZ Pricing Arrangement: Firm Fixed Price

100 Job

Additional Six (6) Month Extension Option in accordance with FAR

Option Line Item

52.217-8

17 July 2032 - 16 January 2033

The contractor shall perform maintenance, repair, and minor construction IAW Attachment 1, Western-Range Operational Ordering Contract for Infrastructure Enhancement (WOOKIE) Multiple Award Construction Contract (MACC) Statement of Work, and as identified by other specific specifications/work statements in each task order issued against the contract.

SBA Requirement Number:

0914/17/702272/01

Product Service Code: Z2JZ Pricing Arrangement: Firm Fixed Price

100 Job

Section C - Description/Specifications/Statement of Work

Requirements See Statement of Work in Section J.

Section D - Packaging and Marking

THIS SECTION INTENTIONALLY LEFT BLANK

Section E - Inspection and Acceptance

FAR Clauses Incorporated by Reference

Number Title Effective Date

Alternate/ Deviation

Variation Effective Date

52.246-2 Inspection of Supplies-Fixed-Price. Aug 1996 52.246-12 Inspection of Construction. Aug 1996 52.246-16 Responsibility for Supplies. Apr 1984

Overall Contract Inspection/Acceptance Locations

Inspection and Acceptance Location

Both Destination Instructions: See Statement of Work (SOW) for Acceptance/Inspection criteria.

DoDAAC: FA4610 CountryCode: USA

FA4610 30 CONS PK

ADMINISTRATIVE ONLY NO REQUISITIONS, 1515 ICELAND AVE RM 150

VANDENBERG SFB, CA 93437-5212

UNITED STATES

Inspection and Acceptance Location

Both Destination Instructions: Contractor shall attend a Pre-Performance Construction Conference to discuss Vandenberg Space Force Base specifics and general Western Operational Ordering Contract for Infrastructure Enhancement (WOOKIE) Multiple Award Construction Contract (MACC) requirements.

DoDAAC: FA4610 CountryCode: USA

FA4610 30 CONS PK

ADMINISTRATIVE ONLY NO REQUISITIONS, 1515 ICELAND AVE RM 150

VANDENBERG SFB, CA 93437-5212

UNITED STATES

Alyson Kolding Email: alyson.kolding@spaceforce.mil Telephone: (805) 606-2164

Section F - Deliveries or Performance

Overall Contract Delivery Period

From 16 Jun 2025 to 16 Jul 2030

From date of lead time event to beginning of performance 10 Calendar Days Date of Notice to Proceed Receipt

From date of lead time event to completion of performance 365 Calendar Days Date of Notice to Proceed Receipt

Line Item Delivery Schedule Estimated Quantity

Address and POC

100 Job Place of Performance DoDAAC: F4D3D9 CountryCode: USA

F4D3D9 30 CES CEI

AF BPN NO MLSBLS PROC CP 8056063890, 1172

ICELAND AVE BLDG 11433

VANDENBERG SFB, CA 93437-5000

UNITED STATES

Jordan Hampton Email: jordan.hampton@spaceforce.mil Telephone: (805) 606-6675

Period of Performance From 17 Jul 2025 To 16 Jul 2030

Delivery Schedule From date of lead time event to completion of performance 30 Calendar Days Delivery Schedule

1 Job Place of Performance DoDAAC: FA4610 CountryCode: USA

FA4610 30 CONS PK

ADMINISTRATIVE ONLY NO REQUISITIONS, 1515

ICELAND AVE RM 150

VANDENBERG SFB, CA 93437-5212

UNITED STATES

Alyson Kolding Email: alyson.kolding@spaceforce.mil Telephone: (805) 606-2164

Period of Performance From 16 Jun 2025 To 17 Jul 2025

100 Job Place of Performance DoDAAC: F4D3D9 CountryCode: USA

F4D3D9 30 CES CEI

AF BPN NO MLSBLS PROC CP 8056063890, 1172

Option Line Item

ICELAND AVE BLDG 11433

VANDENBERG SFB, CA 93437-5000

UNITED STATES

Jordan Hampton Email: jordan.hampton@spaceforce.mil Telephone: (805) 606-6675

Period of Performance From 17 Jul 2030 To 16 Jul 2032

Option Line Item

100 Job Place of Performance DoDAAC: F4D3D9 CountryCode: USA

F4D3D9 30 CES CEI

AF BPN NO MLSBLS PROC CP 8056063890, 1172

ICELAND AVE BLDG 11433

VANDENBERG SFB, CA 93437-5000

UNITED STATES

Jordan Hampton Email: jordan.hampton@spaceforce.mil Telephone: (805) 606-6675

Period of Performance From 17 Jul 2032 To 16 Jan 2033

FAR Clauses Incorporated by Reference

Number Title Effective Date

Alternate/ Deviation

Variation Effective Date

52.247-34 F.o.b. Destination. Nov 1991

Section G - Contract Administration Data

DFARS Clauses Incorporated by Reference

Number Title Effective Date

Alternate/ Deviation

Variation Effective Date

252.232-7003 Electronic Submission of Payment Requests and Receiving Reports. Dec 2018 252.236-7000 Modification Proposals--Price Breakdown. Dec 1991

FAR Clauses Incorporated by Full Text

52.232-10 Payments under Fixed-Price Architect-Engineer Contracts. (Apr 2010)

As prescribed in 32.111(c)(1), insert the following clause:

Payments under Fixed-Price Architect-Engineer Contracts (Apr 2010)

(a) Estimates shall be made monthly of the amount and value of the work and services performed by the Contractor under this contract which meet the standards of quality established under this contract. The estimates, along with any supporting data required by the Contracting Officer, shall be prepared by the Contractor and submitted along with its voucher.

(b) After receipt of each substantiated voucher, the Government shall pay the voucher as approved by the Contracting Officer or authorized representative. The Contracting Officer shall require a withholding from amounts due under paragraph (a) of this clause of up to 10 percent only if the Contracting Officer determines that such a withholding is necessary to protect the Government's interest and ensure satisfactory completion of the contract. The amount withheld shall be determined based upon the Contractor's performance record under this contract. Whenever the Contracting Officer determines that the work is substantially complete and that the amount retained is in excess of the amount adequate for the protection of the Government, the Contracting Officer shall release the excess amount to the Contractor.

(c) Upon satisfactory completion by the Contractor and final acceptance by the Contracting Officer of all the work done by the Contractor under the "Statement of Architect-Engineer Services", the Contractor will be paid the unpaid balance of any money due for work under the statement, including all withheld amounts.

(d) Before final payment under the contract, or before settlement upon termination of the contract, and as a condition precedent thereto, the Contractor shall execute and deliver to the Contracting Officer a release of all claims against the Government arising under or by virtue of this contract, other than any claims that are specifically excepted by the Contractor from the operation of the release in amounts stated in the release.

(e) Notwithstanding any other provision in this contract, and specifically paragraph (b) of this clause, progress payments shall not exceed 80 percent on work accomplished on undefinitized contract actions. A "contract action" is any action resulting in a contract, as defined in FAR subpart 2.1, including contract modifications for additional supplies or services, but not including contract modifications that are within the scope and under the terms of the contract, such as contract modifications issued pursuant to the Changes clause, or funding and other administrative changes.

(End of clause)

52.236-22 Design Within Funding Limitations. (Apr 1984)

As prescribed in , insert the following clause:36.609-1(c)

Design Within Funding Limitations (Apr 1984)

The Contractor shall accomplish the design services required under this contract so as to permit the award of a contract, using standard Federal (a) Acquisition Regulation procedures for the construction of the facilities designed at a price that does not exceed the estimated construction contract price as set forth in paragraph (c) of this clause. When bids or proposals for the construction contract are received that exceed the estimated price, the contractor shall perform such redesign and other services as are necessary to permit contract award within the funding limitation. These additional services shall be performed at no increase in the price of this contract. However, the Contractor shall not be required to perform such additional services at no cost to the Government if the unfavorable bids or proposals are the result of conditions beyond its reasonable control.

The Contractor will promptly advise the Contracting Officer if it finds that the project being designed will exceed or is likely to exceed the (b) funding limitations and it is unable to design a usable facility within these limitations. Upon receipt of such information, the Contracting Officer will review the Contractor's revised estimate of construction cost. The Government may, if it determines that the estimated construction contract price set forth in this contract is so low that award of a construction contract not in excess of such estimate is improbable, authorize a change in scope or materials as required to reduce the estimated construction cost to an amount within the estimated construction contract price set forth in paragraph (c) of this clause, or the Government may adjust such estimated construction contract price. When bids or proposals are not solicited or are unreasonably delayed, the Government shall prepare an estimate of constructing the design submitted and such estimate shall be used in lieu of bids or proposals to determine compliance with the funding limitation.

The estimated construction contract price for the project described in this contract is .(c) will be identified on each individual task order

(End of clause)

DFARS Clauses Incorporated by Full Text

252.232-7006 Wide Area WorkFlow Payment Instructions. (Jan 2023)

As prescribed in 232.7004(b), use the following clause:

WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (JAN 2023)

(a) As used in this clause- Definitions.

"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) The WAWF system provides the method to electronically process vendor payment requests and receiving reports, as Electronic invoicing.

authorized by Defense Federal Acquisition Regulation Supplement (DFARS) 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

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

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

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

Protocol.

(f) The Contractor shall use the following information when submitting payment requests and receiving reports in WAWF payment instructions.

WAWF for this contract or task or delivery order:

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

(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.

CONSTRUCTION PAYMENT/FACILITIES MANAGEMENT INVOICE

(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.

N/A

(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 financing, submit a commercial 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) The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF Document routing.

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 F8770

Issue By DoDAAC FA4610

Admin DoDAAC FA4610

Inspect By DoDAAC FA4610

Ship To Code FA4610

Ship From Code KTR CAGE CODE

Mark For Code N/A

Service Approver (DoDAAC) FA4610

Service Acceptor (DoDAAC) FA4610

Accept at Other DoDAAC N/A

LPO DoDAAC N/A

DCAA Auditor DoDAAC N/A

Other DoDAAC(s) CONTRACTING OFFICER DODAAC FA4610

(4) The Contractor shall ensure a payment request includes documentation appropriate to the type of payment request in Payment request.

accordance with the payment clause, contract financing clause, or Federal Acquisition Regulation 52.216-7, Allowable Cost and Payment, as applicable.

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

(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.

Government Project Manager: Jordan Hampton - jordan.hampton@spaceforce.mil, Contract Specialist: Jennifer Paccioretti - jennifer.

paccioretti@spaceforce.mil, Contracting Officer: Alyson Kolding - alyson.kolding@spaceforce.mil

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

(End of clause)

Section H - Special Contract Requirements

1. The Government, at its sole discretion, may choose to On-Ramp any number of Indefinite-Delivery, Indefinite-Quantity (IDIQ) ON-RAMPING:

contracts at any time during the term of the Western-Range Operational Ordering Contract for Infrastructure Enhancement (WOOKIE) Multiple Award Construction Contract (MACC) IDIQ contract: 1) to ensure an adequate number of awardees are available to provide the level of effort and competition needed to support the program, 2) to replace poor performing IDIQ awardees, 3) to replace IDIQ awardees who fail to comply with the WOOKIE MACC program requirements such as proposing on all fair opportunity proposal requests, or 4) when the Contracting Officer (CO) determines it is in the Government's best interest.

Upon contract award, a maximum of three (3) WOOKIE MACC IDIQ contracts will be awarded with an effective date of "To Be Determined (TBD)" for "On-Ramping" purposes. However, the Government reserves the right to award more, less, or no contracts at all, if determined to be in the best interest of the Government. The minimum guarantee for any TBD IDIQ will be issued upon completion of the bilateral modification described in Method 1 paragraph b below. The Government also reserves the right to on-ramp additional contractors during the life of this IDIQ contract by using one (1) of the following methods:

Method 1:

a. The Government will select the Highest Technically Rated Offerors (HTRO) with a Fair and Reasonable Price TBD IDIQ awardees at time of initial proposal evaluation. TBD IDIQ awardee(s) must be an active participant in the SBA's 8(a) program to be considered eligible for on-ramping purposes.

b. As described in FAR Part 9.104 and in Section M of the solicitation, the Government will conduct a contractor responsibility determination annually, at a minimum and reserves the right to conduct another responsibility determination prior to on-ramping a TBD IDIQ awardee. If determined responsible, the Government will bilaterally modify the TBD effective date of the TBD awardee to activate it as of the modification date, or an agreed upon date by both parties.

i. If a TBD IDIQ awardee is found non-responsible, the CO will comply with FAR 19.6, Certificates of Competency and Determinations of Responsibility. TBD IDIQ awardees determined to be non-responsible may be terminated upon SBA concurrence.

ii. If the TBD IDIQ awardee does not accept the Government's bilateral modification action to make the IDIQ contract effective, the Government will off-ramp that TBD IDIQ awardee and the next highest-rated TBD IDIQ awardee will be considered for on-ramping.

c. On-Ramp IDIQ contracts will be made effective under the originally awarded WOOKIE MACC IDIQ terms and conditions. If any adjustments need to be made to the terms and conditions (e.g., to account for any contract modifications), the Government will issue a bilateral modification to the newly effective IDIQ contract making it consistent with the existing IDIQ contracts.

d. Within 30 days, the Government will notify all existing IDIQ awardee(s) of any on-ramped contractor(s).

e. The newly on-ramped effective IDIQ awardee will immediately be able to compete for task orders. The overall contract ceiling and contract length will not be extended for newly on-ramped effective IDIQ awardees.

Method 2:

a. If for any of the reasons stated in the On-Ramping procedures above occur, the Government may resolicit this requirement by reopening competition to unsuccessful awardees, off-ramped contractors, and/or other interested parties. This could happen at any time during the term of the WOOKIE MACC IDIQ contract to on-ramp new awardees utilizing the same evaluation criteria used in the initial WOOKIE MACC awards.

b. When a re-competition to on-ramp a new contractor(s) is determined to be in the best interest of the Government, the Government will advertise this information on the System for Award Management (SAM) website at https://www.sam.gov/. Current effective IDIQ awardees will not need to re-compete.

c. Within 30 days, the Government will notify all existing IDIQ awardee(s) of any on-ramped contractor(s).

d. New WOOKIE MACC IDIQ awardee(s) will compete with the existing WOOKIE MACC IDIQ awardees for all task orders (excluding the need to meet the minimum guarantee amount). The overall contract ceiling and contract length will not be extended for new on-ramp effective IDIQ awardees.

2. OFF-RAMPING: While it is the Government's intent to maintain a strategic relationship with IDIQ contractors for the duration of the WOOKIE MACC, the Government may, at its sole discretion, choose to off-ramp an IDIQ awardee at any time during the term of the WOOKIE MACC IDIQ contract: 1) to replace IDIQ awardees with poor performance (e.g., late performance or being assessed liquidated damages on task orders, overall performance assessment rating of Marginal or Unsatisfactory in the Contractor Performance Assessment Reporting System (CPARS), unresponsiveness to warranty work, failure to provide responsive customer service, unsafe site conditions, etc.), 2) to replace IDIQ awardees within who to comply with WOOKIE MACC program requirements such as proposing on all fair opportunity proposal requests, or 3) if the TBD IDIQ awardee does not accept the Government's bilateral modification action to make the IDIQ contract effective.

The Government intends to review annually, at the anniversary date of the contract award, the overall performance of the effective IDIQ contract holders. Following the review, the Government reserves the right to off-ramp contractors during the life of this IDIQ contract by using one (1) of the following approaches: 1) termination in accordance with FAR Part 49, or 2) by not exercising an option in accordance with FAR Part 17.

For effective IDIQ awardees where the Government decides not to exercise the option, the Government will provide a 30-calendar day written notice of its intention to off-ramp. If the Government determines an effective IDIQ awardee will be off-ramped, the effective IDIQ awardee will not be allowed, as of that date, to actively participate in upcoming task order proposal requests. However, the effective IDIQ awardee will be required to complete all task orders awarded prior to the off-ramp determination date. For TBD awardees, no written notice will be given.

Section I - Contract Clauses

FAR Clauses Incorporated by Reference

Number Title Effective Date

Alternate/ Deviation

Variation Effective Date

52.202-1 Definitions. Jun 2020 52.203-3 Gratuities. Apr 1984 52.203-5 Covenant Against Contingent Fees. May 2014 52.203-6 Restrictions on Subcontractor Sales to the Government. Jun 2020 52.203-7 Anti-Kickback Procedures. Jun 2020 52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity. May 2014 52.203-10 Price or Fee Adjustment for Illegal or Improper Activity. May 2014 52.203-12 Limitation on Payments to Influence Certain Federal Transactions. Jun 2020 52.203-13 Contractor Code of Business Ethics and Conduct. Nov 2021 52.204-9 Personal Identity Verification of Contractor Personnel. Jan 2011 52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards. Jun 2020 52.204-13 System for Award Management Maintenance. Oct 2018 52.204-18 Commercial and Government Entity Code Maintenance. Aug 2020 52.204-19 Incorporation by Reference of Representations and Certifications. Dec 2014

52.204-23 Prohibition on Contracting for Hardware, Software, and Services Developed or Provided by Kaspersky Lab Covered Entities.

Dec 2023

52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment.

Nov 2021

52.204-27 Prohibition on a ByteDance Covered Application. Jun 2023

52.209-6 Protecting the Government's Interest When Subcontracting with Contractors Debarred, Suspended, or Proposed for Debarment.

Nov 2021

52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters. Oct 2018 52.209-10 Prohibition on Contracting with Inverted Domestic Corporations. Nov 2015 52.210-1 Market Research. Nov 2021 52.215-2 Audit and Records-Negotiation. Jun 2020 52.215-8 Order of Precedence-Uniform Contract Format. Oct 1997 52.219-6 Notice of Total Small Business Set-Aside. Nov 2020 52.219-8 Utilization of Small Business Concerns. Feb 2024 52.219-13 Notice of Set-Aside of Orders. Mar 2020 52.222-3 Convict Labor. Jun 2003 52.222-6 Construction Wage Rate Requirements. Aug 2018 52.222-7 Withholding of Funds. May 2014 52.222-8 Payrolls and Basic Records. Jul 2021 52.222-9 Apprentices and Trainees. Jul 2005 52.222-10 Compliance with Copeland Act Requirements. Feb 1988 52.222-11 Subcontracts (Labor Standards). May 2014 52.222-12 Contract Termination-Debarment. May 2014 52.222-13 Compliance with Construction Wage Rate Requirements and Related Regulations. May 2014 52.222-14 Disputes Concerning Labor Standards. Feb 1988 52.222-15 Certification of Eligibility. May 2014 52.222-21 Prohibition of Segregated Facilities. Apr 2015 52.222-26 Equal Opportunity. Sep 2016 52.222-27 Affirmative Action Compliance Requirements for Construction. Apr 2015

52.222-30 Construction Wage Rate Requirements-Price Adjustment (None or Separately Specified Method).

Aug 2018

52.222-35 Equal Opportunity for Veterans. Jun 2020 52.222-36 Equal Opportunity for Workers with Disabilities. Jun 2020 52.222-37 Employment Reports on Veterans. Jun 2020 52.222-50 Combating Trafficking in Persons. Nov 2021 52.222-54 Employment Eligibility Verification. May 2022 52.222-55 Minimum Wages for Contractor Workers Under Executive Order 14026. Jan 2022 52.222-62 Paid Sick Leave Under Executive Order 13706. Jan 2022 52.223-5 Pollution Prevention and Right-to-Know Information. May 2024 52.223-21 Foams. May 2024 52.223-23 Sustainable Products and Services. May 2024 52.224-3 Privacy Training. Jan 2017 52.225-13 Restrictions on Certain Foreign Purchases. Feb 2021 52.226-7 Drug-Free Workplace. May 2024 52.226-8 Encouraging Contractor Policies to Ban Text Messaging While Driving. May 2024 52.227-1 Authorization and Consent. Jun 2020 52.227-4 Patent Indemnity-Construction Contracts. Dec 2007 52.228-5 Insurance-Work on a Government Installation. Jan 1997 52.229-3 Federal, State, and Local Taxes. Feb 2013

52.229-12 Tax on Certain Foreign Procurements. Feb 2021 52.232-17 Interest. May 2014 52.232-23 Assignment of Claims. May 2014 52.232-33 Payment by Electronic Funds Transfer-System for Award Management. Oct 2018 52.232-39 Unenforceability of Unauthorized Obligations. Jun 2013 52.232-40 Providing Accelerated Payments to Small Business Subcontractors. Mar 2023 52.233-1 Disputes. May 2014 52.233-3 Protest after Award. Aug 1996 52.233-4 Applicable Law for Breach of Contract Claim. Oct 2004 52.236-2 Differing Site Conditions. Apr 1984 52.236-3 Site Investigation and Conditions Affecting the Work. Apr 1984 52.236-5 Material and Workmanship. Apr 1984 52.236-6 Superintendence by the Contractor. Apr 1984 52.236-7 Permits and Responsibilities. Nov 1991 52.236-8 Other Contracts. Apr 1984 52.236-9 Protection of Existing Vegetation, Structures, Equipment, Utilities, and Improvements. Apr 1984 52.236-10 Operations and Storage Areas. Apr 1984 52.236-11 Use and Possession Prior to Completion. Apr 1984 52.236-12 Cleaning Up. Apr 1984 52.236-13 Accident Prevention. Nov 1991 52.236-15 Schedules for Construction Contracts. Apr 1984 52.236-17 Layout of Work. Apr 1984 52.236-21 Specifications and Drawings for Construction. Feb 1997 52.236-23 Responsibility of the Architect-Engineer Contractor. Apr 1984 52.236-24 Work Oversight in Architect-Engineer Contracts. Apr 1984 52.236-25 Requirements for Registration of Designers. Jun 2003 52.242-13 Bankruptcy. Jul 1995 52.242-14 Suspension of Work. Apr 1984 52.243-1 Changes-Fixed-Price. Aug 1987 52.243-4 Changes. Jun 2007 52.244-4 Subcontractors and Outside Associates and Consultants (Architect-Engineer Services). Aug 1998 52.244-6 Subcontracts for Commercial Products and Commercial Services. Feb 2024 52.247-5 Familiarization with Conditions. Apr 1984 52.247-15 Contractor Responsibility for Loading and Unloading. Apr 1984 52.247-68 Report of Shipment (REPSHIP). Feb 2006 52.249-4 Termination for Convenience of the Government (Services) (Short Form). Apr 1984 52.249-7 Termination (Fixed-Price Architect-Engineer). Apr 1984 52.249-10 Default (Fixed-Price Construction). Apr 1984

DFARS Clauses Incorporated by Reference

Number Title Effective Date

Alternate/ Deviation

Variation Effective Date

252.203-7000 Requirements Relating to Compensation of Former DoD Officials. Sep 2011 252.203-7001 Prohibition on Persons Convicted of Fraud or Other Defense-Contract-Related Felonies. Jan 2023 252.203-7002 Requirement to Inform Employees of Whistleblower Rights. Dec 2022 252.203-7003 Agency Office of the Inspector General. Aug 2019 252.203-7004 Display of Hotline Posters. Jan 2023 252.204-7000 Disclosure of Information. Oct 2016 252.204-7003 Control of Government Personnel Work Product. Apr 1992 252.204-7004 Antiterrorism Awareness Training for Contractors. Jan 2023 252.204-7012 Safeguarding Covered Defense Information and Cyber Incident Reporting. May 2024 252.204-7015 Notice of Authorized Disclosure of Information for Litigation Support. Jan 2023

252.204-7018 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services.

Jan 2023

252.204-7020 NIST SP 800-171 DoD Assessment Requirements. Nov 2023 252.205-7000 Provision of Information to Cooperative Agreement Holders. Jun 2023

252.209-7004 Subcontracting with Firms that are Owned or Controlled by the Government of a Country that is a State Sponsor of Terrorism.

May 2019

252.216-7010 Postaward Debriefings for Task Orders and Delivery Orders. Dec 2022 252.222-7006 Restrictions on the Use of Mandatory Arbitration Agreements. Jan 2023 252.223-7004 Drug-Free Work Force. Sep 1988 252.223-7008 Prohibition of Hexavalent Chromium. Jan 2023 252.225-7048 Export-Controlled Items. Jun 2013 252.225-7056 Prohibition Regarding Business Operations with the Maduro Regime. Jan 2023

252.225-7058 Postaward Disclosure of Employment of Individuals Who Work in the People's Republic of China.

Jan 2023

252.226-7001 Utilization of Indian Organizations, Indian-Owned Economic Enterprises, and Native Hawaiian Small Business Concerns.

Jan 2023

252.227-7000 Non-Estoppel Oct 1966 252.227-7022 Government Rights (Unlimited). Mar 1979

252.227-7033 Rights in Shop Drawings. Apr 1966 252.232-7010 Levies on Contract Payments. Dec 2006 252.236-7005 Airfield Safety Precautions. Dec 1991 252.237-7010 Prohibition on Interrogation of Detainees by Contractor Personnel. Jan 2023 252.243-7001 Pricing of Contract Modifications. Dec 1991 252.243-7002 Requests for Equitable Adjustment. Dec 2022 252.244-7000 Subcontracts for Commercial Products or Commercial Services. Nov 2023 252.247-7023 Transportation of Supplies by Sea. Jan 2023

FAR Clauses Incorporated by Full Text

52.204-1 Approval of Contract. (Dec 1989)

As prescribed in , insert the following clause:4.103

Approval of Contract (Dec 1989)

This contract is subject to the written approval of and shall not be binding until so approved.Alyson R. Kolding

(End of clause)

52.211-10 Commencement, Prosecution, and Completion of Work. (Apr 1984)

As prescribed in , insert the following clause in solicitations and contracts when a fixed-price construction contract is contemplated. The 11.404(b) clause may be changed to accommodate the issuance of orders under indefinite-delivery contracts for construction.

Commencement, Prosecution, and Completion of Work (Apr 1984)

The Contractor shall be required to (a) commence work under this contract within calendar days after the date the Contractor receives the notice to 10 proceed, (b) prosecute the work diligently, and (c) complete the entire work ready for use not later than . The dates indicated within each task order time stated for completion shall include final cleanup of the premises.

(End of clause)

52.211-12 Liquidated Damages-Construction. (Sep 2000)

As prescribed in , insert the following clause in solicitations and contracts:11.503(b)

Liquidated Damages-Construction (Sept 2000)

If the Contractor fails to complete the work within the time specified in the contract, the Contractor shall pay liquidated damages to the (a) Government in the amount of for each calendar day of delay until the work is completed or amounts will be identified on each task order if applicable accepted.

If the Government terminates the Contractor's right to proceed, liquidated damages will continue to accrue until the work is completed. These (b) liquidated damages are in addition to excess costs of repurchase under the Termination clause.

(End of clause)

52.215-21 Requirements for Certified Cost or Pricing Data and Data Other Than Certified Cost or Pricing Data-Modifications. (Alternate IV)

(Nov 2021) Alternate IV (Oct 2010)

(a) Submission of certified cost or pricing data is not required.

(b) Provide data described below:

Data to be submitted will be identified as applicable on each individual task order.

52.216-18 Ordering. (Aug 2020)

As prescribed in , insert the following clause:16.506(a)

Ordering (Aug 2020)

Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or (a) activities designated in the Schedule. Such orders may be issued from through .17 July 2025 16 January 2033

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

A delivery order or task order is considered "issued" when-(c)

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

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

If sent electronically, the Government either-(3)

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

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

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

(End of clause)

52.216-19 Order Limitations. (Oct 1995)

As prescribed in , insert a clause substantially the same as follows:16.506(b)

Order Limitations (Oct 1995)

. When the Government requires supplies or services covered by this contract in an amount of less than , the Government (a) Minimum order $2,000.00 is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

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

Any order for a single item in excess of ;(1) $25,000,000.00

Any order for a combination of items in excess of ; or(2) $25,000,000.00

A series of orders from the same ordering office within days that together call for quantities exceeding the limitation in paragraph (b)(1) or (2) (3) 30 of this section.

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

Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in (d) paragraph (b), unless that order (or orders) is returned to the ordering office within days after issuance, with written notice stating the Contractor's 14 intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of clause)

52.216-22 Indefinite Quantity. (Oct 1995)

As prescribed in , insert the following clause:16.506(e)

Indefinite Quantity (Oct 1995)

This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of (a) supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to (b) the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum." The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum."

Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be (c) issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the (d) time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; , that the Contractor shall not be required to make any deliveries provided under this contract after .12 months after the completion of the period of performance of the final task order

(End of clause)

52.217-9 Option to Extend the Term of the Contract. (Mar 2000)

As prescribed in , insert a clause substantially the same as the following:17.208(g)

Option to Extend the Term of the Contract (Mar 2000)

The Government may extend the term of this contract by written notice to the Contractor within ; provided that the Government gives the (a) 30 days Contractor a preliminary written notice of its intent to extend at least before the contract expires. The preliminary notice does not commit the 60 days Government to an extension.

If the Government exercises this option, the extended contract shall be considered to include this option clause.(b)

The total duration of this contract, including the exercise of any options under this clause, shall not exceed 7 .(c) years and 6 months

(End of clause)

52.219-14 Limitations on Subcontracting. (Oct 2022)

As prescribed in , insert the following clause:19.507(e)

Limitations on Subcontracting (Oct 2022)

(a) This clause does not apply to the unrestricted portion of a partial set-aside.

(b) , as used in this clause, means a first-tier subcontractor, including an independent contractor, that-Definition. Similarly situated entity

(1) Has the same small business program status as that which qualified the prime contractor for the award ( , for a small business set-aside contract, e.g.

any small business concern, without regard to its socioeconomic status); and

(2) Is considered small for the size standard under the North American Industry Classification System (NAICS) code the prime contractor assigned to the subcontract.

(c) This clause applies only to-Applicability.

(1) Contracts that have been set aside for any of the small business concerns identified in 19.000(a)(3);

(2) Part or parts of a multiple-award contract that have been set aside for any of the small business concerns identified in 19.000(a)(3);

(3) Contracts that have been awarded on a sole-source basis in accordance with subparts 19.8, 19.13, 19.14, and 19.15;

(4) Orders expected to exceed the simplified acquisition threshold and that are-

(i) Set aside for small business concerns under multiple-award contracts, as described in 8.405-5 and 16.505(b)(2)(i)(F); or

(ii) Issued directly to small business concerns under multiple-award contracts as described in 19.504(c)(1)(ii);

(5) Orders, regardless of dollar value, that are-

(i) Set aside in accordance with subparts 19.8, 19.13, 19.14, or 19.15 under multiple-award contracts, as described in 8.405-5 and 16.505(b)(2)(i)(F);

or

(ii) Issued directly to concerns that qualify for the programs described in subparts 19.8, 19.13, 19.14, or 19.15 under multiple-award contracts, as described in 19.504(c)(1)(ii); and

(6) Contracts using the HUBZone price evaluation preference to award to a HUBZone small business concern unless the concern waived the evaluation preference.

(d) An independent contractor shall be considered a subcontractor.Independent contractors.

(e) By submission of an offer and execution of a contract, the Contractor agrees that in performance of a contract Limitations on subcontracting.

assigned a North American Industry Classification System (NAICS) code for-

(1) Services (except construction), it will not pay more than 50 percent of the amount paid by the Government for contract performance to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count towards the prime contractor's 50 percent subcontract amount that cannot be exceeded. When a contract includes both services and supplies, the 50 percent limitation shall apply only to the service portion of the contract;

(2) Supplies (other than procurement from a nonmanufacturer of such supplies), it will not pay more than 50 percent of the amount paid by the Government for contract performance, excluding the cost of materials, to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count towards the prime contractor's 50 percent subcontract amount that cannot be exceeded. When a contract includes both supplies and services, the 50 percent limitation shall apply only to the supply portion of the contract;

(3) General construction, it will not pay more than 85 percent of the amount paid by the Government for contract performance, excluding the cost of materials, to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count towards the prime contractor's 85 percent subcontract amount that cannot be exceeded; or

(4) Construction by special trade contractors, it will not pay more than 75 percent of the amount paid by the Government for contract performance, excluding the cost of materials, to subcontractors that are not similarly situated entities. Any work that a similarly situated entity further subcontracts will count towards the prime contractor's 75 percent subcontract amount that cannot be exceeded.

(f) The Contractor shall comply with the limitations on subcontracting as follows:

(1) For contracts, in accordance with paragraphs (c)(1), (2), (3) and (6) of this clause-

[ ] By the end of the base term of the contract and then by the end of each subsequent option period; or

[X] By the end of the performance period for each order issued under the contract.

(2) For orders, in accordance with paragraphs (c)(4) and (5) of this clause, by the end of the performance period for the order.

(g) A joint venture agrees that, in the performance of the contract, the applicable percentage specified in paragraph (e) of this clause will be performed by the aggregate of the joint venture participants.

(1) In a joint venture comprised of a small business protege and its mentor approved by the Small Business Administration, the small business protege shall perform at least 40 percent of the work performed by the joint venture. Work performed by the small business protege in the joint venture must be more than administrative functions.

(2) In an 8(a) joint venture, the 8(a) participant(s) shall perform at least 40 percent of the work performed by the joint venture.