FA7022-11-R-0023.doc

Section A - Solicitation/Contract Form

SECTION A NOTES

1. CONTRACT AWARD: A delay in contract award past the first day of performance shown in Section F, will result in a day-for-day slip in the period of performance schedule for each CLIN.

2. OTHER DIRECT COST (ODC): The ODC estimate for the entire contract period, including all options, is $3.0M.

3. SECTION B: Offerors are not required to complete Section B. Offerors shall submit price proposals in accordance with Section L. The IDIQ minimum/maximum ammounts are applied at the contract level and not by individual CLIN.

Section B - Supplies or Services and Prices

ESAS Services (O&M)

CPFF

CPFF CLIN/ Non Personal Service Operation and Maintenance: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010 and individual Task Order PWS. Funding will be provided by issuance of Task/Delivery Orders.

Base Year POP: 01 April 2011 through 31 March 2013.

FOB: Origin

SIGNAL CODE: A

MAX COST

FIXED FEE

TOTAL MAX COST + FEE

ESAS Services (R&D)

CPFF CLIN Non Personal Services/Research and Development: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010 and individual Task Order PWS. Funding will be provided by issuance of Task/Delivery Orders.

Base Year POP: 01 April 2011 through 31 March 2013.

ESAS Services (O&M)

FFP

FFP CLIN Non Personal Service Operation and Maintenance: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010 and individual Task Order PWS. Funding will be provided by issuance of Task/Delivery Orders.

Base Year POP: 01 April 2011 through 31 March 2013.

MAX

NET AMT

ESAS Services (R&D)

FFP CLIN Non Personal Services/Research and Development: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010 and individual Task Order PWS. Funding will be provided by issuance of Task/Delivery Orders.

Base Year POP: 01 April 2011 through 31 March 2013.

MAX

ESAS Services (O&M)

T&M

Labor Hour CLIN Non Personal Service Operation and Maintenance: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010 and individual Task Order PWS. Funding will be provided by issuance of Task/Delivery Orders.

Base Year POP: 01 April 2011 through 31 March 2013.

TOT MAX PRICE

CEILING PRICE

ESAS Services (R&D)

Labor Hour CLIN Non Personal Service Operation and Maintenance: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010 and individual Task Order PWS. Funding will be provided by issuance of Task/Delivery Orders.

Base Year POP: 01 April 2011 through 31 March 2013.

ESAS ODC (O&M)

COST

TRAVEL/ODC COSTS: The contractor shall perform as required to support the performance of CLINs 0001/0003/0005 on a cost-reimbursement/no fee basis, in accordance (IAW) paragraphs identified as Operations and Maintenance (O&M) of the Performance Work Statement (PWS) dated 17 Mar 2010.

Base Year POP: 01 April 2011 through 31 March 2013.

MAX COST

ESAS ODC (R&D)

COST

TRAVEL/ODC COSTS: The contractor shall perform as required to support the performance of CLINs 0002/0004/0006 on a cost-reimbursement/no fee basis, in accordance (IAW) paragraphs identified as Research and Development (R&D) of the Performance Work Statement (PWS) dated 17 Mar 2010.

Base Year POP: 01 April 2011 through 31 March 2013.

MAX COST

Projects/Site/Equipment Upgrades

Contractor shall provide all personnel, services, and materials/supplies IAW Basic PWS Para. 1.8 and as specified in individual Task Orders.

Base Year POP: 01 April 2011 through 31 March 2013.

Projects/Site/Equipment Upgrades

Contractor shall provide all personnel, services, and materials/supplies IAW Basic PWS Para. 1.8 and as specified in individual Task Orders.

Base Year POP: 01 April 2011 through 31 March 2013.

MAX

Projects/Site/Equipment Upgrades

Contractor shall provide all personnel, services, and materials/supplies IAW Basic PWS Para. 1.8 and as specified in individual Task Orders.

Base Year POP: 01 April 2011 through 31 March 2013.

Data Deliverables

(Note: This CLIN is Not Separately Priced.)

The contractor shall furnish all necessary supplies and services required to deliver technical data and information in accordance with the DD Form 1423, Contract Data Requirements Lists (CDRL)s. The cost of this CLIN is to be included in the cost of CLINs 0001 - 0012.

Base Year POP: 01 April 2011 through 31 March 2013.

MAX

CPFF

CPFF CLIN/ Non Personal Service Operation and Maintenance: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders.

Option Year 1 POP: 01 April 2013 through 31 March 2015.

CPFF

CPFF CLIN Non Personal Services/Research and Development: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders.

Option Year 1 POP: 01 April 2013 through 31 March 2015.

FFP

FFP CLIN Non Personal Service Operation and Maintenance: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders.

Option Year 1 POP: 01 April 2013 through 31 March 2015.

MAX

FFP

FFP CLIN Non Personal Services/Research and Development: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders.

Option Year 1 POP: 01 April 2013 through 31 March 2015.

MAX

T&M

Labor Hour CLIN Non Personal Service Operation and Maintenance: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders. Option Year 1 POP: 01 April 2013 through 31 March 2015.

T&M

Labor Hour CLIN Non Personal Service/Research and Development: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders. Option Year 1 POP: 01 April 2013 through 31 March 2015.

COST

TRAVEL/ODC COSTS: The contractor shall perform as required to support the performance of CLINs 1001/1003/1005 on a cost-reimbursement/no fee basis, in accordance (IAW) paragraphs identified as Operations and Maintenance (O&M) of the Performance Work Statement (PWS) dated 17 Mar 2010.

Option Year 1 POP: 01 April 2013 through 31 March 2015.

MAX COST

COST

TRAVEL/ODC COSTS: The contractor shall perform as required to support the performance of CLINs 1002/1004/1006 on a cost-reimbursement/no fee basis, in accordance (IAW) paragraphs identified as Research and Development (R&D) of the Performance Work Statement (PWS) dated 17 Mar 2010.

Option Year 1 POP: 01 April 2013 through 31 March 2015.

MAX COST

CPFF

Contractor shall provide all personnel, services, and materials/supplies IAW Basic PWS Para. 1.8 and as specified in individual Task Orders.

Option Year 1 POP: 01 April 2013 through 31 March 2015.

FFP

Contractor shall provide all personnel, services, and materials/supplies IAW Basic PWS Para. 1.8 and as specified in individual Task Orders.

Option Year 1 POP: 01 April 2013 through 31 March 2015.

MAX

T&M

Contractor shall provide all personnel, services, and materials/supplies IAW Basic PWS Para. 1.8 and as specified in individual Task Orders.

Option Year 1 POP: 01 April 2013 through 31 March 2015.

FFP

(Note: This CLIN is Not Separately Priced.) The contractor shall furnish all necessary supplies and services required to deliver technical data and information in accordance with the DD Form 1423, Contract Data Requirements Lists (CDRL)s. The cost of this CLIN is to be included in the cost of CLINs 1001 - 1011.

Option Year 1 POP: 01 April 2013 through 31 March 2015.

MAX

CPFF

CPFF CLIN/ Non Personal Service Operation and Maintenance: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

CPFF

CPFF CLIN Non Personal Services/Research and Development: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

FFP

FFP CLIN Non Personal Service Operation and Maintenance: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

MAX

FFP

FFP CLIN Non Personal Services/Research and Developement: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

MAX

T&M

Labor Hour CLIN Non Personal Service Operation and Maintenance: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders. Option Year 2 POP: 01 April 2015 through 31 March 2017.

T&M

Labor Hour CLIN Non Personal Service/Research and Development: Contractor shall provide all personnel, supervision, and other services, including subcontract labor to perform as specified in the PWS dated 17 MAR 2010. Funding will be provided by issuance of Task/Delivery Orders.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

COST

TRAVEL/ODC COSTS: The contractor shall perform as required to support the performance of CLINs 2001/2003/2005 on a cost-reimbursement/no fee basis, in accordance (IAW) paragraphs identified as Operations and Maintenance (O&M) of the Performance Work Statement (PWS) dated 17 Mar 2010.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

MAX COST

COST

TRAVEL/ODC COSTS: The contractor shall perform as required to support the performance of CLINs 2002/2004/2006 on a cost-reimbursement/no fee basis, in accordance (IAW) paragraphs identified as Research and Development (R&D) of the Performance Work Statement (PWS) dated 17 Mar 2010.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

MAX COST

CPFF

Contractor shall provide all personnel, services, and materials/supplies IAW Basic PWS Para. 1.8 and as specified in individual Task Orders.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

FFP

Contractor shall provide all personnel, services, and materials/supplies IAW Basic PWS Para. 1.8 and as specified in individual Task Orders.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

MAX

T&M

Contractor shall provide all personnel, services, and materials/supplies IAW Basic PWS Para. 1.8 and as specified in individual Task Orders.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

FFP

(Note: This CLIN is Not Separately Priced.) The contractor shall furnish all necessary supplies and services required to deliver technical data and information in accordance with the DD Form 1423, Contract Data Requirements Lists (CDRL)s. The cost of this CLIN is to be included in the cost of CLINs 2001 - 2011.

Option Year 2 POP: 01 April 2015 through 31 March 2017.

MAX

CONTRACT MINIMUM/MAXIMUM QUANTITY AND CONTRACT VALUE

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

MINIMUM

AMOUNT

MAXIMUM

$50,000.00

$36,500,000.00

DELIVERY/TASK ORDER MINIMUM/MAXIMUM QUANTITY AND ORDER VALUE

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

MINIMUM

MAXIMUM

$50,000.00

$10,000,000.00

B-1 NOTES

B-1 DELIVERY ORDERS

For each delivery order to be issued, the contractor will be required to submit a cost estimate to include data, material costs, travel (if appropriate), and labor hours in accordance with the rate tables incorporated into this contract (if applicable). If necessary, negotiations will be conducted in order to reach a mutual agreement on individual delivery order costs. CLIN amounts (total prices) will be adjusted as individual delivery orders are issued. In accordance with FAR 16.601, the established ceiling price for this contract is $36.5M. In accordance with FAR 16.504, the minimum order amount is $50,000.00 and will be obligated at time of award effective date. All effort shall be completed at the rates stated in the individual delivery orders. Issuance of delivery orders is subject to availability of funds FAR Clause 52.232-18. All delivery orders issued under this contract are subject to the funding limitations set forth in FAR Clause 52.232-19 Delivery Order Limitations, Section I hereof.

B-2 TRAVEL AND PER DIEM

(a) Travel and Per Diem negotiated under CLIN 0007, 0008, 1007, 1008, 2007, and 2008 shall be reimbursed in accordance with FAR 31.205-46 and the Joint Travel Regulations. The contractor shall use per diem allowance in lieu of actual subsistence expenses for all persons in travel status both within and outside the continental United States. Per diem shall be limited to the government JTR per diem schedule. Charges for transportation and car rental shall not exceed those stated in the JTR per diem schedule.

(b) Transportation by private vehicle for off-base travel shall be reimbursed on a mileage basis only, in lieu of the actual expenses of such transportation in accordance with the JTR.

B-3 OPTION TO EXTEND SERVICES

The government may require continued performance of services at the rates specified in the contract, not to exceed six (6) months, in accordance with FAR 52.217-8, Option to Extend Services. For purposes of this clause, the rates will be those in affect on the last day of contract performance, which have been determined to be fair and reasonable.

Section C - Descriptions and Specifications

DESCRIPTIONS AND SPECIFICATION

PART I – THE SCHEDULE

SECTION C

DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

C-1.

The following documents, which constitute the work description, specifications and PWS to define the requirements for performance under this contract, are hereby incorporated into this contract by reference or full text:

(a) Performance Work Statement as referenced in Section J.

(b) All other attachments and exhibits are identified in Section J of this solicitation and resultant contract.

Section D - Packaging and Marking

PACKAGING AND MARKINGS

PART I – THE SCHEDULE

SECTION D

PACKAGING AND MARKING

D-1.

PACKAGING AND MARKING

(a) Packaging and marking of technical data to be delivered pursuant to the provisions of this contract shall be in accordance with Contractor’s standard commercial practices and the Contract Data Requirements Lists (CDRLs) and DD Form 254 as applicable.

(b) Items designated by the government Program Manager will be packed and shipped according to the Contractor’s standard commercial practice. Registered mail will be used when shipping data. When required by the urgencies arising out of the performance of the work, and when approved in advance by the government Program Manager, the Contractor may use air express or air freight services to expedite the shipment of the item.

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLAUSES INCORPORATED BY REFERENCE

Section F - Deliveries or Performance

DELIVERIES OR PERFORMANCE

F-1. Performance Schedule

F-2. Place of Performance

The place of performance shall be considered “origin” for the purposes of this contract. Services under this contract are to be performed at the following location: Patrick AFB, FL and other designated locations.

F-3. Identification of Government-Furnished Property

Pursuant to the “Government Property” clause herein, the Government will furnish the item(s) of property listed in Section 3.0 Government –Furnished Property and Services of the Performance Work Statement dated 17 Mar 2010 listed in Section J for the performance of this contract.

DELIVERY INFORMATION

31-MAR-2013

DONNA MILLER

1030 S. HIGHWAY A1A, MS1000

PATRICK AFB FL 32925-3002

321-494-0546

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2013

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2015

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

31-MAR-2017

F3KTK1

Section G - Contract Administration Data

PART I - THE SCHEDULE

SECTION G

CONTRACT ADMINISTRATION DATA

G-1. ADMINISTRATIVE MATTERS

(a) The address and telephone number of the Contracting Officer (CO) is:

AF ISR Agency/A7KRA

Attn: Scott Syring

1030 S. Highway A1A, MS 1000

Patrick AFB, FL 32925-3002

Telephone:

(321) 494-3071

(b) The address and telephone number of the paying office will be provided after contract award.

(c) The name, address and telephone number of the QAP will be provided after contract award.

(d) The name, address and telephone number of the Administrative Contracting Officer (ACO) will be provided after contract award.

G-2.

NOTIFICATION REGARDING ADMINISTRATIVE PROBLEMS

If at any time during the performance of this contract, administrative problems should arise which will have an adverse impact on timely performance by the Contractor or affect the contract costs or funding, the Contractor is required to immediately notify the Contracting Officer (CO) identified in paragraph G-1 above and the cognizant Administrative Contracting Officer (ACO).

G-3.

SUBMISSION OF INVOICES

(a ) WAWF PROCEDURES

In accordance with contract clause 252.232-7003, all requests for payment shall be submitted through the Wide Area Work Flow system located at https://wawf.eb.mil.

(1) FIRM-FIXED-PRICE CLINS: Payment requests submitted for acceptance of firm-fixed-price CLINs (see Section E, 252.246-7000) shall be processed in WAWF-RA in accordance with contract clause Section I, DFARS 252.232-7003. The Service Acceptor code consists of the first six digits of the Purchase Request (PR) funding the work being invoiced. The Contractor shall invoice monthly for quantity performed and received under the Firm-Fixed-Price CLINs.

(2) COST-REIMBUSEMENT CLINS

(a) Upon submission of proper cost vouchers in WAWF-RA for cost-reimbursement CLINs, the government will pay the contractor on a monthly basis for services rendered and accepted. Payments will be made in accordance with DFARS 252.232-7003 and this clause.

(b) If direct submission to DFAS is authorized, cost vouchers for cost reimbursement CLINs shall be submitted directly to the Payment Office in WAWF-RA. If direct submission is not authorized, payment requests submitted for payment of cost reimbursement CLINs, in accordance with Section I, FAR 52.216-7 and 52.216-8, shall be submitted to the cognizant Defense Contract Audit Agency (DCAA) (designated as the Inspector in WAWF) for audit and transmission to the paying office via WAWF-RA.

(c) Upon submission of cost vouchers in WAWF-RA, a copy shall be submitted to the Project Officer and the Contracting Office at the following addresses:

AF ISR Agency/A7KRA

AFTAC/TH

Attn: Scott Syring

Attn: Capt Jason Miller

1030 S. Highway A1A, MS 1000

1030 S. Highway A1A

Patrick AFB, FL 32925-3002

Patrick AFB, FL 32925-3002

G-4.

CONTRACTOR’S CONTRACT ADMINISTRATION

The Contractor’s contract administration functions will be performed at the following address:

Name and Title

TBD

Responsible Office

Address

Telephone Number

DUNS #

CAGE #

G-5.

DATA RELEASE

Notwithstanding any other terms or conditions of this contract, no information or data, technical or otherwise, concerning this project will be released through publication, posted on the internet, or released in any other manner unless authorized in writing by the Contracting Officer, AF ISR Agency/A7KRA, 1030 South Highway AlA, MS 1000, Patrick AFB, FL 32925-3002. Three to four weeks must be allowed for the processing of such requests.

CLAUSES INCORPORATED BY REFERENCE

Section H - Special Contract Requirements

H-1. ORG. CONFLICT OF INTEREST

There is an organizational conflict of interest (OCI) (see FAR Subpart 9.5, Organizational and Consultant Conflicts of Interest) regarding the AFTAC Expert Scientific and Analytical Support (ESAS) effort if it is combined with the either the AFTAC Nuclear Detonation (NUDET) Detection System (NDS) Analysis System (ANDSAS)or Engineering and Management Analytical Support (EMAS) efforts, to include successor programs and contracts.

Consistent with the issues set forth in FAR 9.505, the ESAS contractor should not be in a position to provide decisions, recommendations, systems, or subsystems, etc. that it may be charged with developing under ANDSAS or EMAS, their potential successors, or a contract providing substantially similar services (i.e., “providing technical direction or development engineering activities in support of the Atmosphere and Space Capabilities Directorate”).

Accordingly, the Government is of the opinion this OCI is insurmountable and cannot be mitigated. The ESAS contractor may not participate in the ANDSAS or EMAS acquisitions, their successor contracts, or a contract providing substantially similar services. Prior to and during contract performance, subcontractors shall report their potential association with the aforementioned OCI to their prime teaming partners. The contractor shall be responsible for reporting to the Contracting Officer potential OCI involvement of the prime or team members.

H-2. PROFESSIONAL SERVICES

It is the responsibility of the Contractor to insure that the professional employees required to perform the services called for in this contract meet all of the requirements of Regulation 29 CFR Part 541.

H-3 ASSOC CONTRACTOR AGREEMENT

(a) The Contractor shall enter into Associate Contractor Agreements (ACA) for any portion of the contract requiring joint participation in the accomplishment of the Government’s requirement. The agreements shall include the basis for sharing information, data, technical knowledge, expertise, and/or resources essential to the integration of the Expert Scientific and Analytical Support program, which shall ensure the greatest degree of cooperation for the development of the program to meet the terms of the contract. Associate contractors are listed in (h) below.

(b) ACAs shall include the following general information:

(1) Identify the associate contractors and their relationships.

(2) Identify the program involved and the relevant Government contracts of the associate contractors.

(3) Describe the associate contractor interfaces by general subject matter.

(4) Specify the categories of information to be exchanged or support to be provided.

(5) Include the expiration date (or event) of the ACA.

(6) Identify potential conflicts between relevant Government contracts and the ACA; include agreements on protection of proprietary data and restrictions on employees.

(c) A copy of such agreement shall be provided to the Contracting Officer for review before execution of the document by the cooperating contractors.

(d) The Contractor is not relieved of any contract requirements or entitled to any adjustments to the contract terms because of a failure to resolve a disagreement with an associate contractor.

(e) Liability for the improper disclosure of any proprietary data contained in or referenced by any agreement shall rest with the parties to the agreement, and not the Government.

(f) All costs associated with the agreements are included in the negotiated cost of this contract. Agreements may be amended as required by the Government during the performance of this contract.

(g) The following contractors are associate contractors with whom agreements are required:

Contractor Address

Program/Contract

1. SAIC

100 Rialto Place, Suite 200

Atmosphere & Space Support

Melbourne, FL 32901

FA2521-05-C-8006

2. BAE Systems

3060 Venture Lane

AMATS

Melbourne, FL 32934

FA2521-05-D-8008

3. ENSCO, Inc.

4849 North Wickham Rd

AMATS

Melbourne, FL 32940

FA2521-05-D-8008

4. Zel Technologies, LLC 54 Old Hampton Lane

DOMINO

Hampton, VA 23669

FA2521-07-C-8006

6. General Dynamics/ISD 15000 Conference Center Drive

HHM402-10-C-0029

Chantilly, VA 20151

7. TBD

ANDSAS / TBD

8. TBD

EMAS / TBD

H-4 OCI IN OTHER ACQUISITIONS

(a) The following restrictions and definitions apply to prevent conflicting roles, which may bias the Contractor’s judgment or objectivity, or to preclude the Contractor from obtaining an unfair competitive advantage in concurrent or future acquisitions.

(1) Descriptions or definitions:

(i) “Contractor" means the business entity receiving the award of this contract, its parents, affiliates, divisions and subsidiaries.

(ii) “Development" means all efforts towards solution of broadly defined problems. This may encompass research, evaluating technical feasibility, proof of design and test, or engineering of programs not yet approved for acquisition or operation.

(iii) “Proprietary Information" means all information designated as proprietary in accordance with law and regulation, and held in confidence or disclosed under restriction to prevent uncontrolled distribution. Examples include limited or restricted data, trade secrets, sensitive financial information, and computer software; and may appear in cost and pricing data or involve classified information.

(iv) “System" means the system that is the subject of this contract.

(v) “System Life" means all phases of the system's development, production, or support.

(vi) “Systems Engineering” means preparing specifications, identifying and resolving interface problems, developing test requirements, evaluating test data, and supervising design.

(vii) "Technical Direction" means developing work statements, determining parameters, directing other Contractors' operations, or resolving technical controversies.

(2) Restrictions: The Contractor shall perform systems engineering and/or technical direction, but will not have overall contractual responsibility for the system's development, integration, assembly and checkout, or production. The parties recognize that the Contractor shall occupy a highly influential and responsible position in determining the system’s basic concepts and supervising their execution by other Contractors. The Contractor’s judgment and recommendations must be objective, impartial, and independent. To avoid the prospect of the Contractor’s judgment or recommendations being influenced by its own products or capabilities, it is agreed that the Contractor is precluded for the life of the system from award of a DoD contract to supply the system or any of its major components, and from acting as a subcontractor or consultant to a DoD supplier for the system or any of its major components.

(3) The Contractor may gain access to proprietary information of other companies during contract performance. The Contractor agrees to enter into company-to-company agreements to (1) protect another company’s information from unauthorized use or disclosure for as long as it is considered proprietary by the other company and (2) to refrain from using the information for any purpose other than that for which it was furnished. For information purposes, the Contractor shall furnish copies of these agreements to the Contracting Officer. These agreements are not intended to protect information, which is available to the Government or to the Contractor from other sources and furnished voluntarily without restriction.

Section I - Contract Clauses

CLAUSES INCORPORATED BY REFERENCE

CLAUSES INCORPORATED BY FULL TEXT

52.204-7 CENTRAL CONTRACTOR REGISTRATION (APR 2008)

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

Central Contractor Registration (CCR) database means the primary Government repository for Contractor information required for the conduct of business with the Government.

Data Universal Numbering System (DUNS) number means the 9-digit number assigned by Dun and Bradstreet, Inc. (D&B) to identify unique business entities.

Data Universal Numbering System +4 (DUNS+4) number means the DUNS number assigned by D&B plus a 4-character suffix that may be assigned by a business concern. (D&B has no affiliation with this 4-character suffix.) This 4-character suffix may be assigned at the discretion of the business concern to establish additional CCR records for identifying alternative Electronic Funds Transfer (EFT) accounts (see the FAR at Subpart 32.11) for the same parent concern.

Registered in the CCR database means that--

(1) The Contractor has entered all mandatory information, including the DUNS number or the DUNS+4 number, into the CCR database; and

(2) The Government has validated all mandatory data fields, to include validation of the Taxpayer Identification Number (TIN) with the Internal Revenue Service (IRS), and has marked the record ``Active''. The Contractor will be required to provide consent for TIN validation to the Government as a part of the CCR registration process.

(b)(1) By submission of an offer, the offeror acknowledges the requirement that a prospective awardee shall be registered in the CCR database prior to award, during performance, and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement resulting from this solicitation.

(2) The offeror shall enter, in the block with its name and address on the cover page of its offer, the annotation “DUNS” or “DUNS +4” followed by the DUNS or DUNS +4 number that identifies the offeror's name and address exactly as stated in the offer. The DUNS number will be used by the Contracting Officer to verify that the offeror is registered in the CCR database.

(c) If the offeror does not have a DUNS number, it should contact Dun and Bradstreet directly to obtain one.

(1) An offeror may obtain a DUNS number--

(i) Via the Internet at http://fedgov.dnb.com/webform or if the offeror does not have internet access, it may call Dun and Bradstreet at 1-866-705-5711 if located within the United States; or

(ii) If located outside the United States, by contacting the local Dun and Bradstreet office. The offeror should indicate that it is an offeror for a U.S. Government contract when contacting the local Dun and Bradstreet office.

(2) The offeror should be prepared to provide the following information:

(i) Company legal business.

(ii) Tradestyle, doing business, or other name by which your entity is commonly recognized.

(iii) Company Physical Street Address, City, State, and Zip Code.

(iv) Company Mailing Address, City, State and Zip Code (if separate from physical).

(v) Company Telephone Number.

(vi) Date the company was started.

(vii) Number of employees at your location.

(viii) Chief executive officer/key manager.

(ix) Line of business (industry).

(x) Company Headquarters name and address (reporting relationship within your entity).

(d) If the Offeror does not become registered in the CCR database in the time prescribed by the Contracting Officer, the Contracting Officer will proceed to award to the next otherwise successful registered Offeror.

(e) Processing time, which normally takes 48 hours, should be taken into consideration when registering. Offerors who are not registered should consider applying for registration immediately upon receipt of this solicitation.

(f) The Contractor is responsible for the accuracy and completeness of the data within the CCR database, and for any liability resulting from the Government's reliance on inaccurate or incomplete data. To remain registered in the CCR database after the initial registration, the Contractor is required to review and update on an annual basis from the date of initial registration or subsequent updates its information in the CCR database to ensure it is current, accurate and complete.