FA3300-09-T-0023 3D.doc

Section SF 1449 - CONTINUATION SHEET

DEVELOP THREE-DIMENSIONAL INTERACTIVE

FFP

DEVELOP THREE-DIMENSIONAL INTERACTIVE COMPUTER MODELS: ONE FOR ON-BASE CONDITIONS AND ONE FOR OFF-BASE CONDITIONS IN ACCORDANCE WITH THE PWS.

FOB: Destination

MILSTRIP: F2XHD69134A001

PURCHASE REQUEST NUMBER: F2XHD69134A001

SIGNAL CODE: A

NET AMT

DEVELOP MULTI-SCENE COMPUTER SCENARIOS

DEVELOP MULTI-SCENE COMPUTER SCENARIOS FOR THE ON AND OFF-BASE MODEL ENVIRONMENT, TO INCLUDE (10) DVDs PER SCENARIO, IN ACCORDANCE WITH GOVERNMENT-PROVIDED SCRIPTS.

FOB: Destination

MILSTRIP: F2XHD69134A001

NET AMT

Lump Sum

PROJECT-RELATED CONTRACTOR TRAVEL -

COST

PROJECT-RELATED CONTRACTOR TRAVEL - Travel will be reimbursed in accordance with FAR Part 31 and the Joint Travel Regulation (JTR) current at the time of actual travel. This line item will be funded as a "not to exceed" estimated amount of $5000.

FOB: Destination

MILSTRIP: F2XHD69134A001

ESTIMATED COST

DEVELOP MULTI-SCENE COMPUTER SCENARIOS

Option Year 1: 1 Septemeber 2010 - 31 August 2011, DEVELOP MULTI-SCENE COMPUTER SCENARIOS FOR THE ON AND OFF-BASE MODEL ENVIRONMENT, TO INCLUDE (10) DVDs PER SCENARIO, IN ACCORDANCE WITH GOVERNMENT-PROVIDED SCRIPTS.

FOB: Destination

NET AMT

Lump Sum

PROJECT-RELATED CONTRACTOR TRAVEL

Option Year 1: 1 Septemeber 2010 - 31 August 2011, PROJECT-RELATED CONTRACTOR TRAVEL - Travel will be reimbursed in accordance with FAR Part 31 and the Joint Travel Regulation (JTR) current at the time of actual travel. This line item will be funded as a "not to exceed" estimated amount of $5000.

ESTIMATED COST

DEVELOP MULTI-SCENE COMPUTER SCENARIOS

Option Year 2: 1 Septemeber 2011 - 31 August 2012, DEVELOP MULTI-SCENE COMPUTER SCENARIOS FOR THE ON AND OFF-BASE MODEL ENVIRONMENT, TO INCLUDE (10) DVDs PER SCENARIO, IN ACCORDANCE WITH GOVERNMENT-PROVIDED SCRIPTS.

NET AMT

Lump Sum

PROJECT-RELATED CONTRACTOR TRAVEL

Option Year 2: 1 Septemeber 2011 - 31 August 2012, PROJECT-RELATED CONTRACTOR TRAVEL - Travel will be reimbursed in accordance with FAR Part 31 and the Joint Travel Regulation (JTR) current at the time of actual travel. This line item will be funded as a "not to exceed" estimated amount of $5000.

ESTIMATED COST

DEVELOP MULTI-SCENE COMPUTER SCENARIOS

Option Year 3: 1 Septemeber 2012 - 31 August 2013, DEVELOP MULTI-SCENE COMPUTER SCENARIOS FOR THE ON AND OFF-BASE MODEL ENVIRONMENT, TO INCLUDE (10) DVDs PER SCENARIO, IN ACCORDANCE WITH GOVERNMENT-PROVIDED SCRIPTS.

NET AMT

Lump Sum

PROJECT-RELATED CONTRACTOR TRAVEL

Option Year 3: 1 Septemeber 2012 - 31 August 2013, PROJECT-RELATED CONTRACTOR TRAVEL - Travel will be reimbursed in accordance with FAR Part 31 and the Joint Travel Regulation (JTR) current at the time of actual travel. This line item will be funded as a "not to exceed" estimated amount of $5000.

ESTIMATED COST

DEVELOP MULTI-SCENE COMPUTER SCENARIOS

Option Year 4: 1 Septemeber 2013 - 31 August 2014, DEVELOP MULTI-SCENE COMPUTER SCENARIOS FOR THE ON AND OFF-BASE MODEL ENVIRONMENT, TO INCLUDE (10) DVDs PER SCENARIO, IN ACCORDANCE WITH GOVERNMENT-PROVIDED SCRIPTS.

NET AMT

Lump Sum

PROJECT-RELATED CONTRACTOR TRAVEL

Option Year 4: 1 Septemeber 2013 - 31 August 2014, PROJECT-RELATED CONTRACTOR TRAVEL - Travel will be reimbursed in accordance with FAR Part 31 and the Joint Travel Regulation (JTR) current at the time of actual travel. This line item will be funded as a "not to exceed" estimated amount of $5000.

ESTIMATED COST

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

DELIVERY INFORMATION

31-AUG-2010

TAMMY LEDBETTER

525 CHENNAULT CIRCLE

BLDG 694

MAXWELL AFB AL 36112-6009

334-953-3439

F2XHD6

31-AUG-2010

F2XHD6

31-AUG-2010

F2XHD6

31-AUG-2011

F2XHD6

31-AUG-2011

F2XHD6

31-AUG-2012

F2XHD6

31-AUG-2012

F2XHD6

31-AUG-2013

F2XHD6

31-AUG-2013

F2XHD6

31-AUG-2014

F2XHD6

31-AUG-2014

F2XHD6

CLAUSES INCORPORATED BY FULL TEXT

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

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

http://farsite.hill.af.mil

(End of clause)

CLAUSES INCORPORATED BY REFERENCE

52.212-5 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS--COMMERCIAL ITEMS (MAY 2009)

(a) The Contractor shall comply with the following Federal Acquisition Regulation (FAR) clauses, which are incorporated in this contract by reference, to implement provisions of law or Executive orders applicable to acquisitions of commercial items:

(1) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 U.S.C. 7104(g)).

Alternate I (Aug 2007) of 52.222-50 (22 U.S.C. 7104(g)).

(2) 52.233-3, Protest After Award (AUG 1996) (31 U.S.C. 3553).

(3) 52.233-4, Applicable Law for Breach of Contract Claim (OCT 2004) (Pub. L. 108-77, 108-78).

(b) The Contractor shall comply with the FAR clauses in this paragraph (b) that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items: (Contracting Officer check as appropriate.)

_X__ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government (SEP 2006), with Alternate I (OCT 1995) (41 U.S.C. 253g and 10 U.S.C. 2402).

___ (2) 52.203-13, Contractor Code of Business Ethics and Conduct (DEC 2008)(Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note)).

___ (3) 52.203-15, Whistleblower Protections under the American Recovery and Reinvestment Act of 2009 (MAR 2009) (Section 1553 of Pub. L. 111-5). (Applies to contracts funded by the American Recovery and Reinvestment Act of 2009.)

__(4) 52.204-11, American Recovery and Reinvestment Act—Reporting Requirements (MAR 2009) (Pub. L. 111-5).

___ (5) 52.219-3, Notice of HUBZone Small Business Set-Aside (Jan 1999) (15 U.S.C. 657a).

___ (6) 52.219-4, Notice of Price Evaluation Preference for HUBZone Small Business Concerns (JUL 2005) (if the offeror elects to waive the preference, it shall so indicate in its offer) (15 U.S.C. 657a).

___ (7) [Reserved].

_X__ (8)(i) 52.219-6, Notice of Total Small Business Set-Aside (JUNE 2003) (15 U.S.C. 644).

___ (ii) Alternate I (OCT 1995) of 52.219-6.

___ (iii) Alternate II (MAR 2004) of 52.219-6.

___ (9)(i) 52.219-7, Notice of Partial Small Business Set-Aside (JUNE 2003) (15 U.S.C. 644).

___ (ii) Alternate I (OCT 1995) of 52.219-7.

___ (iii) Alternate II (MAR 2004) of 52.219-7.

_X__ (10) 52.219-8, Utilization of Small Business Concerns (MAY 2004) (15 U.S.C. 637 (d)(2) and (3)).

___ (11)(i) 52.219-9, Small Business Subcontracting Plan (APR 2008) (15 U.S.C. 637(d)(4)).

___ (ii) Alternate I (OCT 2001) of 52.219-9 ___ (iii) Alternate II (OCT 2001) of 52.219-9.

__X_ (12) 52.219-14, Limitations on Subcontracting (DEC 1996) (15 U.S.C. 637(a)(14)).

___ (13) 52.219-16, Liquidated Damages--Subcontracting Plan (JAN 1999) (15 U.S.C. 637(d)(4)(F)(i)).

___ (14)(i) 52.219-23, Notice of Price Evaluation Adjustment for Small Disadvantaged Business Concerns (OCT 2008) (10 U.S.C. 2323) (if the offeror elects to waive the adjustment, it shall so indicate in its offer).

___ (ii) Alternate I (JUNE 2003) of 52.219-23.

___ (15) 52.219-25, Small Disadvantaged Business Participation Program--Disadvantaged Status and Reporting (APR 2008) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

___ (16) 52.219-26, Small Disadvantaged Business Participation Program--Incentive Subcontracting (OCT 2000) (Pub. L. 103-355, section 7102, and 10 U.S.C. 2323).

___ (17) 52.219-27, Notice of Total Service-Disabled Veteran-Owned Small Business Set-Aside (MAY 2004) (U.S.C. 657 f).

_X__ (18) 52.219-28, Post Award Small Business Program Rerepresentation (APR 2009) (15 U.S.C. 632(a)(2)).

_X_ (19) 52.222-3, Convict Labor (JUNE 2003) (E.O. 11755).

_X__ (20) 52.222-19, Child Labor--Cooperation with Authorities and Remedies (FEB 2008) (E.O. 13126).

_X__ (21) 52.222-21, Prohibition of Segregated Facilities (FEB 1999).

_X__ (22) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).

_X__ (23) 52.222-35, Equal Opportunity for Special Disabled Veterans, Veterans of theVietnam Era, and Other Eligible Veterans (SEP 2006) (38 U.S.C. 4212).

_X__ (24) 52.222-36, Affirmative Action for Workers with Disabilities (JUN 1998) (29

U.S.C. 793).

_X__ (25) 52.222-37, Employment Reports on Special Disabled Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (SEP 2006) (38 U.S.C. 4212).

_X__ (26) 52.222-39, Notification of Employee Rights Concerning Payment of Union Dues or Fees (DEC 2004) (E.O. 13201).

_X__ (27) 52.222-54, Employment Eligibility Verification (Jan 2009). (Executive Order 12989). (Not applicable to the acquisition of commercially available off-the-shelf items or certain other types of commercial items as prescribed in 22.1803.) (Not Applicable until June 30, 2009.)

___ (28)(i) 52.223-9, Estimate of Percentage of Recovered Material Content for EPA-Designated Items (MAY 2008) (42 U.S.C. 6962(c)(3)(A)(ii)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

___ (ii) Alternate I (MAY 2008) of 52.223-9 (42 U.S.C. 6962(i)(2)(c)). (Not applicable to the acquisition of commercially available off-the-shelf items.)

___ (29) 52.223-15, Energy Efficiency in Energy-Consuming Products (DEC 2007) (42 U.S.C. 8259b) .

___ (30)(i) 52.223-16, IEEE 1680 Standard for the Environmental Assessment of Personal Computer Products (DEC 2007) (E.O. 13423).

___ (ii) Alternate I (DEC 2007) of 52.223-16.

___ (31) 52.225-1, Buy American Act--Supplies (JUNE 2003) (41 U.S.C. 10a-10d).

___ (32) 52.225-3, Buy American Act--Free Trade Agreements--Israeli Trade Act (FEB 2009) (41 U.S.C. 10a-10d, 19 U.S.C. 3301 note, 19 U.S.C. 2112 note, Pub. L 108-77, 108-78, 108-286, 109-53 and 109-169).

___ (ii) Alternate I (JAN 2004) of 52.225-3.

___ (iii) Alternate II (JAN 2004) of 52.225-3.

___ (33) 52.225-5, Trade Agreements (MAR 2009) (19 U.S.C. 2501, et seq., 19 U.S.C. 3301 note).

__X_ (34) 52.225-13, Restrictions on Certain Foreign Purchases (JUN 2008) (E.O.'s, proclamations, and statutes administered by the Office of Foreign Assets Control of the Department of the Treasury).

___ (35) 52.226-4, Notice of Disaster or Emergency Area Set-Aside (Nov 2007) (42 U.S.C. 5150).

___ (36) 52.226-5, Restrictions on Subcontracting Outside Disaster or Emergency Area (Nov 2007) (42 U.S.C. 5150).

___ (37) 52.232-29, Terms for Financing of Purchases of Commercial Items (FEB 2002) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)) ___ (38) 52.232-30, Installment Payments for Commercial Items (OCT 1995) (41 U.S.C. 255(f), 10 U.S.C. 2307(f)).

_X__ (39) 52.232-33, Payment by Electronic Funds Transfer--Central Contractor Registration (OCT 2003) (31 U.S.C. 3332).

___ (40) 52.232-34, Payment by Electronic Funds Transfer--Other than Central Contractor Registration (MAY 1999) (31 U.S.C. 3332) ___ (41) 52.232-36, Payment by Third Party (MAY 1999) (31 U.S.C. 3332).

___ (42) 52.239-1, Privacy or Security Safeguards (AUG 1996) (5 U.S.C. 552a).

___ (43)(i) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C. 2631).

____ (ii) Alternate I (APR 2003) of 52.247-64.

(c) The Contractor shall comply with the FAR clauses in this paragraph (c), applicable to commercial services, that the Contracting Officer has indicated as being incorporated in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items: (Contracting Officer check as appropriate.)

__X__ (1) 52.222-41, Service Contract Act of 1965 (Nov 2007) (41 U.S.C. 351, et seq.).

__X__ (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (MAY 1989) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

__X__ (3) 52.222-43, Fair Labor Standards Act and Service Contract Act--Price Adjustment (Multiple Year and Option Contracts) (NOV 2006) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).

____ (4) 52.222-44, Fair Labor Standards Act and Service Contract Act--Price Adjustment (February 2002) (29 U.S.C. 206 and 41 U.S.C. 351, et seq.)

____ (5) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment--Requirements (Nov 2007) (41 U.S.C. 351, et seq.).

____ (6) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services--Requirements (FEB 2009) (41 U.S.C. 351, et seq.).

____ (7) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations (Mar 2009) (Pub. L. 110-247).

____ (8) 52.237-11, Accepting and Dispensing of $1 Coin (SEP 2008)(31 U.S.C. 5112(p)(1)).

(d) Comptroller General Examination of Record. The Contractor shall comply with the provisions of this paragraph (d) if this contract was awarded using other than sealed bid, is in excess of the simplified acquisition threshold, and does not contain the clause at 52.215-2, Audit and Records--Negotiation.

(1) The Comptroller General of the United States, or an authorized representative of the Comptroller General, shall have access to and right to examine any of the Contractor's directly pertinent records involving transactions related to this contract.

(2) The Contractor shall make available at its offices at all reasonable times the records, materials, and other evidence for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in FAR Subpart 4.7, Contractor Records Retention, of the other clauses of this contract. If this contract is completely or partially terminated, the records relating to the work terminated shall be made available for 3 years after any resulting final termination settlement. Records relating to appeals under the disputes clause or to litigation or the settlement of claims arising under or relating to this contract shall be made available until such appeals, litigation, or claims are finally resolved.

(3) As used in this clause, records include books, documents, accounting procedures and practices, and other data, regardless of type and regardless of form. This does not require the Contractor to create or maintain any record that the Contractor does not maintain in the ordinary course of business or pursuant to a provision of law.

(e) (1) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c), and (d) of this clause, the Contractor is not required to flow down any FAR clause, other than those in this paragraph (e)(1)in a subcontract for commercial items. Unless otherwise indicated below, the extent of the flow down shall be as required by the clause—

(i) 52.203-13, Contractor Code of Business Ethics and Conduct (DEC 2008) (Pub. L. 110-252, Title VI, Chapter 1 (41 U.S.C. 251 note).

(ii) 52.219-8, Utilization of Small Business Concerns (May 2004) (15 U.S.C. 637(d)(2) and (3)), in all subcontracts that offer further subcontracting opportunities. If the subcontract (except subcontracts to small business concerns) exceeds $550,000 ($1,000,000 for construction of any public facility), the subcontractor must include 52.219-8 in lower tier subcontracts that offer subcontracting opportunities.

(iii) Reserved.

(iv) 52.222-26, Equal Opportunity (MAR 2007) (E.O. 11246).

(v) 52.222-35, Equal Opportunity for Special Disabled Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (SEP 2006) (38 U.S.C. 4212).

(vi) 52.222-36, Affirmative Action for Workers with Disabilities (June 1998) (29 U.S.C. 793).

(vii) 52.222-39, Notification of Employee Rights Concerning Payment of Union Dues or Fees (DEC 2004) (E.O. 13201).

(viii) 52.222-41, Service Contract Act of 1965 (Nov 2007) (41 U.S.C. 351, et seq.).

(ix) 52.222-50, Combating Trafficking in Persons (FEB 2009) (22 U.S.C. 7104(g)).

Alternate I (AUG 2007) of 52.222-50 (22 U.S.C. 7104(g)).

(x) 52.222-51, Exemption from Application of the Service Contract Act to Contracts for Maintenance, Calibration, or Repair of Certain Equipment--Requirements (Nov 2007) (41 U.S.C. 351, et seq.).

(xi) 52.222-53, Exemption from Application of the Service Contract Act to Contracts for Certain Services--Requirements (FEB 2009) (41 U.S.C. 351, et seq.).

(xii) 52.222-54, Employment Eligibility Verification (Jan 2009). (Not applicable until June 30, 2009.)

(xiii) 52.226-6, Promoting Excess Food Donation to Nonprofit Organizations. (MAR 2009) (Pub. L. 110-247). Flow down required in accordance with paragraph (e) of FAR clause 52.226-6.

(xiv) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (FEB 2006) (46 U.S.C. Appx 1241(b) and 10 U.S.C. 2631). Flow down required in accordance with paragraph (d) of FAR clause 52.247-64.

(2) While not required, the contractor May include in its subcontracts for commercial items a minimal number of additional clauses necessary to satisfy its contractual obligations.

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.216-18 Ordering. (OCT 1995)

(a) 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 activities designated in the Schedule. Such orders may be issued from 1 September 2009 through 31 August 2010.

(b) 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 order and this contract, the contract shall control.

(c) If mailed, a delivery order or task order is considered "issued" when the Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.216-19 Order Limitations. (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than 1scenario the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

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

(1) Any order for a single item in excess of 6 scenarios;

(2) Any order for a combination of items in excess of 6 scenarios or

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

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the 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) above.

(d) Notwithstanding paragraphs (b) and (c) above, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 30 days after issuance, with written notice stating the Contractor's 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)

52.216-21 REQUIREMENTS (OCT 1995)

(a) This is a requirements contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies or services specified in the Schedule are estimates only and are not purchased by this contract. Except as this contract may otherwise provide, if the Government's requirements do not result in orders in the quantities described as "estimated'' or "maximum" in the Schedule, that fact shall not constitute the basis for an equitable price adjustment.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. Subject to any limitations in the Order Limitations clause or elsewhere in this contract, the Contractor shall furnish to the Government all supplies or services specified in the Schedule and called for by orders issued in accordance with the Ordering clause. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(c) Except as this contract otherwise provides, the Government shall order from the Contractor all the supplies or services specified in the Schedule that are required to be purchased by the Government activity or activities specified in the Schedule.

(d) The Government is not required to purchase from the Contractor requirements in excess of any limit on total orders under this contract.

(e) If the Government urgently requires delivery of any quantity of an item before the earliest date that delivery may be specified under this contract, and if the Contractor will not accept an order providing for the accelerated delivery, the Government may acquire the urgently required goods or services from another source.

(f) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the 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; provided, that the Contractor shall not be required to make any deliveries under this contract after 31 August 2010.

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 15 days .

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 15 days provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 days before the contract expires. The preliminary notice does not commit the Government to an extension.

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

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 66 months.

(End of clause)

52.222-42 STATEMENT OF EQUIVALENT RATES FOR FEDERAL HIRES (MAY 1989)

In compliance with the Service Contract Act of 1965, as amended, and the regulations of the Secretary of Labor (29 CFR Part 4), this clause identifies the classes of service employees expected to be employed under the contract and states the wages and fringe benefits payable to each if they were employed by the contracting agency subject to the provisions of 5 U.S.C. 5341 or 5332.

THIS STATEMENT IS FOR INFORMATION ONLY: IT IS NOT A WAGE DETERMINATION

Employee Class Monetary Wage-Fringe Benefits

(End of clause)

252.212-7001 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS APPLICABLE TO DEFENSE ACQUISITIONS OF COMMERCIAL ITEMS (JAN 2009)

(a) The Contractor agrees to comply with the following Federal Acquisition Regulation (FAR) clause which, if checked, is included in this contract by reference to implement a provision of law applicable to acquisitions of commercial items or components.

_X__ 52.203-3, Gratuities (APR 1984) (10 U.S.C. 2207).

(b) The Contractor agrees to comply with any clause that is checked on the following list of Defense FAR Supplement clauses which, if checked, is included in this contract by reference to implement provisions of law or Executive orders applicable to acquisitions of commercial items or components.

(1) _X__252.203-7000, Requirements Relating to Compensation of Former DoD Officials (JAN 2009) (Section 847 of Pub. L. 110-181).

(2) ___ 252.205-7000, Provision of Information to Cooperative Agreement Holders (DEC 1991) (10 U.S.C. 2416).

(3) ___ 252.219-7003, Small Business Subcontracting Plan (DoD Contracts) (APR 2007) (15 U.S.C. 637).

(4) ___ 252.219-7004, Small Business Subcontracting Plan (Test Program) (AUG 2008) (15 U.S.C. 637 note).

(5) ___ 252.225-7001, Buy American Act and Balance of Payments Program (JAN 2009) (41 U.S.C. 10a-10d, E.O. 10582).

(6) _X__ 252.225-7012, Preference for Certain Domestic Commodities (DEC 2008) (10 U.S.C. 2533a).

(7) ___ 252.225-7014, Preference for Domestic Specialty Metals (JUN 2005) (10 U.S.C. 2533a).

(8) ___ 252.225-7015, Restriction on Acquisition of Hand or Measuring Tools (JUN 2005) (10 U.S.C. 2533a).

(9) ___ 252.225-7016, Restriction on Acquisition of Ball and Roller Bearings (MAR 2006) (Section 8065 of Public Law 107-117 and the same restriction in subsequent DoD appropriations acts).

(10) ___ 252.225-7021, Trade Agreements (NOV 2008) (19 U.S.C. 2501-2518 and 19 U.S.C. 3301 note).

(11) ___ 252.225-7027, Restriction on Contingent Fees for Foreign Military Sales (APR 2003) (22 U.S.C. 2779).

(12) ___ 252.225-7028, Exclusionary Policies and Practices of Foreign Governments (APR 2003) (22 U.S.C. 2755).

(13)(i) ___ 252.225-7036, Buy American Act--Free Trade Agreements--Balance of Payments Program (JAN 2009) (41 U.S.C. 10a-10d and 19 U.S.C. 3301 note).

(ii) ___ Alternate I (OCT 2006) of 252.225-7036.

(14) ___ 252.225-7038, Restriction on Acquisition of Air Circuit Breakers (JUN 2005) (10 U.S.C. 2534(a)(3)).

(15) ___ 252.226-7001, Utilization of Indian Organizations, Indian-Owned Economic Enterprises, and Native Hawaiian Small Business Concerns (SEP 2004) (Section 8021 of Pub. L. 107-248 and similar sections in subsequent DoD appropriations acts).

(16) ___ 252.227-7015, Technical Data--Commercial Items (NOV 1995) (10 U.S.C. 2320).

(17) ___ 252.227-7037, Validation of Restrictive Markings on Technical Data (SEP 1999) (10 U.S.C. 2321).

(18) _X__ 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports(MAR 2008) (10 U.S.C. 2227).

(19) ___ 252.237-7019, Training for Contractor Personnel Interacting with Detainees (SEP 2006) (Section 1092 of Public Law 108-375).

(20) _X_ 252.243-7002, Requests for Equitable Adjustment (MAR 1998) (10 U.S.C. 2410).0 (21)(i) _X__ 252.247-7023, Transportation of Supplies by Sea (MAY 2002) (10 U.S.C. 2631).

(ii) _X__ Alternate I (MAR 2000) of 252.247-7023.

(iii) _X__ Alternate II (MAR 2000) of 252.247-7023.

(iv) ___ Alternate III (MAY 2002) of 252.247-7023.

(22) ___ 252.247-7024, Notification of Transportation of Supplies by Sea (MAR 2000) (10 U.S.C. 2631).

(c) In addition to the clauses listed in paragraph (e) of the Contract Terms and Conditions Required to Implement Statutes or Executive Orders--Commercial Items clause of this contract (FAR 52.212-5), the Contractor shall include the terms of the following clauses, if applicable, in subcontracts for commercial items or commercial components, awarded at any tier under this contract:

(1) 252.225-7014, Preference for Domestic Specialty Metals, Alternate I (APR 2003) (10 U.S.C. 2533a).

(2) 252.237-7019, Training for Contractor Personnel Interacting with Detainees (SEP 2006) (Section 1092 of Public Law 108-375).

(3) 252.247-7023, Transportation of Supplies by Sea (MAY 2002) (10 U.S.C. 2631).

(4) 252.247-7024, Notification of Transportation of Supplies by Sea (MAR 2000) (10 U.S.C. 2631).

(End of clause)

5352.201-9101 OMBUDSMAN AUG 2005

(a) An ombudsman has been appointed to hear and facilitate the resolution of concerns from offerors, potential offerors, and others for this acquisition. When requested, the ombudsman will maintain strict confidentiality as to the source of the concern. The existence of the ombudsman does not affect the authority of the program manager, contracting officer, or source selection official. Further, the ombudsman does not participate in the evaluation of proposals, the source selection process, or the adjudication of protests or formal contract disputes. The ombudsman may refer the party to another official who can resolve the concern.

(b) Before consulting with an ombudsman, interested parties must first address their concerns, issues, disagreements, and/or recommendations to the contracting officer for resolution. Consulting an ombudsman does not alter or postpone the timelines for any other processes (e.g., agency level bid protests, GAO bid protests, requests for debriefing, employee-employer actions, contests of OMB Circular A-76 competition performance decisions).

(c) If resolution cannot be made by the contracting officer, concerned parties may contact the center/MAJCOM ombudsmen, the incumbent is Business Operations Branch Chief, AETC/A7KB, 2035 First Street West, Suite 1, Randolph AFB, TX 78150-4304, (210) 652-6900, (office), (210) 652-4652 (fax). Concerns, issues, disagreements, and recommendations that cannot be resolved at the MAJCOM/DRU level, may be brought by the concerned party for further consideration to the Air Force ombudsman, Associate Deputy Assistant Secretary (ADAS) (Contracting), SAF/AQC, 1060 Air Force Pentagon, Washington DC 20330-1060, phone (703) 588-7004, facsimile number (703) 588-1067.

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

(e) Do not contact the ombudsman to request copies of the solicitation, verify offer due date, or clarify technical requirements. Such inquires shall be directed to the Contracting Officer.

(End of clause)

CLAUSES INCORPORATED BY REFERENCE

MAXWELL 102

OPTION CLAUSE LIMITATION NOTICE

(JAN 2003)

This contract contains two option provisions, (i) Option to Extend Services, and (ii) Option to Extend the Term of the Contract (see FAR 52.217-8 and FAR 52.217-9). Either or both may be exercised unilaterally by the government. The clause entitled “Option to Extend the Term of the Contract” will not be exercised after any exercise of the “Option to Extend Services” clause.

MAXWELL 110

SITE VISIT

(JAN 2003)

A site visit is scheduled for the 3D Computer Model on 1 July 2009 at 1:30 p.m., CST. Bidders/Offerors should be at the Bell Street Gate, Maxwell AFB, AL by 1:00 p.m. at this time and date to view the work site and present pertinent questions. Bidders/Offerors are encouraged to visit the site and take such other steps as may be reasonably necessary to ascertain the nature and location of work and the general and local conditions that can affect the work or cost thereof. Failure to do so will not relieve bidders/offerors from the responsibility for estimating properly the difficulty or cost of successfully performing the work. The government will assume no responsibility for any understanding or representation concerning conditions made by any of its officers or agents prior to the execution of the contract, unless included in the invitation for bids/request for proposals, the specification, or related documents.

MAXWELL 114

REQUIRED POSTERS

(FEB 2003)

Please utilize the following website to access and download as appropriate EEO posters, Service Contract posters, and disability posters required in accordance with 52.222-26, 52.222-41, and 52.222-36 respectively.

http://www.dol.gov/osbp/sbrefa/poster/main.htm Maxwell 119

WAWF-ELECTRONIC SUBMISSION OF INVOICE JAN 2007

Reference DFAR Clause 252.232-7003 “ELECTRONIC SUBMISSION OF PAYMENT REQUESTS.”

Invoices shall be submitted and accepted using Wide Area Workflow (WAWF) web-based system at https://wawf.eb.mil. For information on WAWF including web-based training, visit the web-site and click on “About WAWF”. The web-site also contains detailed instructions for setting up your computer to achieve the best results with the system. If you have additional questions contact the WAWF-RA Customer Helpdesk at (866) 618-5988, Option 2

The following information codes will be required to submit your invoices correctly through WAWF:

SELECT TYPE OF INVOICE:

Contract Specialist/Administrator select only one (1) of the following:

FORMCHECKBOX

Invoice and Receiving Report (Combo) (Creates two documents, an Invoice and a Receiving Report, within one data entry session (Combo). Creating both documents at the same time, rather than separately, is recommended.

FORMCHECKBOX

Construction Invoice (Creates a Construction Payment Invoice from a contract for construction. Both an Inspector and a Contracting Officer must review and accept).

Contract Number: Block 2 of the SF1449 Form (If this is a GSA Delivery Order award, enter the GSA NUMBER)

Delivery Order: Block 4 of (Order Number) of SF1449 No Dashes – (if applicable)

Pay DoDAAC: Block 16a (Payment will be made by) of SF1449 – Pay DoDAAC code is used to route documents to the Defense Finance Accounting office responsible for payment.

The accounts payable mailing address can be located in Block 18a of SF1449. You can easily access payment information using the DFAS web site at http://www.dod.mil/dfas. Your contract/purchase order number or invoice will be required to inquire status of your payment.

Issue by DoDAAC: Block 9 (Issued by) of SF1449. Contracting office that issued your contract – WAWF uses the code to route the document to the base.

Admin DoDAAC: Block 16 (Administered by) of SF1449)

Ship-To Code: Block 15 (Deliver To) of SF1449 – This is a crucial piece of information. It will be different for almost every contract issued.

Ship-From Code: Not a required field for Air Force contracts.

Inspected by DoDAAC: Block 15 (Deliver to) of SF1449 - If an inspection is called for in the document, then you must provide the DoDAAC/Ext this code identifies the inspector.

Service Acceptor: Block 15 (Deliver to) of SF1449 – It is used to route documents to receiving service acceptor in WAWF.

LPO DoDAAC/Ext: Not a required field for Air Force contracts.

ADDITIONAL E-MAIL NOTIFICATIONS: The VENDOR and the DFAS Office will automatically receive a notice; after clicking SUBMIT WAWF will prompt for additional email submissions. The following E-Mail addresses MUST be input in order to prevent delays in processing:

Receiver/Acceptor: neil.krosner@maxwell.af.mil Contract Specialist: tamika.jackson@maxwell.af.mil Contracting Officer: jacqueline.tellis@maxwell.af.mil In addition to the requirement of this local clause, the Contractor shall meet the requirements of the appropriate payment clauses in this contract when submitting payment requests.

(End of Clause)

PERFORMANCE WORK STATEMENT

PERFORMANCE-BASED WORK STATEMENT

Three-Dimensional Computer Modeling Capability and Scenario Development for

Eaker College for Professional Development (ECPD)

Maxwell AFB, AL

PURPOSE/MISSION:

AFI 10-2501 mandates that the ECPD Accident/Incident Management Course (IMC) be taught 30 times per year by Maxwell-based instructors. In order to maximize teaching effectiveness, IMC instructors require the development of three-dimensional (3-D) interactive teaching aids to be used in conjunction with script-driven, contractor-created realistic scenarios.

1.0 DESCRIPTION OF SERVICES

1.1 Create two (2) 3-D interactive computer models, one simulating on-base conditions and one illustrating off-base conditions.

1.1.1 To have the intricate descriptive aspects related to the aforementioned ‘conditions’ supplied by the government.

1.1.2 3-D model dimensions should be scaled to the existing map IAW instructors’ direction using photogrammetry, traditional measurements and CAD file drawings.

1.2 Develop a multi-scene on-base accident/incident scenario along with one for off-base incorporating motion and video in both.

1.2.1 Finished scenarios will simulate actual accidents/incidents to the highest degree possible so that students’ experiences and responses are genuine.

1.2.2 In order to enhance realism, scenarios are to integrate authentic touches such as fog, fire, smoke, recognizable characters, composited images, video, voice-overs, music, sound effects and the like according to government-provided scripts and/or story boards.

2.0 GENERAL INFORMATION:

2.1 Using commercial-grade off-the-shelf software, the contractor shall provide solid modeling and animation technology that simulates generic on-base and off-base terrain in three dimensions. In addition, the contractor is to work with IMC instructors to develop interactive, script-driven exercise scenarios for use in teaching best practices to accident/incident responders. Some examples of possible scenarios follow:

2.1.1 A Chinook (helicopter) crash on a highway close to a military installation

2.1.2 An F-15 (fighter aircraft) crash in an off-base reservoir

2.1.3 A report of animal rights activists on the base runway

2.1.4 A major fire on an AF base

2.2 This project will require ongoing coordination and interaction between the contractor developing the graphics technology and the IMC instructors. Topology must be accurate; scenarios must be realistic simulations of accidents and incidents that are instructor-driven and that allow for student reactions to the simulated events. In short, the contractor is to provide the technological aspect of this project while IMC personnel direct the content.

2.3 A panel consisting of three IT experts will review and validate all phases of project development.

2.4 A pre-award site visit by prospective contract bidders is necessary in order to ascertain:

2.4.1 That IMC requirements are fully explained and that the model of on-base and off-base terrain currently being used is available for bidders’ in-depth examination, and

2.4.2 That a realistic and definite timeline/schedule of specific work-related milestones is established.

2.5 All bidders shall be expected to submit a CD/DVD illustrating past comparable work.

2.6 The contractor shall demonstrate a solid background in accident reconstruction and training aid development.

2.7 It is anticipated that developmental work will begin at the ECPD, Building 1404, Room 260 by 1 September 2009.

2.8 The period of the initial contract is to be 1 September 2009 – 31 August 2010.

2.9 In order to develop additional scenarios, four option years are to be incorporated into the contract.

2.10 All data rights pertaining to this contract – to include pertinent source codes – will be the property of the United States government.

3.0 SERVICE SUMMARY:

Performance Objective

Provide ten(10) DVDs containing all predetermined components

The government IT panel will be the final review authority

System shall be operated using CD/DVD, Blue Ray or web-based media

Instructors are able to operate easily

4.0 SECURITY REQUIREMENTS

4.1 Obtaining and Retrieving Identification Media As prescribed by the AFFAR 5352.242-9000, Contractor access to Air Force installations, the contractor shall comply with the following requirements:

4.1.1 The contractor shall submit a written request on company letterhead to the contracting officer listing the following: contract number, location of work site, start and stop dates, and names of contractor employees needing access to the base. The letter will also specify the contractor individual(s) authorized to sign requests for base identification credentials or vehicle passes. The contracting officer will endorse the request and forward it to the 42d Security Forces Visitor Reception Center for processing.

4.1.2 When reporting to the Visitor Reception Center for issue of a vehicle pass, contractor individual(s) shall provide a valid driver's license, current vehicle registration, valid vehicle insurance certificate, and certification of a background check. When reporting to the Visitor Reception Center for issue of military issue identification credentials for access to the installation, contractor individual(s) will need a valid state or federal issued picture identification.

4.2 Personnel Security. Contractor personnel requiring unescorted entry to controlled or restricted areas designated by the installation commander shall comply with base access requirements. These requirements are contained in AFI 31-101, for installation access and AFI 31-501, for suitability determinations.

4.3 Traffic Laws. The contractor and their employees shall comply with base traffic regulations.

4.4 Cellular Phone Operation Policy. The use of cellular phones while operating a motorized vehicle is prohibited on Maxwell-Gunter. Although discouraged, drivers are authorized to use devices, i.e. ear bud or ear boom, which allows their cellular phone to be operated hands-free. The device must not cover both ears. This policy applies to everyone driving on Maxwell-Gunter AFB.

4.5 Healthcare. Healthcare provided at the local military treatment facility on an emergency reimbursable basis only.

PERFORMANCE PLAN

PERFORMANCE PLAN

FOR

THREE-DIMENSIONAL COMPUTER MODELING CAPABILITY AND SCENARIO DEVELOPMENTS

AT

EAKER COLLEGE FOR PROFESSIONAL DEVELOPOEMENT (ECPD))

MAXWELL AFB, AL

1JUNE 2009

Note: This Performance Plan may be made part of the solicitation, but shall not be part of the resulting contract.

1. PURPOSE.

This Performance Plan (PP) has been developed and adheres to AFI 63-124, Performance-based Services Acquisition (PBSA) guidelines. This PP will also be used to implement the Performance Management Assessment Program by interfacing with the Management and Oversight of Acquisitions of Services Process (MOASP). This PP will be used by the Multi-functional team and the Quality Assurance Personnel (QAP) to ensure contractor compliance and progress at meeting mission objectives on the Three-Dimensional Computer Modeling Capatbility and Scenario Development contract.

2. OBJECTIVE.

This PP is designed to provide the Multi-functional team a vehicle to ensure delivery of the desired mission support services within cost and on schedule. The PP will also provide the QAP an effective systematic assessment method for each item listed in the Performance Work Statement (PWS), specifically on the Service Summary (SS). The premise of commercial contracting is for the Contractor to assume responsibility for the work they produce. The government will also rely on the Contractor’s submitted Quality Control Plan (if applicable) for ensuring contractual requirements are met.

3. RESULTS.

The results in managing this acquisition through this PP, is to provide team Maxwell with Modeling and Scenario development services that are acceptable and timely while protecting Government resources.

4. MULTI-FUNCTIONAL TEAM ROLES & RESPONSIBILITITES.

The following government officials will participate in performance management of this contract through use of the Management and Oversight of Acquisition of Services Process (MOASP) and the contractor. Their roles and responsibilities are described as follows:

4.1 QAP:

Responsible for monitoring, assessing, recording and reporting on contractor compliance with the terms and conditions of the contract. These individuals will have primary responsibility for completing quality assurance monitoring forms that will be used to document the inspection and evaluation of the contractor’s performance. The QAP will maintain assessment documentation, notify the Contracting Officer (CO) of any significant performance deficiencies and recommend improvements to the PP and Performance Work Statement (PWS) throughout the life of the acquisition.

4.2. Contracting Officer (CO):

Has overall responsibility for overseeing the contractor’s performance. The CO will also be responsible for the day-to-day monitoring of the contractors’ performance in the areas of contract compliance, contract administration, cost control, and property control; and resolving all differences between the QAP version and the contractor’s version of events. The CO is the only person with the authority to direct the contractor in the performance of their duties under the contract and to make interpretations of and changes to the contract. The CO will facilitate Multi-functional Team meetings. The CO is also responsible for informing the contractor of the names, duties, and limitations of authority for all QAP assigned to the contract. The CO also delegates’ authority for inspection and acceptance to the QAP.

4.3. Multi-functional Team (MFT):

Has overall responsibility for developing the PWS and the Performance Plan and ensuring they satisfy mission requirements, are performance-based, foster innovation, and define metrics.

4.4 Functional Commander/Director (FC/FD):

The FC/FD will assign, as a minimum, a primary and an alternate QAP and notify the CO of any changes to this delegation. Review contractor performance documentation, prepared by the QAP on a regular basis to ensure performance is compatible with contract and mission objectives. The F/FD is also responsible for identifying mission essential services and developing the necessary documents IAW DoDI 3020.37, Continuation of Essential DoD Contractor Services During Crisis.

4.5 Contracting Squadron Commander (CSC) and/or The Director of Business Operations (DBO):

Serves as the Business Advisor to senior leadership; developing and implementing acquisition strategies for services acquisitions; providing oversight of the Multi-functional Team in planning, assessing contractor performance, and managing the acquisition throughout the life of the requirement IAW the FAR, DFARS, and AFFARS. Also provide Management and Oversight of the Acquisition of Services Process (MOASP) reports on service acquisitions to the MAJCOM for consolidation. The CSC will provide the health of services acquisitions to senior leadership on an annual basis.

4.6. Quality Assurance Program Coordinator (QAPC):

Develops, manages and implements the Maxwell AFB Quality Assurance Program; supports the Multi-functional Team in development of the contract requirements, ensuring requirements are clearly stated and enforceable; aids in development of the Service Summary (SS) and Performance Plan and provides training to all FC/FD, QAPs, and others that interact with this contract as needed.

4.7. Contract Administrator (CA):

I s the focal point for issues regarding the contract; prepares and processes modifications to the contract, assists the CO in ensuring contractor performance meets contract standards; records and transcribes minutes for meetings.

4.8. Contractor:

Is the service provider and will ensure that a government acceptable quality control system is provided and maintained. The contractor is required to provide all services identified in the PWS not just those identified in the SS. The contractor will also provide support to Senior Leadership as required (e.g., performance metrics, briefings).

5. QAP APPOINTMENT AND TRAINING:

5.1. A primary and alternate QAP shall be appointed for this contract. The FC/FD is the designating authority.

5.2. Each QAP will be available to receive Phase I and Phase II training provided by the contracting office before they can perform contractor assessment.

5.3. Each QAP will be available to receive Annual Refresher training provided by the QAPC.

6. GENERAL.

Government assessment will be conducted by inspections and mirror the market research findings. QAP documentation of contractor performance should be accomplished as the observation is completed, thus preventing loss of information. All documentation generated in the performance of this plan will be marked, “For Official Use Only”.

7. METHODS OF ASSESSMENT APPLICABLE TO THIS CONRACT.

7.1. Periodic Assessment/Inspection: Periodic assessment/inspection is the type of assessment that is based upon selecting samples for assessment on other than 100% inspection or on a statistically random basis.