J&A_REDACTED.pdf

Justification and Approval (J&A) for Other Than Full and Open Competition

FOR OFFICIAL USE ONLY

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I. Contracting Activity.

United States Air Force AFLCMC/WVK (Special Duty) 3001 Staff Drive, Ste 1AF1104A Tinker AFB, OK 73145

DSN 334-6693

PR #: F3YCBG9028B006

II. Nature and/or description of the action being processed.

This Class Justification and Approval (J&A) authorizes use of other than full and open competition to obtain engineering support for the C-21A Aircraft (A/C) from the A/C manufacturer Learjet, Inc. DBA Bombardier Aviation Service. This Class J&A is appropriate for it will support multiple contract actions that will contain unpriced CLINs.

This is a new contract. The award shall be for a follow-on engineering support services contract to FA8106-10-C-0002, which will consist of a three-year basic, two three-year options, and one one-year option. FA8106-10-C-0002 was awarded Sole Source to Learjet Inc., Cage Code: 24210 on 31 Dec 09. The Period of Performance on the contract runs from 1 Jan 10 through the last option ending 31 Dec 19.

Due to being a commercial requirement, the proposed follow-on acquisition will utilize a Firm Fixed Price (FFP) contract type. The basic period will be 1 Jan 20 through 31 Dec 22, with options and the extension of services clause running out until 31 Dec 29. The expected award date of the follow-on contract is Oct 19, with an effective date of 1 Jan 20.

The purpose of this contract is to support the Government in maintaining Operational Safety, Suitability, and Effectiveness of the United States Air Force (USAF) C-21A fleet. The Contractor shall accomplish both "Recurring" and "Non-Recurring" services in support of the task requirements. “Recurring” services shall consist of but not be limited to 24-hour-in-flight-emergency technical assistance and will include program management, Learjet's engineering review and recommendation of service letters, status reports, service bulletins, and airworthiness directives. The contractor is also required to maintain all C-21A engineering data including A/C drawing, schematics, wiring diagrams and engineering reports. The contractor will be required to maintain and update technical order manuals, maintenance manuals, wiring manuals, illustrated parts catalogs and develop repairs and resolve deficiencies uncovered by the Operating Commands and their maintenance organizations. "Non-Recurring" services shall include but not be limited to engineering inquiries (request for engineering dispositions), investigation and evaluation of accidents and service related deficiencies, system and sub-system design engineering, prototyping and testing for modifications and replacement equipment, as well as Engineering Assignments (EA).

A "D" type contract for Indefinite Delivery Indefinite Quantity (ID/IQ) will be used to award this requirement due to the flexibility in obligating funds/fund realignments, the administrative advantage of closing out orders, and the successful use of this contract type historically for engineering service requirements.

The overall risk to the performance-based acquisition is assessed as low. The C-21A is a Commercial Derivative Aircraft (CDA) based upon the commercial Learjet 35A, with minimal design deviations implemented by Learjet to meet USAF requirements to supply passenger and cargo airlift support for military operations. This valuable insight and knowledge of the design, as well as Learjet's experience and expertise at dealing with engineering issues, makes Learjet more than capable of meeting USAF engineering support goal.

III. Description of supplies/services required to meet agency needs.

The total estimated maximum contract value for the basic and three options is $9.5M, including the additional 6-mo period for the option to extend services. Budget estimates were derived from historical data from the previous contract FA8106-10-C-0002. The ordering period for the basic and option years runs from 1 Jan 20 through 31 Dec 29.

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This is an acquisition for services. The services will be fully funded for the FFP requirements using 3400 (Operations and Maintenance) appropriations with the possibility of using 3010 (Procurement) and 3600 (RDT&E) appropriations. The ordering period for this contract will be 1 Jan 20 through 31 Dec 29. Approval for more than one fiscal year is required to ensure that there is no interruption in critical engineering services support and because there are no known feasible actions which could be implemented to develop future competition. Recurring services will be provided daily, with non-recurring services being approved by program management and the PCO, when identified as necessary.

Under the contemplated follow-on services contract, Learjet will provide the following services in sustainment of the C-21A program:

Contract Summary

Year Anticipated Ordering Estimated Dollars Basic Period (Years 1-3) Jan 20 - Dec 22 $2,614,902.90 Option I (Years 4-6) Jan 23 - Dec 25 $2,810,084.23 Option II (Years 7-9) Jan 26 - Dec 28 $3,023,364.14 Option III (Year 10) Jan 29 - Dec 29 $1,058,550.54 *Est. Total Contract Value Jan 20 - Dec 29 $9,506,901.81

CLIN Description Estimated Dollars X001 Recurring Engineering Services $1,100,532.41 X002 Non-Recurring Engineering Services $1,500,000.00 X003AA Non-Recurring Services (Urgent) $2,579,372.85 X003AB Non-Recurring Services (Routine) $3,439,163.79 X005 Technical Publication $687,832.76 X008 Over & Above $200,000.00

*Note: As this is a 10-year contract, FAR 52.217-8 -- Option to Extend Services, will not be utilized if all options are exercised. Therefore, the estimate for the 6-month extension is embedded within the option years. If the option to extend services is utilized, the 6 month value will be estimated at $529,275.27

IV. Statutory authority permitting other than full and open competition.

10 USC 2304(c)(1), as implemented by FAR 6.302-1(a)(2)(iii), with an application pursuant to FAR 6.302-1(b)(2), Only One Responsible Source.

V. Demonstration that the contractor's unique qualifications or nature of the acquisition requires the use of the authority cited above (applicability of authority).

This is a "highly specialized" service. Due to the proprietary nature of the requirement, full and open competition to acquire sustaining engineering services for the C-21A is not possible. Only the A/C manufacturer, Learjet, is capable of providing the required support to the Air Force due to the lack of availability of the highly specialized design and engineering data in the competitive market. Learjet designed and developed the C-21A and, as a result, is the only source for historical, developmental, design, qualification and test data required to perform the sustaining engineering function. As a Contractor Logistics Support (CLS) A/C, the C-21A was originally leased. The Government does not own any of the data rights. The data rights were not purchased during the original procurement, as the A/C came off the line as a Lear-35A commercial A/C. This saved the Government developmental costs (estimated in the multi millions) up front with the intent to leverage the Federal Aviation Administration (FAA) process from design to maintenance, reducing the logistical footprint for the entire program. The Government inquired about the purchase of data rights during a recent Sources Sought Synopsis (SSS) and the contractor stated on 31 Aug 18 "they are not planning to sell the data". Therefore, this acquisition will be a follow-on contract for the continued performance of a highly specialized service.

These A/C are FAA certified and must be managed in accordance with Air Force Policy Directive (AFPD) 62-6 USAF Airworthiness. These policies direct that modifications to CDA meet FAA airworthiness standards by receiving a

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Supplemental Type Certification (STC). To achieve this certification standard, impacts of the modification on the original airworthiness must be determined. This requires that either the OEM (Learjet) develop/review modifications, or that extensive reverse engineering of the basic A/C be undertaken. The granting of responsibility of C-21A engineering to an entity other than Learjet, would increase the risk to the program, and re-engineering the C-21A platform in order to generate such engineering data would be cost prohibitive. To re-engineer an A/C, the C-21 Program Office would have to contract with a qualified company to do the work. This would take three or more years for which to prepare, to complete source selection and to award the contract. The Government would have to provide an A/C to reverse-engineer. Once an A/C is procured, the contractor would perform numerous requirements to reverse engineer the A/C. These requirements consist of but are not limited to disassembling the A/C structure and its systems, accomplishing destructive testing and cross-checking data against service bulletins regarding modifications. The contractor would need to obtain historical data collected by Learjet and develop the technical data. Additional costs may include A/C transportation to a contractor's facility and the procurement of parts for re-engineering.

Based off of the high volume of efforts involved in reverse engineering, it is estimated based on calculations made by government engineers to cost in excess of $20M and would take approximately 5 years to replicate accurate data. With a fleet size of 19 A/C that is estimated to remain in service for only another 10 years, and based on the project maximum estimate of $9.5M, it would not be economical nor in the best interest of the Government to reverse-engineer a C-21A A/C.

Other companies cannot simply obtain the engineering data (i.e. engineering drawings, stress analyses, durability and damage tolerance analysis, thermal and electrical margins, other documentation, etc.) needed to provide adequate engineering support. Learjet refuses to sell engineering data to a third party of the Government. Learjet stated this in their RFI response dated 31 Aug 18.

AFLCMC/WVV believes that award to any other source would result in substantial duplication of cost to the Government that is not expected to be recovered through competition and unacceptable delays in fulfilling the Air Force's requirement. This follow-on contract is expected to run until the retirement of the A/C , which is projected in 2030. The time and effort to duplicate engineering data in support of an A/C which is at its final stages of use, is not seen as utilizing monies efficiently and economically.

Accordingly, Learjet is the only firm capable of providing the services described in Section III above without USAF experiencing substantial duplication of cost that could not be expected to be recovered through competition and unacceptable delays in fulfilling its requirements.

VI. Description of efforts made to ensure that offers are solicited from as many potential sources as practicable.

For this requirement, and in accordance with (IAW) FAR 5.201, a Sources Sought Synopsis (SSS) was posted onto Federal Business Opportunities (FBO) on 30 Jul 18 under solicitation FA8106-18-R-0002. The SSS was utilized to collect data for the possibility of utilizing a third party. Description of recurring and non-recurring services include investigation and evaluation of accidents and service related deficiencies, system and sub-system design engineering, prototyping and testing for modifications and replacement equipment. The contractor will be required to maintain and update technical order manuals, maintenance manuals, wiring manuals, illustrated parts catalogs and develop repairs and resolve deficiencies uncovered by the Operating Commands and their maintenance organizations. The contractor is also required to maintain all C-21A engineering data including A/C drawings, schematics, wiring diagrams and engineering reports. The SSS closed 31 Aug 18.

This requirement will be synopsized in http://www.fedbizopps.gov as a notice of proposed contract action IAW FAR

5.201. Expected date of publication is Apr 19.

Other Actions & Qualifying Country Sources: None

Responses received from the RFI are as follows:

1. GRI Technology Solutions, LLC.

951 Mariner's Island Blvd, Suite 300

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San Mateo, CA 94404 Cage Code: 4FDC9 POC: Charlotta Gigliotti, CEO

2. AVTRAC UK, LTD.

Manor Place, Manor Royal Crawley, West Sussex, RH109PY, United Kingdom Cage Code: U09S7 POC: Adam Belusko, Sales & Business Development

3. RV Global Solutions, Inc.

247 E Front St.

Trenton, NJ 08611-1717 Cage Code: 6TC84 POC: Rahul Gangu, President

4. Learjet, DBA: Bombardier Aviation Services (OEM) 1 Learjet Way Wichita, KS 67209-2924 Cage Code: 24210 POC: Steven Kelley

Based on the market research conducted, none of the companies outside of the OEM can obtain proprietary data from Learjet to fulfill the requirements stated. Learjet's refuses to sell, lease, or license the use of this data to other entities.

As a result, Learjet is the only company who can perform sustaining engineering functions for the C-21A A/C.

VII. Determination by the Contracting Officer that the anticipated cost to the Government will be fair and reasonable.

The Contracting Officer will ensure that the requirement will be negotiated at a fair and reasonable price to the Government. The sustaining engineering support will be based on FFP line items as this is a commercial requirement.

The contractor may have to submit other than certified cost and pricing data which shall be subject to review by the Procuring Contracting Officer (PCO). Detailed documentation and justification of price reasonableness will be disclosed in the official Price Negotiation Memorandum which will be completed upon conclusion of negotiations.

VIII. Description of the market research conducted and the results, or a statement of the reasons market research was not conducted.

The Government conducted market research to gather data needed for acquisition strategy development. A Sources Sought Synopsis (SSS) was posted to Fed Biz Ops (FBO) to determine if sources other than the OEM were capable of providing the C-21A engineering support requirement. Four vendors responded to the SSS and questionnaire to providing the support (Learjet, Avtrac UK LTD, GRI Technology Solutions LLC, and RV Global Solutions Inc). Learjet owns the design and engineering data; therefore, questions were posed as to the ability to obtain access to OEM data needed for sustaining engineering support of the C-21A. Following the issuance of SSS questions on 30 Jul 18, the three interested vendors outside from the OEM, failed to provide evidence of the ability to obtain access to OEM data.

No other interested party has responded or expressed an interest to date.

Techniques used for conducting market research included the following:

Contacting knowledgeable individuals in Government and industry regarding market capabilities to meet requirements.

Reviewing the results of recent market research undertaken to meet similar or identical requirements.

Publishing formal requests for information.

Learjet expressed their unwillingness to release the proprietary data to a third party. The OEM responded on 31 Aug 18 stating "We are the OEM and are not planning on selling the data". Based on these findings, the Government team

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IX. Any other facts supporting the use of Other Than Full and Open Competition.

Sustaining engineering services are considered commercial services; however, the detailed design data and analyses are proprietary to Learjet and must be procured directly from them. Rights to all the design data are proprietary to Learjet and/or its subcontractors and suppliers, and Learjet is not willing to license out its drawings or data to third parties. Only the A/C manufacturer, Learjet, possesses the unique skills, expertise and experience with the commercial derivative A/C to perform the required sustaining engineering function. Competition is neither available nor feasible for a commercial bid package. Learjet owns the detailed design data and remains the only source capable of providing the required sustaining engineering services support for the C-21A A/C. The government realizes that it has unlimited rights to form, fit, and function data (including source qualification data) as well as data related to operation, maintenance, installation, and training. However, such rights are insufficient to satisfy the current need. Access to detailed design data, drawings, schematics, wiring diagrams and engineering reports is necessary to accomplish the tasks. Efforts by the government to acquire a license from the OEM have been unsuccessful. The most recent attempt occurred on 30 Jul 18 in response to questions with RFI. The OEM responded on 31 Aug 18 stating "We are the OEM and are not planning on selling the data".

X. List of any sources that expressed, in writing, an interest in the acquisition.

Learjet, Inc. DBA: Bombardier Aviation Services (OEM) Cage Code: 24210 ; DUNS: 007234313 1 Learjet Way, Wichita, KS 67209-2924 POC: Steven Kelley (520) 746-5361 Large Business

GRI Technology Solutions, LLC Cage Code: 4FDC9 ; DUNS: 780080896 951 Mariner's Island Blvd - Suite 300, San Mateo, CA 94404 POC: Charlotta Gigliotti, CEO (408) 896-7005 Economically Disadvantaged Women-Owned Small Business (EDWOSB); Women Owned Small Business (WOSB)

RV Global Solutions, Inc. Cage Code: 6TC84 ; DUNS: 030990136 247 E Front St, Trenton, NJ 08611-1717 POC: Rahul Gangu, President (732) 802-0009 Small Business 8(a)

AVTRAC UK, LTD Cage Code: U09S7 ; DUNS: 772676524 Manor Place, Manor Royal, Crawley, West Sussex, RH109PY, United Kingdom POC: Adam Belusko, Sales & Business Development (405)708-6947 Small Business (SB)

See Section VI for more detail.

XI. A statement of the actions, if any, the agency may take to remove or overcome any barriers to competition before making subsequent acquisitions for the supplies or services required.

As a result of continued refusal by the Sole Source contractor to provide or license data as well the duplication of cost of developing additional sources per Section V and IX, there are no known additional actions which can be taken to remove barriers to competition and therefore, specific actions and milestones cannot be established.

Per PGI 206.304(a)(S-70) - As indicated by signature on the Coordination and Approval Document, the previous J&A has been reviewed and the Approval Authority determines that all stated actions to remove barriers to competition have been accomplished.

Other supporting information: The previous J&A, dated 21 Jan 09, stated the acquisition would be synopsized for

March 2018 FOR OFFICIAL USE ONLY Page 7 of 7 subcontracting opportunities. An RFI was posted on FBO 4 Feb 09 announcing the government's intent to award an engineering services contract to Learjet. By doing so, this provided opportunities for other companies to reach out to Learjet for potential work. However, it is the Government's understanding that Learjet conducts all of its workload within its division. For example, tech data work is performed in their division in Wichita, KS. Engineering work is accomplished in their division located in Tucson, AZ.

Learjet is the OEM for the entire Lear 35/35A fleet. As such, they provide engineering assistance for hundreds of A/ C, both private and commercial. In comparison, the C-21A fleet is 19 A/C strong. The purpose of having Learjet provide engineering support is to leverage its services to commercial customers. The USAF does not have any leverage to influence who Learjet subcontracts to.

XII. Certification by the Contracting Officer.

The contracting officer's signature on the Coordination and Approval Document evidences that he/she has determined this document to be both accurate and complete to the best of his/her knowledge and belief.

XIII. Certification by the technical/requirements personnel.

By their signatures on the Coordination and Approval Document, the technical and/or requirements personnel have certified as accurate and complete all supporting data, which is their responsibility, contained herein IAW FAR 6.303-2(c).