CNS_ATM_SATCOM_J_and_A_PEO_Signed_Redacted.pdf

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

FOR OFFICIAL USE ONLY

FOR OFFICIAL USE ONLY13 Sep 2017

NOTE: If a Justification and Approval was approved for the preceding acquisition, a copy of the approved J&A for the predecessor action must be included in the staff package for approval of the instant J&A. This applies to J&A staff packages that are submitted for review and approval at a level above the contracting officer. The predecessor J&A will be used as a reference document by the approving official.

Is this a new or amended J&A Document? New Amended ( Prior to Award Only! )

Contracting Activity: AFLCMC/WLSK, C-5M Program Office

Purchase Request / Local ID Number: To Be Determined (TBD)

Program / Project (and PE, if applicable): C-5M Communication, Navigation, Surveillance / Air Traffic Management (CNS/ATM) Production Program

Program Type (PEO or Other Contracting): PEO

Authority: 6.302-1 – 10 USC 2304(c)(1), Only One Responsible Source and No Other Supplies or Services Will Satisfy Agency Requirements

J&A Type: Class Individual

COORDINATION (AFFARS 5306.304(a) )

Date

05 Mar 2018

Program Manager

Signature

Date

06 Apr 2018

Contracting Officer

Date

10 Apr 2018

Local Legal Reviewer

17 Apr 2018

System Program Manager

19 Apr 2018

Chief of the Contracting Office (COCO)

26 Apr 2018

Competition Advocate AF Life Cycle Management Center

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APPROVAL (AFFARS 5306.304(a) )

Date Program Executive Officer for Mobility

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I. Contracting Activity.

C-5M Super Galaxy Division (AFLCMC/WLS), 2275 D Street, Building 16, Wright-Patterson Air Force Base (AFB), Ohio 45433-7239

This is an individual Justification and Approval for Other Than Full and Open Competition (OTF & OC). The Purchase Request (PR) number for this action is To Be Determined (TBD).

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

AFLCMC/WLS requests authority to acquire supplies, services and data, as identified in this document, using OTF & OC prescribed by 10 United States Code (USC) 2304(c)(1) and implemented by Federal Acquisition Regulation (FAR) 6.302-1(a) (2)(ii), only one responsible source and no other supplies and services will satisfy agency requirements. This J&A only applies to procuring the replacement Honeywell Multi-Channel Satellite Communications System suite (MCS-7120) line replaceable units (LRUs), spares, Interim Contractor Support (ICS) and associated items. The supplies, services (ICS) and data are deemed to be available only from the Original Equipment Manufacturer (OEM), Honeywell Limited (Ltd.), for interfacing with and maintaining the C-5M Super Galaxy aircraft with the commercial off the shelf (COTS) civilian Inmarsat Satellite Communication (SATCOM) System.

This contract action will result in the award of a FAR Part 12 Firm Fixed Price (FFP) contract. There will be a base year (Lot 1) and two one-year options (Lots 2 and 3) for the supplies. ICS will include a base year (Lot 2) and two one-year options. The contract period for supply deliveries is up to 42 months (November 2019 through April 2023), starting with the base year. The contract period for ICS starts with the Lot 2 procurement, approximately in July 2020 through April 2024.

The C-5 CNS/ATM is an ACAT III Program which was broken up into an EMD Phase and Production Phase. The C-5M CNS/ATM Upgrade Program is currently in the EMD acquisition phase and is contracted sole-source to Lockheed Martin Aeronautics Company (LM), Marietta, Georgia. Under the EMD Statement of Work (SOW), LM is responsible to develop and document a design modification that complies with the Inmarsat SATCOM replacement requirements in the USG-provided System Requirements Document (SRD). The action herein is an initial direct sole source contract with Honeywell for the Production Phase, to procure the same items as under the EMD phase. The sole source contract is driven by Honeywell Ltd.'s proprietary ownership of data rights and drawings, which cannot be produced, substituted or maintained by another company.

The COTS SATCOM equipment selected during the Engineering, Manufacturing Development (EMD) acquisition phase of the overarching C-5M CNS/ATM Upgrade Program, contains USG-directed part numbers (P/Ns) produced by a Honeywell division in Canada. Following successful completion of EMD acquisition phase activities, this COTS SATCOM equipment will be installed on the remaining C-5M aircraft during the Production and Deployment (P&D) acquisition phase and as a part of this specific C-5M CNS/ATM Production Program effort.

In accordance with (IAW) Defense Federal Acquisition Regulation Supplement (DFARS) 225.870 and Program Guidance Information (PGI) 225.870, the Canadian Commercial Corporation (CCC), a Canadian government agency, will award and administer contracts with contractors located in Canada. The Department of National Defence (Canada) will perform any necessary contract quality assurance and/or acceptance, as applicable. CCC will serve as the prime contractor on this effort, while Honeywell Ltd., the OEM, will serve as the subcontractor to CCC.

This effort will be awarded to: Honeywell Ltd., a subsidiary of Honeywell International, Incorporated (Inc.)

400 Maple Grove Road Ottawa, Ontario K2V 1B8 Canada Commercial and Government Entity (CAGE) Code: 38473 Large Business

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

This effort will provide acquired supplies, as Government Furnished Property (GFP), and maintenance services (ICS) necessary to support the overarching United States Air Force (USAF) C-5M CNS/ATM Production Program. ICS is the temporary contractor support that will consist of OEM managing resources, repair and technical data for the applicable assets during the life of the contract. ICS will include direct and indirect services supporting inspection, troubleshooting, and repairing applicable MCS-7120 Multi-Channel Satellite Communications System components and spares. This C-5M upgrade program is driven by multiple civil and military mandates, including; replacing the existing legacy COTS Inmarsat Aero-I SATCOM System with Inmarsat Aero-H+ and SwiftBroadband capabilities, replacing the AN/ARC-210 Generation 3 Radio with the AN/ARC-210 Generation 5 Radio, adding Automatic Dependent Surveillance Broadcast (ADS-B) Out integration and adding Identification, Friend or Foe (IFF) Mode 5 capabilities.

Inmarsat's existing third generation satellites (I-3) which currently provide the C-5M fleet with Aero-I SATCOM services, has diminished functionality starting in 2016 due to degrading satellite orbits. Aero-I services are used to provide oceanic Controller/Pilot Data Link Communications (CPDLC) to Air Traffic Control (ATC) and communication with AMC's Global Decision Support System for command and control of mobility airlift and air refueling assets. It also allows constant communication with civilian ATC during trans-oceanic flights. Migration to newer communication services requires an upgrade from the current C-5M SATCOM avionics hardware suite.

The C-5M CNS/ATM Upgrade Program is currently in the EMD acquisition phase and is contracted sole-source to Lockheed Martin Aeronautics Company (LM), Marietta, Georgia. Under the EMD Statement of Work (SOW), LM is responsible to develop and document a design modification that complies with the Inmarsat SATCOM replacement requirements in the USG-provided System Requirements Document (SRD). The SRD stipulates that C-5M modified aircraft shall provide Inmarsat Aero-H+/SwiftBroadband capabilities by utilizing the COTS Honeywell MCS-7120 Multi- Channel Satellite Communications System, AMT-3800 High Gain Antenna and Diplexer/Low Noise Amplifier. Two C-5M Super Galaxy aircraft will be fitted with this equipment and will be tested during EMD phase activities. The remaining 50 C-5M Super Galaxy aircraft will be modified during P&D acquisition phase activities of the C-5M CNS/ATM Production Program. ICS will apply to all 52 C-5M modified aircraft, including the two aircraft modified during EMD.

This J&A only applies to procuring the replacement Honeywell MCS-7120 Multi-Channel Satellite Communications System suite line replaceable units (LRUs), spares, ICS and associated items, as specified below.

Nomenclature OEM P/N

HD-710 Satellite Data Unit (SDU) 1252-A-3800-01 AMT-3800 High Gain Antenna 1242-A-0010-21 Diplexer/Low Noise Amplifier (DLNA) 1242-A-0006 Antenna Interface Mount (AIM) SCD-90406116

Replacing existing SATCOM LRUs and associated items on the C-5M aircraft is necessary because the civilian satellite service provider, Inmarsat, Inc., is upgrading their satellite constellation and will no longer support the legacy I-3 satellite constellation after calendar year (CY) 2023, due to Diminishing Manufacturing Sources and Material Shortage issues. The upgraded SATCOM units are COTS items developed exclusively at private expense by Honeywell Ltd.

Replacement LRUs and associated items are form, fit and function with the legacy LRUs, while providing the necessary interfaces between the C-5M aircraft and the newer Inmarsat-5 satellite constellation. This contract will supply C-5M MCS-7120 suite LRUs and associated items as GFP for Group B equipment installation and spares, while two other separate contracts (not included as part of this J&A) will provide the remaining components to the installation facility, Warner Robins - Air Logistics Complex (WR-ALC), for subsequent C-5M modification. Also, this contract will provide ICS to maintain the C-5M MCS-7120 suite LRUs and associated items for all 52 modified aircraft. Lastly, this contract will supply C-5M MCS-7120 suite LRUs and associated items as GFP, for upgrading C-5M Aircraft Maintenance System Trainers (AMSTs), as managed under a separate contract by the Agile Combat Support Directorate, Simulators Division, AFLCMC/WNS.

Honeywell Ltd. will be responsible for delivering the new SATCOM LRUs and associated items on-time, to a to be determined (TBD) kitting contractor, under a separately awarded competitive small business set-aside contract by AFLCMC/WLS. Honeywell Ltd. must start deliveries of the new SATCOM LRUs and associated items to the kitting contractor not later than 07 November 2019, to support aircraft modifications starting on 07 January 2020 and ending

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FOR OFFICIAL USE ONLY13 Sep 2017 in the third quarter of CY 2023. Late deliveries will result in delays to aircraft modification at WR-ALC and will directly impacting fleet aircraft availability and mission capabilities. Honeywell Ltd. will also be responsible for delivering new SATCOM LRUs and associated items on-time to a TBD contractor, under a separately awarded contract by AFLCMC/ WNS for upgrading the aforementioned C-5M AMSTs. Lastly, Honeywell Ltd. will be responsible for providing ICS of the acquired SATCOM LRUs and associated items under this contract and to include those previously acquired during EMD.

ICS needs to be accomplished by Honeywell Ltd. as they maintain proprietary ownership of all technical data rights and drawings, which cannot be produced, substituted, or maintained by another company without substantial duplication of cost.

Requirements for this effort and CLINs include: a suite of Group B LRUs and associated items for subsequent aircraft modification and AMST upgrades; spares, ICS, and program management and systems engineering data.

he expected delivery period of performance is up to 57 months after contract award (projected July 2019 -

April 2024), including procurement options. Funding for this effort will include Fiscal Year (FY) 2019 - 2021, Procurement 3010 appropriations to acquire the C-5M MCS-7120 suite LRUs, ICS, spares and data. In order to comply with full-funding rules, LRUs will be procured with FY 2019 - FY 2021 3010 appropriations. A complimenting set of spares, both initial and those for Readiness Spare Packages, will be procured in each aforementioned FY, as required.

The Lot 1 quantities include two additional SATCOM LRU and associated items shipsets, for upgrading two separate C-5M AMSTs. Similarly, ICS will be procured annually with 3010 appropriations, starting with FY 2020 appropriations, coincident with the Lot 2 procurement, followed by FY 2021, FY 2022 , and FY 2023.

Approval for more than one FY is needed in order to modify the C-5M fleet to the upgraded CNS/ATM configuration.

Complete C-5M CNS/ATM modification kits will be procured over four years, and installed on the remaining 50 aircraft starting in January 2020, with final installation completing in the third quarter of CY 2023. C-5M aircraft must be modified by the end of CY 2023 to continue operations in preferred oceanic and international airspace.

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

10 USC 2304(c)(1) as implemented by FAR 6.302-1(a)(2)(ii), Only One Responsible Source and No Other Supplies or Services Will Satisfy Agency Requirements, required by FAR 6.303-2(b)(4).

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

Subsection l Honeywell Ltd. designed the current avionics suite compatible with the Inmarsat SATCOM System and conducted previous C-5 legacy integration efforts under the C-5 Avionics Modernization Program (AMP), with all other interfacing aircraft subsystems for complete functionality and operation. No other source has an Inmarsat-compatible suite of replacement LRUs and associated items that are form, fit and function nor can provide the ICS for those LRUs. The current C-5M Inmarsat SATCOM System LRUs are indicated below and are being replaced with the MCS-7120 Multi- Channel Satellite Communications System LRUs, as detailed in Section III.

Nomenclature OEM P/N

SD-700 SDU 7516118-24010

CMA-220 SATCOM IGA Antenna 7516194-901

DLNA 7516193-901

Honeywell Ltd., as a subcontractor to LM, originally designed the current Inmarsat LRUs and associated items during the C-5 AMP, which then established the baseline configuration for interfacing with the Inmarsat satellite constellation.

As stated in Section III, a new functional baseline configuration for the C-5M CNS/ATM Upgrade Program was used during EMD. Therefore, these replacement Inmarsat LRUs and associated items are a highly specialized system developed through a series of upgrades and modifications that based upon Honeywell Ltd.'s proprietary ownership of data rights and drawings, cannot be produced, substituted or maintained by another company without substantial duplication of cost and unacceptable delays to the C-5M CNS/ATM Production Program.

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The USAF has not acquired the commercial data to provide to a third party in order to source new suppliers. The agency's minimum needs can only be satisfied by the supplies, services and data available from Honeywell Ltd.'s unique capabilities and intellectual property used in designing, upgrading and maintaining the C-5M MCS-7120 Inmarsat LRUs and associated items. Therefore, this acquisition is for production of highly specialized equipment and services.

Subsection 2 Award to any other source would result in substantial duplication of cost to the USG that is not expected to be recovered through competition and unacceptable delays in fulfilling USAF requirements.

In order to develop a new source for the C-5M Inmarsat LRUs and associated items, a complete redesign of the interfacing and integrated architecture with the aircraft's Core Mission Computer (CMC) would require compatibility and integration with multiple subsystems on the aircraft. The cost of the original contract for the C-5 AMP EMD program was approximately , while the total development cost for the C-5M CNS/ATM Upgrade Program was

, of which 20% of the effort involved the design, verification, validation, certification and testing of the C-5 Inmarsat LRUs and associated items. Based on the cost of the original design, the cost of a new development effort is estimated to be a minimum of based on the initial C-5M CNS/ATM EMD costs, and for production.

This estimate includes redesign, retrofitting, validation, verification, certification and testing of new C-5M Inmarsat LRUs and associated items, and reintegrating all affected C-5M subsystems. The estimated would be a significant duplication of cost to the USAF. For example, major activities associated with designing a form, fit, and function replacements would include: redesigning CMC interfacing software, integration design costs, airworthiness certification, engineering drawings, developmental testing, integration testing, environmental testing for the LRUs, flight testing, operational testing, technical data development, logistics supply chain management, production of LRUs, development and/or production support equipment, flight and maintenance manual development (including Technical Orders), and aircrew and maintenance personnel training. Further, sourcing a new suite of C-5M Inmarsat LRUs would result in duplication of costs to update C-5M training devices, including Weapon System Trainers (WSTs) and AMSTs. Lastly, all C-5M System Integration Laboratories (SILs) would require upgrades at Robins AFB, Honeywell Ltd., and LM.

In addition, a schedule slip of five to eight years would be expected, not including procurement and production delays, based on estimated time for LRU design and associated Operational Flight Program (software) development (five years), SIL design and delivery (three to five years), test, certification (one to two years), and trainer(s) upgrade efforts (two years). Again, any schedule slip in modifying aircraft with those LRUs already accepted by the USG will culminate in C-5M aircraft being denied to operate in preferred oceanic and international airspace, greatly adding time to sortie durations and increased fuel costs.

Subsection 3 Accordingly, Honeywell Ltd. is the only firm capable of providing the supplies and services described in Section III above, without the USAF experiencing substantial duplication of costs that could not be expected to be recovered through competition and unacceptable delays in fulfilling its requirements.

Based on the above, use of any other source would substantially duplicate cost to the USG (estimated developmental cost and procurement cost) that is not expected to be recovered through competition, and result in an unacceptable five-to-eight-year delay to meeting AMC requirements for the overarching C-5M CNS/ATM Upgrade Program, and culminating with C-5M aircraft being denied to operate in preferred oceanic and international airspace.

Any impact to the operations of the C-5M aircraft will critically impact the DoD's strategic airlift capability.

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

The techniques employed in market research for the C-5M CNS/ATM Upgrade Program include: assessment of market capabilities to meet requirements for this upgrade including a Sources Sought Synopsis (SSS) to industry to assess capable contractors; review of recent similar efforts (e.g. C-5M CMC/Weather Radar Upgrade Program); survey of OEM facilities and/or laboratories; review of large and small businesses in the aviation industry; and review of organic capabilities and contacts within both industry and the USG.

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The C-5M CNS/ATM Production Program posted a Sources Sought notice, to include the ICS, kitting and Inmarsat SATCOM System, to industry via the USG-wide point of entry, Federal Business Opportunities (FedBizOpps), on 27 February 2017, which resulted in four responses including two from small business companies ( and two large businesses ( ). The C-5M CNS/ATM Production Program posted an additional Request for Information (RFI) notice to industry via FedBizOpps, on 20 December 2017, which resulted in three responses; two from the same small businesses that expressed interest on the 27 February 2017 RFI (

, and one from an additional small business company which had not previously expressed interest ( ). All of the above small businesses were deemed capable of meeting the kitting requirement; however, none of the small businesses were able to provide the Inmarsat SATCOM System components.

The kitting requirement will be accomplished via a separately awarded competitive small business set-aside contract by AFLCMC/WLS. Furthermore, all the small businesses that responded to the SSS and RFI indicated that they would need to contract directly with Honeywell Ltd. for the Inmarsat SATCOM System components and ICS.

In addition to SSS and RFI, the C-5 Enterprise assessed the market via Industry Days, held 25-26 July 2017 in Kettering, Ohio. Over 30 companies participated in general sessions and eight companies met with the C-5M CNS/ATM Integrated Product Team for one-on-one sessions (

). As a result of the Industry Days, the USG noted that none of these companies were able to provide the Inmarsat SATCOM System components, apart from Honeywell, Inc. Furthermore, all the small businesses that the USG met with indicated that they would need to contract directly with Honeywell Ltd. for the Inmarsat SATCOM System components and ICS. Though these efforts resulted in Honeywell as the only responsible source for these SATCOM components, it was determined there was adequate competition to separately award a competitive small business set-aside contract for the kitting effort that will integrate the parts required for the C-5M CNS/ATM aircraft modification kits.

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

The overall cost of this acquisition will be fair and reasonable to the USG. IAW DFARS 225.870 and PGI 225.870, the CCC will award and administer contracts with contractors located in Canada. The proposed skill mix of labor, labor hours, type, and quantities of material, other direct cost, and direct/indirect rates will be evaluated. The final contract price will be negotiated IAW procedures similar to those applicable in FAR Part 12, to ensure that prices to the USG are fair and reasonable.

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

As described in paragraph VI above, market research, IAW FAR Part 10, was conducted by a SSS, RFI and Industry Day of the proposed acquisition, advising industry of the pending acquisition and soliciting inquiries from interested parties.

In summary, the results of the market research concluded that any potential contractor would contract directly with Honeywell Ltd. to obtain the Inmarsat SATCOM System components. Also, the market research techniques conducted and the results are provided in detailed within the Market Research Report.

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

The C-5 AMP contract was originally started and developed in 1998 as a Total Integrated System Performance Responsibility competitive contract, based on the philosophy of utilizing commercial software technology. Existing commercial avionics software systems were to be used to upgrade the C-5 fleet. Since the original contracts were not developed for the USG to retain unlimited rights of the technical data, the USG does not possess the rights to any data that would allow for competitive sourcing of these services. Level III product drawings, formal acceptance test plans and procedures, software, software design documentation, development environments, software tool sets, and full system and/or subsystems specifications were not procured. The technical data required under the scope of this effort

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FOR OFFICIAL USE ONLY13 Sep 2017 is proprietary to Honeywell Ltd. for the production and sustainment of C-5 aircraft. Due to these circumstances Honeywell Ltd. is the sole company capable of providing the Inmarsat SATCOM System and ICS, necessary to satisfy the USG's requirements.

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

See Section VI above.

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.

In order to improve opportunities for competition for the C-5M CNS/ATM Production Program as a whole, providing Honeywell Ltd. components as GFP and associated ICS, will remove a barrier to competition and allow more small business companies to propose to the new competitive solicitation that will integrate the parts required for the C-5M CNS/ATM aircraft modification kits.

Any effort to transition the C-5M Inmarsat LRU components to a competitive environment would require re-engineering all items from the bottom-up and ensure the USG has unlimited or government purpose rights to the technical data and software. Based upon the estimated procurement costs in excess of , the transition to competition is cost prohibitive. (refer to Section V)

XII. Certification by the Contracting Officer.

As evidenced by my signature above, I have determined this document to be both accurate and complete to the best of my knowledge and belief.

XIII. Certification by the technical/requirements personnel.

As evidenced by my (our) signature(s) above, I (we) certify that any supporting data contained herein, which is my (our) responsibility, is both accurate and complete.