E5 - N6449825D4005.pdf

SEE ADDENDUM

(No Collect Calls)

N6449825R4004 07-Nov-2024

b. TELEPHONE NUMBER

215-897-8385

8. OFFER DUE DATE/LOCAL TIME

05:00 PM 16 Dec 2024

5. SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

STANDARD FORM 1449 (REV. 2/2012)

Prescribed by GSA – FAR (48 CFR) 53.212

(TYPE OR PRINT)

(SIGNATURE OF CONTRACTING OFFICER)

ADDENDA ARE

X

26. TOTAL AWARD AMOUNT (For Gov t. Use Only )

23.

CODE 10. THIS ACQUISITION IS

SUCH ADDRESS IN OFFER

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT

BELOW IS CHECKED

TELEPHONE NO.610-356-9840

N644989. ISSUED BY

18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a. UNLESS BLOCK

N6449825D4005 08-Apr-2025

7. FOR SOLICITATION

INFORMATION CALL:

a. NAME

TRACY J BIONDO

2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 4. ORDER NUMBER

(TYPE OR PRINT)

30b. NAME AND TITLE OF SIGNER 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a.UNITED STATES OF AMERICA

27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1. 52.212-4. FAR 52.212-3. 52.212-5 ARE ATTACHED.

X

25. ACCOUNTING AND APPROPRIATION DATA

1. REQUISITION NUMBER

20.

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED.

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, AND 30

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

ARE NOT ATTACHED

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA ARE ARE NOT ATTACHED

WILLIAM J O'TORMEY / CONTRACTING OFFICER

$10,652,798.00

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS: SEE SCHEDULE

.16-Dec-2024 YOUR OFFER ON SOLICITATION

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN FA Proposal N6449825R4004

% FOR:SET ASIDE:UNRESTRICTED ORX

SMALL BUSINESS

17a.CONTRACTOR/ CODE 09TT2 FACILITY

OFFEROR CODE

NAVAL SURFACE WARFARE CENTER PHILA

CODE 0222, TRACY BIONDO

215-897-8385, TRACY.BIONDO@NAVY.MIL

5001 SOUTH BROAD STREET

PHILADELPHIA PA 19112

FAIRMOUNT AUTOMATION, INC

FAIRMOUNT AUTOMATION INC

BRANDON J. MCLEAN

10 CLIPPER RD

CONSHOHOCKEN PA 19428-2721

NSWC PHILA, NAVY ERP

5001 SOUTH BROAD STREET

PHILADELPHIA PA 19112

18a. PAYMENT WILL BE MADE BY CODE N64500

RATED ORDER UNDER

DPAS (15 CFR 700)

13a. THIS CONTRACT IS A

13b. RATING

N64498CODE

SCD: C

15. DELIVER TO CODE N64498 16. ADMINISTERED BY

12. DISCOUNT TERMS11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

14. METHOD OF SOLICITATION

RFQ IFB RFPX

NAVAL SURFACE WARFARE CENTER PHILA

5001 SOUTH BROAD STREET

PHILADELPHIA PA 19112

NAVAL SURFACE WARFARE CENTER PHILA

ALEX DAVIE

NSWC PHILADELPHIA DIVISION

NSLC DETACHMENT

1601 LANGLEY AVE BLDG 542

PHILADELPHIA PA 19112

FAX:

TEL: 215-897-8385 SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

8(A)

HUBZONE SMALL

BUSINESS

SIZE STANDARD:

NAICS:

334513

OFFER DATED

29. AWARD OF CONTRACT: REF.

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

X

EMAIL: william.j.otormey.civ@us.navy.mil

215-897-2620TEL:

31c. DATE SIGNED

08-Apr-2025

SEE SCHEDULE

SCHEDULE OF SUPPLIES/ SERVICESITEM NO. QUANTITY UNIT UNIT PRICE AMOUNT

24.22.21.19.

WOMEN-OWNED SMALL BUSINESS (WOSB)

ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

32g. E-MAIL OF AUTHORIZED GOVERNMENT REPRESENTATIVE

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

(CONTINUED)

PAGE 2 OF74

ACCEPTED, AND CONFORMS TO THE CONTRACT, EXCEPT AS NOTED: ______________________________________________________

32a. QUANTITY IN COLUMN 21 HAS BEEN

RECEIVED INSPECTED

32b. SIGNATURE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32c. DATE 32d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

REPRESENTATIVE

32e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE 32f . TELEPHONE NUMBER OF AUTHORIZED GOVERNMENT REPRESENTATIVE

37. CHECK NUMBER

FINALPARTIALCOMPLETE

36. PAYMENT35. AMOUNT VERIFIED

CORRECT FOR

34. VOUCHER NUMBER

FINAL

33. SHIP NUMBER

PARTIAL

38. S/R ACCOUNT NUMBER 39. S/R VOUCHER NUMBER 40. PAID BY

41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT

41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER 41c. DATE

42a. RECEIVED BY (Print)

42b. RECEIVED AT (Location)

42c. DATE REC'D (YY/MM/DD) 42d. TOTAL CONTAINERS

STANDARD FORM 1449 (REV. 2/2012) BACK

Prescribed by GSA – FAR (48 CFR) 53.212

AUTHORIZED FOR LOCAL REPRODUCTION

PREVIOUS EDITION IS NOT USABLE

SEE SCHEDULE

20.

SCHEDULE OF SUPPLIES/ SERVICES

21.

QUANTITY UNIT

22. 23.

UNIT PRICE

24.

AMOUNT

19.

ITEM NO.

N6449825D4005

Section A - Solicitation/Contract Form

ORDERING PROCEDURES

This award covers a firm-fixed price Indefinite Delivery/Indefinite Quantity (IDIQ) contract on behalf of the Naval Surface Warfare Center, Philadelphia Division, Ship Systems Engineering Station, Philadelphia Naval Business Center. As such, the following procedures shall apply to ordering individual delivery orders under N6449825D4005.

a. The Naval Surface Warfare Center, Philadelphia Division (NSWCPD), is the issuing activity authorized to issue delivery orders under this contract. This contract will provide for the procurement of Fairmount Automation’s model FAC-2100+, and Chameleon+ programmable automation controller (PAC) modules, and accessories. The proposed acquisition will also include a quantity of Windows-based configuration software package licenses from Fairmount Automation. The Windows-based configuration software package licenses are required for various CVN, LHD, LCC, DDG, and AS class ships to communicate with the controllers.

Fairmount Automation shall also provide evaluation and repair services in support of any Navy control systems employing Fairmount Automation products as directed by NSWCPD.

b. Delivery Orders will be issued from the date of award through sixty (60) months thereafter. The quantities set forth within for the various line items are estimates only and are not representations that such quantities will be ordered. The contract minimum quantity will be met by the issuance of the first Delivery Order.

NOTES

Per Clause 52.216-22 Indefinite Quantity:

MIN/MAX

The resultant contract contains a guaranteed minimum of $500.00.

The resultant contract contains a maximum ceiling which is the total value of all CLINs 0001-0010.

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES MAX

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

0001 1 Lot $1,328,262.00 $1,328,262.00 Year 1 - Parts

FFP

G4 Design Pad family of controller models and accessories. Ordering date is from the date of award through twelve (12) months thereafter. The total cost for CLIN 0001 will be the sum of all the Firm Fixed Price (FFP) Line Items for Year (1) (Items 1001-1179) in Attachment (1). Delivery Orders will specify the exact FFP items ordered under CLIN 0001 via a SLIN under Section B - Supplies or Services and Prices NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD unique identification or a DoD recognized unique identification equivalent.

FOB: Destination

MAX

NET AMT

$1,328,262.00

UNIT UNIT PRICE MAX AMOUNT

0002 1 Lot $40,700.00 $40,700.00 Year 1 - Services

FFP

Firm Fixed Priced Services for Hardware Evaluation and Repair work to be provided on failed equipment from naval ships and NSWCPD lab systems.

Ordering date is from the date of award through twelve (12) months hereafter.

The total cost for CLIN 0002 will be the sum of all the Firm Fixed Price (FFP) Line Items for Year (1) (Items 1180-1189) in Attachment (1). Delivery Orders will specify the exact FFP service ordered under CLIN 0002 via a SLIN under Section B - Supplies or Services and Prices.

$40,700.00

UNIT UNIT PRICE MAX AMOUNT

0003 1 Lot $1,665,290.00 $1,665,290.00 Year 2 - Parts

FFP

G4 Design Pad family of controller models and accessories. Ordering date is from thirteen (13) months through twenty-four (24) from date of award. The total cost for CLIN 0003 will be the sum of all the Firm Fixed Price (FFP) Line Items for Year (2) (Items 2001-2179) in Attachment (1). Delivery Orders will specify the exact FFP items ordered under CLIN 0002 via a SLIN under Section B - Supplies or Services and Prices NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD

$1,665,290.00

UNIT UNIT PRICE MAX AMOUNT

0004 1 Lot $41,970.00 $41,970.00 Year 2 - Services

FFP

Firm Fixed Priced Services for Hardware Evaluation and Repair work to be provided on failed equipment from naval ships and NSWCPD lab systems.

Ordering date is from thirteen (13) months through twenty-four (24) from date of award. The total cost for CLIN 0004 will be the sum of all the Firm Fixed Price (FFP) Line Items for Year (2) (Items 2180-2189). Delivery Orders will specify the exact FFP service ordered under CLIN 0004 via a SLIN under Section B - Supplies or Services and Prices.

$41,970.00

UNIT UNIT PRICE MAX AMOUNT

0005 1 Lot $2,186,647.00 $2,186,647.00 Year 3 - Parts

FFP

G4 Design Pad family of controller models and accessories. Ordering date is from twenty-five (25) months through thirty-six (36) from date of award. The total cost for CLIN 0005 will be the sum of all the Firm Fixed Price (FFP) Line Items for Year (3) (Items 3001-3179) in Attachment (1). Delivery Orders will specify the exact FFP items ordered under CLIN 0005 via a SLIN under Section B - Supplies or Services and Prices NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD

$2,186,647.00

UNIT UNIT PRICE MAX AMOUNT

0006 1 Lot $44,259.00 $44,259.00 Year 3 - Services

FFP

Firm Fixed Priced Services for Hardware Evaluation and Repair work to be provided on failed equipment from naval ships and NSWCPD lab systems.

Ordering date is from twenty-five (25) months through thirty-six (36) from date of award. The total cost for CLIN 0006 will be the sum of all the Firm Fixed Price (FFP) Line Items for Year (3) (Items 3180-3189) in Attachment (1). Delivery Orders will specify the exact FFP service ordered under CLIN 0006 via a SLIN under Section B - Supplies or Services and Prices.

$44,259.00

UNIT UNIT PRICE MAX AMOUNT

0007 1 Lot $2,476,655.00 $2,476,655.00 Year 4 - Parts

FFP

G4 Design Pad family of controller models and accessories. Ordering date is from thirty-seven (37) months through forty-eight (48) from date of award. The total cost for CLIN 0007 will be the sum of all the Firm Fixed Price (FFP) Line Items for Year (4) (Items 4001-4179) in Attachment (1). Delivery Orders will specify the exact FFP items ordered under CLIN 0007 via a SLIN under Section B - Supplies or Services and Prices NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD

$2,476,655.00

UNIT UNIT PRICE MAX AMOUNT

0008 1 Lot $45,650.00 $45,650.00 Year 4 - Services

FFP

Firm Fixed Priced Services for Hardware Evaluation and Repair work to be provided on failed equipment from naval ships and NSWCPD lab systems.

Ordering date is from thirty-seven (37) months through forty-eight (48) from date of award. The total cost for CLIN 0008 will be the sum of all the Firm Fixed Price (FFP) Line Items for Year (4) (Items 4180-4189) in Attachment (1). Delivery Orders will specify the exact FFP service ordered under CLIN 0008 via a SLIN

$45,650.00

UNIT UNIT PRICE MAX AMOUNT

0009 1 Lot $2,775,224.00 $2,775,224.00 Year 5 - Parts

FFP

G4 Design Pad family of controller models and accessories. Ordering date is from forty-nine (49) months through sixty (60) from date of award. The total cost for CLIN 0009 will be the sum of all the Firm Fixed Price (FFP) Line Items for Year

(5) (Items 5001-5179) in Attachment (1). Delivery Orders will specify the exact FFP items ordered under CLIN 0009 via a SLIN under Section B - Supplies or Services and Prices NOTE: The requirements in DFARS 252.211-7003, Item Identification and Valuation, are applicable for this line item. The contractor shall provide DoD

$2,775,224.00

UNIT UNIT PRICE MAX AMOUNT

0010 1 Lot $48,141.00 $48,141.00 Year 5 - Services

FFP

Firm Fixed Priced Services for Hardware Evaluation and Repair work to be provided on failed equipment from naval ships and NSWCPD lab systems.

Ordering date is from forty-nine (49) months through sixty (60) from date of award. The total cost for CLIN 0010 will be the sum of all the Firm Fixed Price (FFP) Line Items for Year (5) (Items 5180-5189) in Attachment (1). Delivery Orders will specify the exact FFP service ordered under CLIN 0010 via a SLIN

$48,141.00

UNIT UNIT PRICE MAX AMOUNT

0011 1 Lot NSP All Years - TECHNICAL DATA

FFP

In accordance with Contract Data Requirements List (CDRL) Exhibits A001- A004 to the RFP from date of award through sixty (60) months thereafter. Not Separately Priced (NSP).

Section C - Descriptions and Specifications

SOW

Statement of Work (SOW) for Fairmount Automation Inc. Products and Repair Services

1.0 INTRODUCTION

1.0.1 The Naval Surface Warfare Center Philadelphia Division (NSWCPD) is a Department of Defense entity responsible for research and development, test and evaluation, engineering and fleet support organization for the Navy’s ships, submarines, military watercraft and unmanned vehicles.

This requirement is for NSWCPD Code 545, whose responsibilities include life cycle management of ship hull, mechanical and electrical (HM&E) equipment, Land Based Test Sites and Platforms, as well as test and evaluation (T & E) and in-service engineering support for auxiliary automation machinery systems (Shipboard and land-based). These systems are heavily involved in significant Fleet Maintenance & Modernization initiatives and Alteration Installation Team facilitation.

1.0.2 This contract is for non-personal services. It does not create employment rights with the U.S.

Government whether actual, inherent, or implied.

1.0.3 Government/Contractor Relationship

1.0.3.1 The services to be delivered under this Contract are non-personal services and the parties recognize and agree that no employer-employee relationship exists or will exist under the Contract between the Government and the Contractor's personnel. Therefore, it is in the best interest of the Government to provide both parties a full understanding of their respective obligations.

1.0.3.2 The Contractor employees shall identify themselves as Contractor personnel by introducing themselves or being introduced as Contractor personnel and displaying distinguishable badges or other visible identification for meetings with Government personnel. In addition, Contractor personnel shall appropriately identify themselves as Contractor employees in telephone conversations and in formal and informal written correspondence.

1.0.3.3 Contractor personnel under this Contract shall not engage in any of the inherently Governmental functions listed at FAR Subpart 7.5 or DFARS Subpart 207.5.

1.0.4 Employee Relationship:

1.0.4.1 The services to be performed under this Contract do not require the Contractor or its personnel to exercise personal judgment and discretion on behalf of the Government. Rather the Contractor's personnel will act and exercise personal judgment and discretion on behalf of the Contractor.

1.0.4.2 Rules, regulations, directives, and requirements that are issued by the U. S. Navy and NSWCPD under its responsibility for good order, administration, and security are applicable to all personnel who enter a Government installation or who travel on Government transportation.

This is not to be construed or interpreted to establish any degree of Government control that is inconsistent with a non-personal services contract.

1.0.4.3 Inapplicability of Employee Benefits: This Contract does not create an employer-employee relationship. Accordingly, entitlements and benefits applicable to such relationships do not apply.

1.0.4.4 It is the Contractor's, as well as the Government's, responsibility to monitor Contract activities and notify the Contracting Officer if the Contractor believes that the intent of this Section has been or may be violated.

1.0.4.4.1 The Contractor shall notify the Contracting Officer in writing via letter or email within three (3) calendar days from the date of any incident that the Contractor considers to constitute a violation of this Section. The notice should include the date, nature, and circumstances of the conduct; the name, function, and activity of each Government employee or Contractor official or employee involved or knowledgeable about such conduct; identify any documents or substance of any oral communication involved in the conduct; and the Contractor's estimated date when, absent a response, cost, schedule or performance will be impacted.

1.0.4.4.2 The Contracting Officer will, within five (5) calendar days after receipt of notice, respond to the notice in writing. In responding, the Contracting Officer will either:

(i) Confirm the conduct is in violation and when necessary direct the mode of further performance,

(ii) Countermand any communication regarded as a violation,

(iii) Deny that the conduct constitutes a violation and when necessary direct the mode of further performance, or

(iv) In the event the notice is inadequate to make a decision, advise the Contractor what additional information is required, and establish the date by which it should be furnished by the Contractor.

1.1 BACKGROUND

Naval Surface Warfare Center, Philadelphia Division (NSWCPD), Code 545 as the Division's Machinery Engineering Directorate, is the Navy’s agent for the coordination and planning of all the engineering and technical support services for HM&E machinery and systems. Current programs under Code 545’s responsibility includes the Steam Plant Auxiliary Control Systems (SPACS), Electronic Catapult Steam Charging Control System (ECSCCS), Catapult Go/No-Go Indication System (CGNGIS), and the Electronic Automatic Boiler Control (EABC) System.

Each of these systems consist of Fairmount Automation Inc. hardware and software that must be groomed, maintained, and updated/upgraded by Code 545.

1.2 SCOPE OF WORK

The Contractor shall provide parts, equipment, and software in support of the Navy systems employing Fairmount Automation products as directed by NSWCPD. Each material deliverable shall be represented by a Contract Line Item Number (CLIN) on the material contract.

The Contractor shall also provide evaluation and repair services in support of the Navy control systems employing Fairmount Automation products as directed by NSWCPD. Support work will be either at Fairmount Automation’s facilities or NSWCPD facilities. Each service deliverable shall be represented by a Contract Line Item Number (CLIN) on the material contract.

2.0 APPLICABLE DOCUMENTS

2.1 MIL-HDBK-454B, Standard General Guidelines for Electronic Equipment https://www.dla.mil/Portals/104/documents/landAndMaritime/v/va/pSMC/documents/lM_MIL_ HDBK_454B_151030.pdf

2.2 Electrical Workmanship Standards, Portsmouth Naval Shipyard Standard 4855.1 through 4855.6.

2.3 NAVSEA Standard Items

https://www.navsea.navy.mil/Portals/103/Documents/SSRAC/NSI/FY%2022/FY%2022%20Ori g/FY22%20NAVSEA%20Standard%20Items%2001%20OCT%202020.pdf?ver=0oNSKrP_zCS vnR6K08UTdA%3d%3d

2.4 NAVSEA Information Technology Standard Guidance, Version 99-1, April 99

2.5 ISO-9001 Quality Systems - Model for Quality Assurance in Design, Development, Production, Installation and Servicing

2.6 ISO-9002 Quality Systems - Model for Quality Assurance in Production, Installation and Servicing

2.7 NAVSEA 0948-LP-045-7010, Material Control Standard

The Contractor shall reference and utilize the latest version available when performing tasks within this SOW.

3.0. REQUIREMENTS

3.1 Fairmount Automation Inc. Products and Repair Services:

3.1.1 The contractor shall provide the necessary, equipment, tools, and trained personnel to support the tasks described in this SOW.

3.1.2 The contractor shall provide material to NSWCPD as directed.

3.1.3 The contractor shall provide hardware evaluation on failed equipment from naval ships and NSWCPD lab systems as directed.

3.1.4 The contractor shall provide hardware repair work.

3.2 Manufacturing Phase-Out or Discontinuation of Production, Diminishing Sources, and Obsolete Materials or Components

3.2.1 The contractor shall notify the contracting officer immediately upon determining the unavailability of obsolete materials or components. The contractor may recommend a solution to include the impact on the contract price and delivery. The contractor shall not initiate any item redesign or incur any additional costs without the express, written authorization of the contracting officer.

3.3 Parts Obsolescence

3.3.1 The contractor shall establish and implement a parts obsolescence program. In the event that manufacturing phase-out or discontinuance of production of such items is contemplated, the contractor is required to notify the contracting officer and publish the discontinuance in the Government-Industry Data Exchange Program (GIDEP), where feasible; and to provide immediate advance notice of production phase-out to NSWCPD Code 545.

4.0 DATA REQUIREMENTS

4.1 Contract Status Report (CDRL 0001)

Contractor shall provide a financial report providing program management, material, when applicable to the services render in paragraph 3.0.

4.2 Hardware Failure Analysis Report (CDRL 0002)

Contractor shall deliver hardware failure analysis report detailing the failure issue of their equipment. The report shall contain the part number and serial number of the unit(s) along with the associated Return Merchandise Authorization (RMA) number. (CDRL 0002 would apply to any piece of failed equipment that we returned to the OEM for analysis.)

4.3 Repair/Modification/Overhaul Report (CDRL 0003)

Contractor shall deliver the repaired hardware unit(s) with a report saying what was repaired. The report shall contain the part number and serial number of the unit(s) along with the associated RMA number. (Items in requirement paragraph 3.3 applies).

4.4 Technical Reports (CDRL 0004)

5.0 SECURITY REQUIREMENTS

5.1 SECURITY TRAINING. The Contractor is responsible for completing all required Government mandated training to maintain security and network access to government sites and IT systems to include but not limited to: Antiterrorism Level 1 Awareness; Records Management in the DON: Everyone's Responsibility; Training and Readiness: The Active Shooter; NAVSEA Introduction to Controlled Unclassified Information; Operations Security (OPSEC); NAVSEA Counterintelligence Training; Privacy and Personally Identifiable Information (PII) Awareness Training; NAVSEA Physical Security training and Cybersecurity 101 Training. Certificates of successful completion shall be sent to the COR and as otherwise specified in the contract.

5.1.1 In accordance with the National Industrial Security Program Operating Manual (NISPOM) (37 CFR Part 117), Contractor personnel that require access to Department of Navy (DON) information systems and/or work on-site require an open investigation or favorable adjudicated Tier 3 by the Vetting Risk Operations Center (VROC). An interim clearance is granted by VROC and recorded in the Defense Information System for Security (DISS). An open or closed investigation with a favorable adjudication is required prior to issuance of a badge providing access to NSWCPD buildings. Furthermore, if the Navy Central Adjudication Facility, have made an unfavorable determination access will be denied. For Common Access Card (CAC) you must have an open investigation and/or a favorably adjudicated investigation. Interim security clearance are acceptable for a CAC. Access will be denied for anyone that has eligibility pending in DISS. Vetting through the National Crime Information Center, Sex Offender Registry, and the Terrorist screening database shall be process for a contractor that does not have a favorable adjudicated investigation.

5.2 ON SITE WORK. Contractor personnel that require a badge to work on-site at one of the NSWCPD sites must provide an I-9 form to verify proof of citizenship. The I-9 form should be signed by the company Facility Security Officer or the company Human Resource Department.

In addition to the I-9 form, Contractors shall also bring their birth certificate, current United States Passport or naturalization certificate and state issued ID to the NSWCPD Security Officer at the time of badge request to verify citizenship. Any contractor that has unfavorable information that has not been favorably adjudicated, by Department of Defense Central Adjudication Facility (DOD CAF) will not be issued a badge. Finally, contractors shall supply a copy of their OPSEC Training Certificate or other proof that the training has been completed.

Additional information related to the facility clearance process can be obtained by visiting www.dss.mil or http://www.dss.mil/isec/pcl_index.htm.

5.4 OPERATIONS SECURITY (OPSEC)

5.4.1 The Contractor shall protect critical information associated with this contract to prevent unauthorized disclosure. The NSWC Philadelphia Division's (NSWCPD) Critical Information List (CIL)/ CIIL (Critical Indicators and information list) will be provided on site, if warranted.

Performance under this contract requires the contractor to adhere to OPSEC requirements, which may include the NSWCPD Contractor OPSEC Plan. When the NSWCPD Contractor OPSEC Plan is required, the contractor shall return acknowledgment of the plan within 15 days of receipt. During the period of this contract, the Contractor may be exposed to, use, or produce, NSWCPD Critical Information (CI) and/or observables and indicators which may lead to discovery of CI. NSWCPD’s CI will not be distributed to unauthorized third parties, including foreign governments, or companies under Foreign Ownership, Control, or Influence (FOCI) unless such FOCI has been appropriately mitigated through measures approved by the Defense Counterintelligence and Security Agency. Questions concerning these requirements shall be directed to the PCO.

5.4.2 CUI correspondence transmitted internally on the contractor's unclassified networks or information systems, and externally, shall be protected per NIST SP-800-171, Protecting Controlled Unclassified Information (CUI) in Non-federal Systems and Organizations.

Assembled large components/systems being transported to and from testing areas, other production or government facilities (whether or not on public roadways) shall be in an enclosed van trailer or covered flatbed trailer. Component/System outside storage, staging, and test areas shall be shielded/obscured from public view wherever physically possible.

5.4.3 NSWCPD’s CI shall not be publicized in corporate wide newsletters, trade magazines, displays, intranet pages or public facing websites. Media requests related to this project shall be directed to the PCO, and the COR who will forward the required to the NSWCPD Public Release Authority for review.

5.4.4 Any attempt by unauthorized third parties to solicit, obtain, photograph, or record, or;

incidents of loss/compromise of government Classified or CI, Business Sensitive, Company Proprietary information related to this or other program must be immediately reported to the contractor's Facility Security Officer and Cognizant Security Office and/or the Naval Criminal Investigative Service, and the NSWC PD Security Division (Code 105).

5.5 RECEIPT, STORAGE, AND GENERATION OF CONTROLLED UNCLASSIFIED

INFORMATION (CUI) All Controlled Unclassified Information (CUI) associated with this contract must follow the minimum marking requirements of DoDI 5200.48, Section 3, paragraph 3.4.a, and include the acronym "CUI" in the banner and footer of the document. In accordance with DoDI 5200.48, CUI must be safeguarded to prevent Unauthorized Disclosure (UD). CUI export controlled technical information or other scientific, technical, and engineering information must be marked with an export control warning as directed in DoDI 5230.24, DoDD 5230.25, and Part 250 of Title 32, CFR. Nonfederal information systems storing and processing CUI shall be protected per NIST SP-800-171, or subsequent revisions. All transmissions to personal email accounts (AOL, Yahoo, Hotmail, Comcast, etc.) and posting on social media websites (Facebook, Instagram, Twitter, LinkedIn, etc.) are prohibited. Destroy CUI associated with this contract by any of the following approved methods: A cross-cut shredder; a certified commercial destruction vendor; a central destruction facility; incineration; chemical decomposition;

pulverizing, disintegration; or methods approved for classified destruction.

5.6 PLANNING, PROGRAMMING, BUDGETING AND EXECUTION (PPBE) DATA.

When contractor employees, in the performance of their duties, are exposed to Planning, Programming, Budgeting and Execution (PPBE) data, a Non-Disclosure Agreement (NDA) with all affected contactor personnel must be executed in coordination with the COR and PCO to ensure safeguarding disclosure of this data.

6.0 PLACE OF PERFORMANCE

6.1 The majority of the work will be performed at the contractor’s facility. It is estimated that at least 90% of the work will take place at the contractor’s facility and less than 10% of the work will occur on-site at the NSWCPD facility.

6.1.1 Performance will occur at government sites located in Philadelphia, PA.

6.1.2 Government will provide lab space for up to 3 Contractor personnel under this Contract if required to evaluate Fairmount Automation products on-site.

6.1.3 The specific location(s) will be provided at time of award of the Contract. The Contractor shall provide a list of employees who require access to these areas, including standard security clearance information for each person, to the Contracting Officer Representative (COR) no later than three business days after the date of award. The work space provided to the Contractor personnel shall be identified by the Awardee, with appropriate signage listing the company name and individual Contractor employee name.

6.1.4 Access to Government buildings at Naval Surface Warfare Center Philadelphia Division is from 0600 to 1800 Monday through Friday, except Federal holidays. Normal work hours are from 0600 to 1800, Monday through Friday. Contractor employees shall be under Government oversight at all times. Government oversight requires that a Government employee be present in the same building/facility whenever Contractor employee(s) are performing work under this Contract.

Contractor personnel are not allowed to access any Government buildings at NSWCPD outside the hours of 0600 to 1800 without the express approval of the Procuring Contracting Officer

(PCO).

6.1.5 Reserved

6.1.6 Early Dismissal and Closure of Government Facilities

6.1.6.1 When a Government facility is closed and/or early dismissal of Federal employees is directed due to severe weather, security threat, or a facility related problem that prevents personnel from working, onsite Contractor personnel regularly assigned to work at that facility should follow the same reporting and/or departure directions given to Government personnel. The Contractor shall not direct charge to the contract for time off, but shall follow its own company policies regarding leave. Non-essential Contractor personnel, who are not required to remain at or report to the facility, shall follow their parent company policy regarding whether they should go/stay home or report to another company facility. Subsequent to an early dismissal and during periods of inclement weather, onsite Contractors should monitor radio and television announcements before departing for work to determine if the facility is closed or operating on a delayed arrival basis.

6.1.6.2 When Federal employees are excused from work due to a holiday or a special event (that is unrelated to severe weather, a security threat, or a facility related problem), on site Contractors will continue working established work hours or take leave in accordance with parent company policy. Those Contractors who take leave shall not direct charge the non-working hours to the Contract. Contractors are responsible for predetermining and disclosing their charging practices for early dismissal, delayed openings, and closings in accordance with the FAR, applicable cost accounting standards, and company policy. Contractors shall follow their disclosed charging practices during the Contract period of performance, and shall not follow any verbal directions to the contrary. The PCO will make the determination of cost allowability for time lost due to facility closure in accordance with FAR, applicable Cost Accounting Standards, and the Contractor's established accounting policy.

6.1.7 The contractor shall ensure that each contractor employee who will be resident at NSWCPD completes the Environmental Management System (EMS) Awareness training within 30 days of commencing performance at NSWCPD. This document is available at:

https://navsea.navy.deps.mil/wc/pnbc-code10/Safety/default.aspx

6.1.8 In accordance with C-223-W002, ON-SITE SAFETY REQUIREMENTS (NAVSEA), the contractor shall certify by e-mail to Paul Breeden (paul.breeden.civ@us.navy.mil) that on-site employees have read the “Philadelphia Division Environmental Policy and Commitment” and taken the EMS Awareness training within 30 days of commencing performance at NSWCPD. The e-mail shall include the employee name, work site, and contract number.

7.0 TRAVEL

7.1 The Contractor will not be required to travel from the primary performance locations when supporting this requirement, as their office is local to the Philadelphia Area.

8.0 GOVERNMENT FURNISHED PROPERTY

N/A

9.0 GOVERNMENT FURNISHED INFORMATION

N/A

10.0 PURCHASES

N/A

11.0 COUNTERFEIT MATERIAL PREVENTION

11.1 Electronic End-Items

The contractor planning shall document procedures and processes to minimize the risk of procuring and/or using counterfeit parts and materials, and their process for detecting counterfeit materiel in the event it is procured. This requirement applies to both new/modified and existing mission and safety critical hardware. SAE AS5553 contains information regarding the detection, avoidance, and mitigation of counterfeit electronic components, and may be used as a reference document for the development of the plan.

11.2 Non-Electronic Materiels

11.2.1 Department of the Navy contractors (and their subcontractors at all tiers) who obtain critical or high risk materiel shall implement a risk mitigation process as follows:

11.2.1.1 If the materiel is currently in production or currently available, materiel shall be obtained only from authorized suppliers;

11.2.1.2 If the materiel is not in production or currently available from authorized suppliers, materiel shall be obtained from suppliers that meet appropriate counterfeit avoidance criteria;

11.2.1.3 Contractor shall notify the contracting officer when critical or high risk materiel cannot be obtained from an authorized supplier;

11.2.1.4 Contractor shall take mitigating actions to authenticate the materiel if purchased from an unauthorized supplier;

11.2.1.5 Contractor shall report instances of counterfeit and suspect counterfeit materiel to the contracting officer and the GIDEP as soon as the contractor becomes aware of the issue.

12.0 PERSONNEL

N/A

13.0 NSWCPD ELECTRONIC COST REPORTING AND FINANCIAL TRACKING

(ECRAFT) SYSTEM

13.1 In addition to the requirements of Clause C-237-W001 “Electronic Cost Reporting and Financial Tracking (eCRAFT) System Reporting (NAVSEA)”, the contractor is required to provide supporting accounting system reports, at the Contracting Officer’s request, based on the review of the invoice documentation submitted to eCRAFT. This documentation will include reports such as the Job Summary Report (or equivalent), Labor Distribution Report (or equivalent), and General Ledger Detail Report (or equivalent). Supporting labor data provided must include unburdened direct labor rates for each employee and labor category. Cost breakdowns for ODCs, Materials, travel and other non-labor costs must be at the transactional level in sufficient detail so the Government can review allocability to the Contract. Indirect costs allocated to direct costs must be shown at the lowest level of detail sufficient to reconcile each indirect rate to the appropriate allocation base.

13.2 On invoices containing subcontractor costs, the prime contractor agrees, at the Contracting Officer’s request, to attach as supporting documentation all invoices received from subcontractors, unless the subcontractor submits invoices directly to the CO and COR. This requirement applies to all subcontract types (Cost, FFP, etc.).

14.0 SPECIAL REQUIREMENTS

14.1 Quality Management System

N/A

14.2 Risk Management

14.2.1 The contractor shall develop an internal risk management program and work jointly with NSWCPD code 545 to develop an overall risk management program.

14.2.2 The contractor shall assign responsibility for risk mitigation activities, and monitor progress through a formal tracking system.

14.2.3 The contractor shall conduct risk identification and analysis during all phases of the program, including proposal development. Develop appropriate risk mitigation strategies and plans.

14.2.4 The contractor shall capture risks and associated mitigation plans in a risk database and provide status updates to the Government for all documented risks upon request.

CLAUSES INCORPORATED BY FULL TEXT

C-211-H018 APPROVAL BY THE GOVERNMENT (NAVSEA) (JAN 2019)

Approval by the Government as required under this contract and applicable specifications shall not relieve the Contractor of its obligation to comply with the specifications and with all other requirements of the contract, nor shall it impose upon the Government any liability it would not have had in the absence of such approval.

(End of text)

C-212-W002 COMMERCIAL SUPPLIER AGREEMENTS (NAVSEA) (MAR 2019)

(a) Commercial Supplier Agreement means End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement.

(b) Any Commercial Supplier Agreement must be provided in full text as part of a quote or offer without hyperlinks.

(c) The contract/order Schedule and Federal Acquisition Regulation (FAR) 52.212-4, Contract Terms and Conditions—Commercial Items, shall take precedence over any conflicting provisions in a Commercial Supplier Agreement.

(d) If any requirement in the Commercial Supplier Agreement conflicts with Federal law or regulations (see FAR 12.212(a)), the following shall apply:

(i) Any such requirement is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such requirement by virtue of it appearing in the Commercial Supplier Agreement. If the Commercial Supplier Agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such requirement.

(iii) Any such requirement is deemed to be stricken from the Commercial Supplier Agreement.

(e) Automatic renewals. License Agreements will expire at end of the term identified in the Purchase Order/Contract. Automatic renewals are not permitted and any such provision is void.

(f) Changes to the Commercial Supplier Agreement. Unilateral changes of the Commercial Supplier Agreement are impermissible and any requirement authorizing such changes is unenforceable. Changes must be in writing and executed by both parties to be effective.

(g) Third Part License (Embedded Software).

(i) The Contractor agrees that it has obtained all necessary licenses for the Government for any third party materials (including without limitation all Open Source licenses) provided within the product.

(ii) Contractor agrees that it complies with and shall continue to comply with all of its obligations under Third Party Licenses (including without limitation all Open Source licenses) associated with any third party materials provided within each product.

(iii) To the extent that the Government’s use of the software products licensed herein is in compliance with the Contractor’s Commercial Supplier Agreement, the Government’s use will also be in compliance with any Third Party Licenses.

(h) Audits. In lieu of any audit provisions in the Commercial Supplier Agreement, the Government agrees that, no more than once every twelve (12) months or within a reasonable time after a transfer, the Contractor shall, upon reasonable notice, have the right to require that the Government conduct an internal audit to ascertain and verify the number of licenses in use and to verify that the Government’s use of the product is in conformity with this Agreement. The Government is not required to use any tools provided by the Contractor to conduct the audit and shall not be required to pay for any tools provided by the Contractor to conduct the audit. The results of any such audit shall be kept confidential.

If verification discloses that the Government’s use is not in conformity with this Agreement, the Government agrees to resolve any noncompliance by either removing or correcting the unlicensed installation and use of the software identified by the audit as not in conformity with this Agreement.

(i) Confidentiality. Commercial Supplier Agreements’ terms and the final contract pricing may not be deemed confidential. Other marked confidential information will be appropriately guarded.

(j) Assignment. The Government shall have the right, without the prior written consent of the Contractor or its authorized resellers, to assign, reassign, or transfer software licenses among Government employees or the Government’s rights in the Contractor’s product to any governmental organization that is managed, operated, or controlled by the Government.

Such authorization includes sublicensing, and assignment or transfer among or between authorized users. In the event authorized users are reorganized or restructured such that their responsibilities and operations are transferred to another government agency, the agency shall have the right to assign the affected program licenses to a successor agency. The licensed agency and the successor agency agree to be bound to the Commercial Supplier Agreement as modified. The transferee shall be bound by the license metrics and limitations in this license. Government shall complete any documentation required by the Contractor to facilitate the transfer of this license, and continuation of support shall be the responsibility of the transferee.

For the avoidance of doubt, any assignment or transfer of licenses of the Contractor’s products is also subject to all other terms of the Commercial Supplier Agreement, as well as the Contractor’s policies governing product dependencies and version compatibility. Reassignment does not require that the license be under maintenance or support in order to execute a transfer.

(k) Litigation. Any requirement insisting that the commercial supplier or licensor control any litigation arising from the government’s use of the contractor’s supplies or services is deleted and unenforceable.

(l) Equitable Remedies. Equitable remedies, injunctive relief, and binding arbitration requirements shall not be enforced unless explicitly authorized by agency guidance or statute.

(m) Venue. Any claim or dispute shall be resolved under the Contract Disputes Act and FAR 52.233-1. The forum for resolution of disputes and applicable statutes of limitation shall be governed by federal law.

(n) Applicable law. In accordance with FAR 52.233-4, United States law shall apply to resolve any claim of breach of this contract and such actions shall be handled in the applicable Federal court of jurisdiction.

C-227-H006 DATA REQUIREMENTS (NAVSEA) (OCT 2018)

The data to be furnished hereunder shall be prepared in accordance with the Contract Data Requirements List, DD Form 1423, Exhibit(s) A0001-A0004, attached hereto.

(End of Text)

C-227-H010 COMPUTER SOFTWARE AND COMPUTER DATA BASES DELIVERED TO OR RECEIVED

FROM THE GOVERNMENT (NAVSEA) (JAN 2019)

(a) The Contractor agrees to test for viruses, malware, Trojan Horses, and other security threats such as those listed in NIST Special Publication 800-12 Rev 1, An Introduction to Computer Security, The NIST Handbook, Chapter 4, in all computer software and computer data bases (as defined in the clause entitled “Rights In Noncommercial Computer Software and Noncommercial Computer Software Documentation” (DFARS 252.227-7014)), before delivery of that computer software or computer data base in whatever media and on whatever system the computer software or data base is delivered whether delivered separately or imbedded within delivered equipment. The Contractor warrants that when delivered any such computer software and computer data base shall be free of viruses, malware, Trojan Horses, and other security threats such as those listed in NIST Special Publication 800-12 Rev 1.

(b) The Contractor agrees that prior to use under this contract, it shall test any computer software and computer data base received from the Government for viruses, malware, Trojan Horses, and other security threats listed in NIST Special Publication 800-12 Rev 1, An Introduction to Computer Security, The NIST Handbook, Chapter 4.

(c) Any license agreement governing the use of any computer software or computer software documentation delivered to the Government as a result of this contract must be paid-up, irrevocable, world-wide, royalty-free, perpetual and flexible (user licenses transferable among Government employees and personnel under Government contract).

(d) The Contractor shall not include or permit to be included any routine to enable the contractor or its subcontractor(s) or vendor(s) to disable the computer software or computer data base after delivery to the Government.

(e) No copy protection devices or systems shall be used in any computer software or computer data base delivered under this contract with unlimited or Government purpose rights (as defined in DFARS 252.227-7013 and 252.227- 7014) to restrict or limit the Government from making copies.

(f) It is agreed that, to the extent that any technical or other data is computer software by virtue of its delivery in digital form, the Government shall be licensed to use that digital-form data with exactly the same rights and limitations as if the data had been delivered as hard copy.

(g) Any limited rights legends or other allowed legends placed by a Contractor on technical data or other data delivered in digital form shall be digitally included on the same media as the digital-form data and must be associated with the corresponding digital-form technical data to which the legend(s) apply to the extent possible.

Such legends shall also be placed in human-readable form on a visible surface of the media carrying the digital-form data as delivered, to the extent possible.

C-227-H014 PROTECTION OF DEPARTMENT OF NAVY TRADEMARKS - BASIC (NAVSEA) (JUL 2021)

(a) The contractor shall not assert any claim, in any jurisdiction, based on trademark or other name or design-based causes of action that are based on rights the contractor believes it has in the term(s) against the Government or others authorized by the Government to use the Designation(s) (including the word(s), name, symbol, or design) acting within the scope of such authorization (i.e. claims for trademark infringement, dilution, trade dress infringement, unfair competition, false advertising, palming off, passing off, or counterfeiting). Such authorization shall be implied by the award of a Government contract to any party for the manufacture, production, distribution, use, modification, maintenance, sustainment, or packaging of the products and services identified under this contract, and the scope of such implied authorization is defined as the use of the Designation(s) in performance under such contract by the prime contractor and its subcontractors and suppliers at any tier. In all other cases, the scope of the authorization will be defined by the Government in writing.

(b) The contractor shall notify the contracting officer at least 30 days before asserting rights in, or filing an application to register, any one of the Designation(s) in any jurisdiction within the United States. Any such notification shall be in writing and shall identify the Designation(s) (including the word(s), name, symbol, or design), provide a statement as to its intended use(s) in commerce, and list the particular classes of goods or services in which registration will be sought.

C-233-H001 DOCUMENTATION OF REQUESTS FOR EQUITABLE ADJUSTMENT--BASIC (NAVSEA) (OCT 2018)

(a) For the purposes of this special contract requirement, the term "change" includes not only a change that is made pursuant to a written order designated as a "change order" but also (1) an engineering change proposed by the

Government or by the Contractor and (2) any act or omission to act on the part of the Government in respect of which a request is made for equitable adjustment.

(b) Whenever the Contractor requests or proposes an equitable adjustment of $100,000 or more per vessel in respect to a change made pursuant to a written order designated as a "change order" or in respect to a proposed engineering change and whenever the Contractor requests an equitable adjustment in any amount in respect to any other act or omission to act on the part of the Government, the proposal supporting such request shall contain the following information for each individual item or element of the request:

(1) A description (i) of the work required by the contract before the change, which has been deleted by the change, and (ii) of the work deleted by the change which already has been completed. The description is to include a list of components, equipment, and other identifiable property involved. Also, the status of manufacture, procurement, or installation of such property is to be indicated. Separate description is to be furnished for design and production work.

Items of raw material, purchased parts, components and other identifiable hardware,…