Attachment 13 - Updated List of Provisios and Clauses.pdf

DOCUMENT NUMBER

FA865021S1180

CLAUSES INCORPORATED BY REFERENCE

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SECTION

252.203-7000 Requirements Relating to Compensation of Former DoD Officials.

2011-09 SEC I

252.203-7001 Prohibition on Persons Convicted of Fraud or Other Defense- Contract-Related Felonies.

2023-01 SEC I

252.203-7002 Requirement to Inform Employees of Whistleblower Rights. 2022-12 SEC I 252.203-7003 Agency Office of the Inspector General. 2019-08 SEC I 252.203-7004 Display of Hotline Posters. 2023-01 SEC I

252.203-7005 Representation Relating to Compensation of Former DoD Officials.

2022-09 SEC K

252.204-7000 Disclosure of Information. 2016-10 SEC I 252.204-7003 Control of Government Personnel Work Product. 1992-04 SEC I 252.204-7006 Billing Instructions-Cost Vouchers 2023-05 SEC G

252.204-7008 Compliance with Safeguarding Covered Defense Information Controls.

2016-10 SEC K

252.204-7018 Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services.

2023-01 SEC I

252.204-7022 Expediting Contract Closeout. 2021-05 SEC I 252.204-7024 Notice on the Use of the Supplier Performance Risk System. 2023-03 SEC L 252.205-7000 Provision of Information to Cooperative Agreement Holders. 2024-10 SEC I

252.209-7004 Subcontracting with Firms that are Owned or Controlled by the Government of a Country that is a State Sponsor of Terrorism.

2019-05 SEC I

252.215-7002 Cost Estimating System Requirements. 2025-01 SEC I

252.215-7013 Supplies and Services Provided by Nontraditional Defense Contractors.

2023-01 SEC L

252.222-7006 Restrictions on the Use of Mandatory Arbitration Agreements. 2023-01 SEC I

252.223-7006 Prohibition on Storage, Treatment, and Disposal of Toxic or Hazardous Materials.

2014-09 SEC I

252.225-7003 Report of Intended Performance Outside the United States 2025-10 SEC L

252.225-7004 Report of Intended Performance Outside the United States and Canada -Submission after Award.

2024-07 SEC I

252.225-7012 Preference for Certain Domestic Commodities. 2022-04 SEC I 252.225-7048 Export-Controlled Items. 2013-06 SEC I

252.225-7055 Representation Regarding Business Operations with the Maduro Regime.

2022-05 SEC K

252.225-7056 Prohibition Regarding Business Operations with the Maduro Regime.

2023-01 SEC I

252.225-7057 Preaward Disclosure of Employment of Individuals Who Work in the People's Republic of China.

2022-08 SEC K

252.225-7058 Postaward Disclosure of Employment of Individuals Who Work in the People's Republic of China.

2023-01 SEC I

252.225-7059 Prohibition on Certain Procurements from the Xinjiang Uyghur Autonomous Region-Representation.

2023-06 SEC K

252.225-7060 Prohibition on Certain Procurements from the Xinjiang Uyghur Autonomous Region.

2023-06 SEC I

252.226-7001 Utilization of Indian Organizations, Indian-Owned Economic Enterprises, and Native Hawaiian Small Business Concerns.

2023-01 SEC I

252.226-7003 Drug-Free Work Force. 2024-08 SEC I

252.227-7013 Rights in Technical Data-Other Than Commercial Products and Commercial Services.

2025-08 SEC I

252.227-7016 Rights in Bid or Proposal Information. 2025-01 SEC I 252.227-7025 Limitations on the Use or Disclosure of Government-Furnished 2025-01 SEC I 252.227-7030 Technical Data-Withholding of Payment. 2000-03 SEC I 252.227-7037 Validation of Asserted Restrictions on Technical Data. 2025-01 SEC I 252.227-7039 Patents--Reporting of Subject Inventions. 1990-04 SEC I

252.232-7003 Electronic Submission of Payment Requests and Receiving Reports.

2018-12 SEC G

252.232-7010 Levies on Contract Payments. 2006-12 SEC I 252.235-7011 Final Scientific or Technical Report. 2019-12 SEC I 252.243-7002 Requests for Equitable Adjustment. 2022-12 SEC I 252.245-7003 Contractor Property Management System Administration 2025-01 SEC I 252.245-7005 Management and Reporting of Government Property. 2024-01 SEC I 252.247-7023 Transportation of Supplies by Sea. 2024-10 SEC I

52.227-1 Authorization and Consent. 2020-06 SEC I 52.227-1 ALT I Authorization and Consent. (Alternate I) 1984-04 SEC I 52.227-10 Filing of Patent Applications-Classified Subject Matter. 2007-12 SEC I

52.227-2 Notice and Assistance Regarding Patent and Copyright Infringement.

2020-06 SEC I

52.202-1 Definitions. 2020-06 SEC I 52.203-10 Price or Fee Adjustment for Illegal or Improper Activity. 2014-05 SEC I

52.203-11 Certification and Disclosure Regarding Payments to Influence Certain Federal Transactions.

2024-09 SEC K

52.203-12 Limitation on Payments to Influence Certain Federal Transactions.

2020-06 SEC I

52.203-13 Contractor Code of Business Ethics and Conduct. 2021-11 SEC I

52.203-18 Prohibition on Contracting with Entities that Require Certain

Internal Confidentiality Agreements or Statements- Representation.

2017-01 SEC L

52.203-19 Prohibition on Requiring Certain Internal Confidentiality Agreements or Statements.

2017-01 SEC I

52.203-3 Gratuities. 1984-04 SEC I 52.203-5 Covenant Against Contingent Fees. 2014-05 SEC I 52.203-6 Restrictions on Subcontractor Sales to the Government. 2020-06 SEC I 52.203-7 Anti-Kickback Procedures. 2020-06 SEC I

52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity.

2014-05 SEC I

52.204-10 Reporting Executive Compensation and First-Tier Subcontract Awards. (Deviation 2026-O0038)

2026-02 SEC I

52.204-13 System for Award Management-Maintenance. (Deviation 2026-O0038)

2026-02 SEC I

52.204-19 Incorporation by Reference of Representations and Certifications.

2014-12 SEC I

52.204-7 System for Award Management-Registration. (Deviation 2026- O0038)

2026-02 SEC L

52.209-10 Prohibition on Contracting With Inverted Domestic Corporations. (Deviation 2026-O0038)

2026-02 SEC I

52.209-6 Protecting the Government's Interest When Subcontracting

With Contractors Debarred, Suspended, Proposed for Debarment, or Voluntarily Excluded. (Deviation 2026-O0038)

2026-02 SEC I

52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters. (Deviation 2026-O0038)

2026-02 SEC I

52.210-1 Market Research. (Deviation 2026-O0038) 2026-02 SEC I 52.211-15 Defense Priority and Allocation Requirements. 2008-04 SEC I 52.215-10 Price Reduction for Defective Certified Cost or Pricing Data. 2011-08 SEC I

52.215-12 Subcontractor Certified Cost or Pricing Data. (Deviation 2026- O0038)

2026-02 SEC I

52.215-15 Pension Adjustments and Asset Reversions. (Deviation 2026- O0038)

2026-02 SEC I

52.215-18 Reversion or Adjustment of Plans for Postretirement Benefits (PRB) Other Than Pensions. (Deviation 2026-O0038)

2026-02 SEC I

52.215-19 Notification of Ownership Changes. (Deviation 2026-O0038) 2026-02 SEC I 52.215-2 Audit and Records-Negotiation. (Deviation 2026-O0038) 2026-02 SEC I

52.215-20 Requirements for Certified Cost or Pricing Data and Data

Other Than Certified Cost or Pricing Data. (Deviation 2026- O0038)

2026-02 SEC L

52.215-22 Limitations on Pass-Through Charges-Identification of Subcontract Effort. (Deviation 2026-O0038)

2026-02 SEC L

52.215-23 Limitations on Pass-Through Charges. (Deviation 2026-O0038) 2026-02 SEC I

52.215-8 Order of Precedence-Uniform Contract Format. (Deviation 2026-O0038)

2026-02 SEC I

52.216-8 Fixed Fee. 2011-06 SEC I

52.219-16 Liquidated Damages-Subcontracting Plan. (Deviation 2026- O0038)

2026-02 SEC I

52.219-8 Utilization of Small Business Concerns. (Deviation 2026- O0038)

2026-02 SEC I

52.219-9 Small Business Subcontracting Plan. (Deviation 2026-O0038) 2026-02 SEC I

52.219-9 ALT II Small Business Subcontracting Plan. (Deviation 2026-O0038) (Alternate II)

2026-02 SEC I

52.222-3 Convict Labor. (Deviation 2026-O0038) 2026-02 SEC I 52.222-35 Equal Opportunity for Veterans. (Deviation 2026-O0038) 2026-02 SEC I

52.222-36 Equal Opportunity for Workers with Disabilities. (Deviation 2026-O0038)

2026-02 SEC I

52.222-37 Employment Reports on Veterans. (Deviation 2026-O0038) 2026-02 SEC I

52.222-40 Notification of Employee Rights Under the National Labor Relations Act. (Deviation 2026-O0038)

2026-02 SEC I

52.222-50 Combating Trafficking in Persons. (Deviation 2026-O0038) 2026-02 SEC I 52.222-54 Employment Eligibility Verification. (Deviation 2026-O0038) 2026-02 SEC I 52.223-23 Sustainable Products. (Deviation 2026-O0038) 2026-02 SEC I 52.224-3 Privacy Training. 2017-01 SEC I 52.224-3 ALT I Privacy Training. (Alternate I) 2017-01 SEC I 52.226-7 Drug-Free Workplace. 2024-05 SEC I

52.226-8 Encouraging Contractor Policies to Ban Text Messaging While Driving.

2024-05 SEC I

52.228-7 Insurance-Liability to Third Persons. 1996-03 SEC I 52.229-12 Tax on Certain Foreign Procurements. 2021-02 SEC I 52.230-2 Cost Accounting Standards. (Deviation 2026-O0038) 2026-02 SEC I

52.230-6 Administration of Cost Accounting Standards. (Deviation 2026-O0038)

2026-02 SEC I

52.232-17 Interest. 2014-05 SEC I 52.232-22 Limitation of Funds. (Deviation 2026-O0038) 2026-02 SEC I 52.232-23 Assignment of Claims. 2014-05 SEC I 52.232-25 Prompt Payment. 2017-01 SEC I 52.232-25 ALT I Prompt Payment. (Alternate I) 2002-02 SEC I

52.232-33 Payment by Electronic Funds Transfer-System for Award Management.

2018-10 SEC I

52.232-39 Unenforceability of Unauthorized Obligations. 2013-06 SEC I

52.232-40 Providing Accelerated Payments to Small Business Subcontractors.

2023-03 SEC I

52.233-1 Disputes. (Deviation 2026-O0038) 2026-02 SEC I 52.233-1 ALT I Disputes. (Deviation 2026-O0038) (Alternate I) 2026-02 SEC I 52.233-2 Service of Protest. (Deviation 2026-O0038) 2026-02 SEC L 52.233-3 Protest after Award. (Deviation 2026-O0038) 2026-02 SEC I 52.233-3 ALT I Protest after Award. (Deviation 2026-O0038) (Alternate I) 2026-02 SEC I

52.233-4 Applicable Law for Breach of Contract Claim. (Deviation 2026-O0038)

2026-02 SEC I

52.240-90 Security Prohibitions and Exclusions Representations and Certifications. (Deviation 2026-O0038)

2026-02 SEC K

52.240-91 Security Prohibitions and Exclusions. (Deviation 2026-O0038) 2026-02 SEC I

52.240-93 Basic Safeguarding of Covered Contractor Information Systems. (Deviation 2026-O0038)

2026-02 SEC I

52.242-1 Notice of Intent to Disallow Costs. 1984-04 SEC I 52.242-13 Bankruptcy. 1995-07 SEC I 52.242-15 Stop-Work Order. 1989-08 SEC F 52.242-15 ALT I Stop-Work Order. (Alternate I) 1984-04 SEC F 52.242-3 Penalties for Unallowable Costs. (Deviation 2026-O0038) 2026-02 SEC I 52.242-5 Payments to Small Business Subcontractors. 2017-01 SEC I 52.243-2 Changes-Cost-Reimbursement. (Deviation 2026-O0038) 2026-02 SEC I

52.243-2 ALT V Changes-Cost-Reimbursement. (Deviation 2026-O0038) (Alternate V)

2026-02 SEC I

52.243-6 Change Order Accounting. (Deviation 2026-O0038) 2026-02 SEC I 52.244-5 Competition in Subcontracting. 2024-08 SEC I

52.244-6 Subcontracts for Commercial Products and Commercial Services. (Deviation 2026-O0038)

2026-04 SEC I

52.245-1 Government Property. 2021-09 SEC I 52.245-9 Use and Charges. 2012-04 SEC I

52.246-25 Limitation of Liability-Services. 1997-02 SEC I 52.246-9 Inspection of Research and Development (Short Form). 1984-04 SEC E 52.249-14 Excusable Delays. 1984-04 SEC I 52.249-6 Termination (Cost-Reimbursement). 2004-05 SEC I 52.253-1 Computer Generated Forms. (Deviation 2026-O0038) 2026-02 SEC I

252.225-7972 DEV 2024-O0014 Prohibition on the Procurement of Foreign-Made Unmanned Aircraft Systems. (DEVIATION 2024-O0014)

2024-08 SEC I

252.204-7012 DEV 2024-O0013 Safeguarding Covered Defense Information and Cyber Incident Reporting. (DEVIATION 2024-O0013 REVISION 1)

2024-05 SEC I

252.225-7967 DEV 2024-O0006 Prohibition Regarding Russian Fossil Fuel Business Operations (Deviation 2024-O0006, Revision 1)

2024-02 SEC I

CLAUSES IN FULL TEXT

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252.204-7017 Prohibition on the Acquisition of Covered Defense

Telecommunications Equipment or Services-Representation.

2021-05

PROHIBITION ON THE ACQUISITION OF COVERED DEFENSE TELECOMMUNICATIONS

EQUIPMENT OR SERVICES-REPRESENTATION (MAY 2021)

The Offeror is not required to complete the representation in this provision if the Offeror has represented in the provision at 252.204-7016, Covered Defense Telecommunications Equipment or Services-Representation, that it "does not provide covered defense telecommunications equipment or services as a part of its offered products or services to the Government in the performance of any contract, subcontract, or other contractual instrument."

(a) . "Covered defense telecommunications equipment or services," "covered mission," Definitions "critical technology," and "substantial or essential component," as used in this provision, have the meanings given in the 252.204-7018 clause, Prohibition on the Acquisition of Covered Defense Telecommunications Equipment or Services, of this solicitation.

(b) . Section 1656 of the National Defense Authorization Act for Fiscal Year 2018 Prohibition (Pub. L. 115-91) prohibits agencies from procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment, system, or service to carry out covered missions that uses covered defense telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system.

(c) . The Offeror shall review the list of excluded parties in the System for Award Procedures Management (SAM) at for entities that are excluded when providing any https://www.sam.gov equipment, system, or service to carry out covered missions that uses covered defense telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless a waiver is granted.

(d) . If in its annual representations and certifications in SAM the Offeror has Representation represented in paragraph (c) of the provision at 252.204-7016, Covered Defense Telecommunications Equipment or Services-Representation, that it "does" provide covered defense telecommunications equipment or services as a part of its offered products or services to the Government in the performance of any contract, subcontract, or other contractual instrument, then the Offeror shall complete the following additional representation:

The Offeror represents that it will will not provide covered defense telecommunications equipment or services as a part of its offered products or services to DoD in the performance of any award resulting from this solicitation.

(e) . If the Offeror has represented in paragraph (d) of this provision that it "will Disclosures provide covered defense telecommunications equipment or services," the Offeror shall provide the following information as part of the offer:

(1) A description of all covered defense telecommunications equipment and services offered (include brand or manufacturer; product, such as model number, original equipment manufacturer (OEM) number, manufacturer part number, or wholesaler number; and item description, as applicable).

(2) An explanation of the proposed use of covered defense telecommunications equipment and services and any factors relevant to determining if such use would be permissible under the prohibition referenced in paragraph (b) of this provision.

(3) For services, the entity providing the covered defense telecommunications services (include entity name, unique entity identifier, and Commercial and Government Entity (CAGE) code, if known).

(4) For equipment, the entity that produced or provided the covered defense telecommunications equipment (include entity name, unique entity identifier, CAGE code, and whether the entity was the OEM or a distributor, if known).

(End of provision)

252.227-7017 Identification and Assertion of Use, Release, or Disclosure

Restrictions.

2025-01

IDENTIFICATION AND ASSERTION OF USE, RELEASE, OR DISCLOSURE RESTRICTIONS

(JAN 2025)

(a) . As used in this provision- Definitions

"Computer software" is defined in-

(1) The 252.227-7014, Rights in Other Than Commercial Computer Software and Other Than Commercial Computer Software Documentation, clause of this solicitation; or

(2) If this solicitation contemplates a contract under the Small Business Innovation Research Program or Small Business Technology Transfer Program, the 252.227-7018, Rights in Other Than Commercial Technical Data and Computer Software-Small Business Innovation Research Program and Small Business Technology Transfer Program, clause of this solicitation.

"SBIR/STTR data" is defined in the 252.227-7018, Rights in Other Than Commercial Technical Data and Computer Software-Small Business Innovation Research Program and Small Business Technology Transfer Program, clause of this solicitation.

"Technical data" is defined in-

(1) The 252.227-7013, Rights in Technical Data-Other Than Commercial Products and Commercial Services, clause of this solicitation; or

(2) If this solicitation contemplates a contract under the Small Business Innovation Research Program or Small Business Technology Transfer Program, the 252.227-7018, Rights in Other Than Commercial Technical Data and Computer Software-Small Business Innovation Research Program and Small Business Technology Transfer Program, clause of this solicitation.

(b) The identification and assertion requirements in this provision apply only to technical data, including computer software documentation, or computer software to be delivered with other than unlimited rights. For contracts to be awarded under the Small Business Innovation Research (SBIR) Program or Small Business Technology Transfer (STTR) Program, these requirements apply to SBIR /STTR data that will be generated under the resulting contract and will be delivered with SBIR/STTR data rights and to any other data that will be delivered with other than unlimited rights. Notification and identification are not required for restrictions based solely on copyright.

(c) Offers submitted in response to this solicitation shall identify, to the extent known at the time an offer is submitted to the Government, the technical data or computer software that the Offeror, its subcontractors or suppliers, or potential subcontractors or suppliers, assert should be furnished to the Government with restrictions on use, release, or disclosure.

(d) The Offeror's assertions, including the assertions of its subcontractors or suppliers or potential subcontractors or suppliers, shall be submitted as an attachment to its offer in the following format, dated and signed by an official authorized to contractually obligate the Offeror:

Identification and Assertion of Restrictions on the Government's Use, Release, or Disclosure of Technical Data or Computer Software.

The Offeror asserts for itself, or the persons identified below, that the Government's rights to use, release, or disclose the following technical data or computer software should be restricted:

Technical Data or

Computer Software Name of Person to be Furnished Basis for Asserted Rights Asserting

With Restrictions1 Assertion2 Category3 Restrictions4

____(LIST)5 ____(LIST) ____(LIST) ____(LIST)

1 For technical data (other than computer software documentation) pertaining to items, components, or processes developed at private expense, identify both the deliverable technical data and each such item, component, or process. For computer software or computer software documentation identify the software or documentation.

2 Generally, development at private expense, either exclusively or partially, is the only basis for asserting restrictions. For technical data, other than computer software documentation, development refers to development of the item, component, or process to which the data pertain. The Government's rights in computer software documentation generally may not be restricted. For computer software, development refers to the software. Indicate whether development was accomplished exclusively or partially at private expense. If development was not accomplished at private expense, or for computer software documentation, enter the specific basis for asserting restrictions.

3 Enter asserted rights category (e.g., government purpose license rights from a prior contract, rights in SBIR/STTR data generated under a contract resulting from this solicitation or under another contract, limited, restricted, or government purpose rights under a contract resulting from this solicitation or under a prior contract, or specially negotiated licenses).

4 Corporation, individual, or other person, as appropriate.

5 Enter "none" when all data or software will be submitted without restrictions.

Date ____

Printed Name and Title ____

Signature ____

(End of identification and assertion)

(e) An offeror's failure to submit, complete, or sign the notification and identification required by paragraph (d) of this provision with its offer may render the offer ineligible for award.

(f) If the Offeror is awarded a contract, the assertions identified in paragraph (d) of this provision shall be listed in an attachment to that contract. Upon request by the Contracting Officer, the Offeror shall provide sufficient information to enable the Contracting Officer to evaluate any listed assertion.

(End of provision)

252.227-7018 Rights in Other Than Commercial Technical Data and Computer

Software-Small Business Innovation Research Program and Small Business Technology Transfer Program.

2025-08

RIGHTS IN OTHER THAN COMMERCIAL TECHNICAL DATA AND COMPUTER

SOFTWARE-SMALL BUSINESS INNOVATION RESEARCH PROGRAM AND SMALL

BUSINESS TECHNOLOGY TRANSFER PROGRAM (AUG 2025)

(a) . As used in this clause- Definitions

"Commercial computer software" means software developed or regularly used for nongovernmental purposes which-

(1) Has been sold, leased, or licensed to the public;

(2) Has been offered for sale, lease, or license to the public;

(3) Has not been offered, sold, leased, or licensed to the public but will be available for commercial sale, lease, or license in time to satisfy the delivery requirements of this contract; or

(4) Satisfies a criterion expressed in paragraph (1), (2), or (3) of this definition and would require only minor modification to meet the requirements of this contract.

"Computer database" means a collection of recorded data in a form capable of being processed by a computer. The term does not include computer software.

"Computer program" means a set of instructions, rules, or routines, recorded in a form that is capable of causing a computer to perform a specific operation or series of operations.

"Computer software" means computer programs, source code, source code listings, object code listings, design details, algorithms, processes, flow charts, formulae, and related material that would enable the software to be reproduced, recreated, or recompiled. Computer software does not include computer databases or computer software documentation.

"Computer software documentation" means owner's manuals, user's manuals, installation instructions, operating instructions, and other similar items, regardless of storage medium, that explain the capabilities of the computer software or provide instructions for using the software.

"Covered Government support contractor" means a contractor (other than a litigation support contractor covered by 252.204-7014) under a contract, the primary purpose of which is to furnish independent and impartial advice or technical assistance directly to the Government in support of the Government's management and oversight of a program or effort (rather than to directly furnish an end item or service to accomplish a program or effort), provided that the contractor-

(1) Is not affiliated with the prime contractor or a first-tier subcontractor on the program or effort, or with any direct competitor of such prime contractor or any such first-tier subcontractor in furnishing end items or services of the type developed or produced on the program or effort; and

(2) Receives access to the technical data or computer software for performance of a Government contract that contains the clause at 252.227-7025, Limitations on the Use or Disclosure of Government-Furnished Information Marked with Restrictive Legends.

"Detailed manufacturing or process data" means technical data that describe the steps, sequences, and conditions of manufacturing, processing or assembly used by the manufacturer to produce an item or component or to perform a process.

"Developed" means-

(1) (Applicable to technical data other than computer software documentation.) An item, component, or process, exists and is workable. Thus, the item or component must have been constructed or the process practiced. Workability is generally established when the item, component, or process has been analyzed or tested sufficiently to demonstrate to reasonable people skilled in the applicable art that there is a high probability that it will operate as intended. Whether, how much, and what type of analysis or testing is required to establish workability depends on the nature of the item, component, or process, and the state of the art. To be considered "developed," the item, component, or process need not be at the stage where it could be offered for sale or sold on the commercial market, nor must the item, component or process be actually reduced to practice within the meaning of Title 35 of the United States Code;

(2) A computer program has been successfully operated in a computer and tested to the extent sufficient to demonstrate to reasonable persons skilled in the art that the program can reasonably be expected to perform its intended purpose;

(3) Computer software, other than computer programs, has been tested or analyzed to the extent sufficient to demonstrate to reasonable persons skilled in the art that the software can reasonably be expected to perform its intended purpose; or

(4) Computer software documentation required to be delivered under a contract has been written, in any medium, in sufficient detail to comply with requirements under that contract.

"Developed exclusively at private expense" means development was accomplished entirely with costs charged to indirect cost pools, costs not allocated to a government contract, or any combination thereof.

(1) Private expense determinations should be made at the lowest practicable level.

(2) Under fixed-price contracts, when total costs are greater than the firm-fixed-price or ceiling price of the contract, the additional development costs necessary to complete development shall not be considered when determining whether development was at government, private, or mixed expense.

"Developed exclusively with government funds" means development was not accomplished exclusively or partially at private expense.

"Developed with mixed funding" means development was accomplished partially with costs charged to indirect cost pools and/or costs not allocated to a government contract, and partially with costs charged directly to a government contract.

"Form, fit, and function data" means technical data that describe the required overall physical, functional, and performance characteristics (along with the qualification requirements, if applicable) of an item, component, or process to the extent necessary to permit identification of physically and functionally interchangeable items.

"Generated" means, with respect to technical data or computer software, first created in the performance of this contract.

"Government purpose" means any activity in which the United States Government is a party, including cooperative agreements with international or multi-national defense organizations or sales or transfers by the United States Government to foreign governments or international organizations.

Government purposes include competitive procurement, but do not include the rights to use, modify, reproduce, release, perform, display, or disclose technical data or computer software for commercial purposes or authorize others to do so.

"Government purpose rights" means the rights to-

(1) Use, modify, reproduce, release, perform, display, or disclose technical data or computer software within the Government without restriction; and

(2) Release or disclose technical data or computer software outside the Government and authorize persons to whom release or disclosure has been made to use, modify, reproduce, release, perform, display, or disclose that data for United States Government purposes.

"Limited rights" means the rights to use, modify, reproduce, release, perform, display, or disclose technical data, in whole or in part, within the Government. The Government may not, without the written permission of the party asserting limited rights, release or disclose the technical data outside the Government, use the technical data for manufacture, or authorize the technical data to be used by another party, except that the Government may reproduce, release, or disclose such data or authorize the use or reproduction of the data by persons outside the Government if-

(1) The production, release, disclosure, or use is-

(i) Necessary for emergency repair and overhaul; or

(ii) A release or disclosure to-

(A) A covered Government support contractor in performance of its covered Government support contracts for use, modification, reproduction, performance, display, or release or disclosure to a person authorized to receive limited rights technical data; or

(B) A foreign government, of technical data other than detailed manufacturing or process data, when use of such data by the foreign government is in the interest of the Government and is required for evaluational or informational purposes;

(2) The recipient of the technical data is subject to a prohibition on the further reproduction, release, disclosure, or use of the technical data; and

(3) The Contractor or subcontractor asserting the restriction is notified of such reproduction, release, disclosure, or use.

"Minor modification" means a modification that does not significantly alter the nongovernmental function or purpose of computer software or is of the type customarily provided in the commercial marketplace.

"Other than commercial computer software" means software that does not qualify as commercial computer software under the definition of "commercial computer software" of this clause.

"Restricted rights" apply only to other than commercial computer software and mean the Government's rights to-

(1) Use a computer program with one computer at one time. The program may not be accessed by more than one terminal or central processing unit or time shared unless otherwise permitted by this contract;

(2) Transfer a computer program to another Government agency without the further permission of the Contractor if the transferor destroys all copies of the program and related computer software documentation in its possession and notifies the licensor of the transfer. Transferred programs remain subject to the provisions of this clause;

(3) Make a reasonable number of copies of the computer software required for the purposes of safekeeping (archive), backup, modification, or other activities authorized in paragraphs (1), (2), and

(4) through (7) of this definition;

(4) Modify computer software provided that the Government may-

(i) Use the modified software only as provided in paragraphs (1) and (3) of this definition; and

(ii) Not release or disclose the modified software except as provided in paragraphs (2), (5), (6), and (7) of this definition;

(5) Use and permit contractors or subcontractors performing service contracts (see 37.101 of the Federal Acquisition Regulation) in support of this or a related contract to use, computer software to diagnose and correct deficiencies in a computer program, to modify computer software to enable a computer program to be combined with, adapted to, or merged with other computer programs or when necessary to respond to urgent tactical situations, provided that-

(i) The Government notifies the party which has granted restricted rights that any such release or disclosure to particular contractors or subcontractors was made;

(ii) Such contractors or subcontractors are subject to the nondisclosure agreement at 227.7103-7 of the Defense Federal Acquisition Regulation Supplement or are Government contractors receiving access to the software for performance of a Government contract that contains the clause at 252.227-7025, Limitations on the Use or Disclosure of Government-Furnished Information Marked with Restrictive Legends;

(iii) The Government shall not permit the recipient to decompile, disassemble, or reverse engineer the software, or use software decompiled, disassembled, or reverse engineered by the Government pursuant to paragraph (4) of this definition, for any other purpose; and

(iv) Such use is subject to the limitations in paragraphs (1) through (4) of this definition;

(6) Use, and permit contractors or subcontractors performing emergency repairs or overhaul of items or components of items procured under this or a related contract to use, the computer software when necessary to perform the emergency repairs or overhaul, or to modify the computer software to reflect the repairs or overhaul made, provided that-

(i) The intended recipient is subject to the nondisclosure agreement at 227.7103-7 or is a Government contractor receiving access to the software for performance of a Government contract that contains the clause at 252.227-7025, Limitations on the Use or Disclosure of Government Furnished Information Marked with Restrictive Legends;

(ii) The Government shall not permit the recipient to decompile, disassemble, or reverse engineer the software, or use software decompiled, disassembled, or reverse engineered by the Government pursuant to paragraph (4) of this definition, for any other purpose; and

(iii) Such use is subject to the limitations in paragraphs (1) through (4) of this definition;

and

(7) Use, modify, reproduce, perform, display, or release or disclose computer software to a person authorized to receive restricted rights computer software for management and oversight of a program or effort, and permit covered Government support contractors in the performance of covered Government support contracts that contain the clause at 252.227-7025, Limitations on the Use or Disclosure of Government-Furnished Information Marked with Restrictive Legends, to use, modify, reproduce, perform, display, or release or disclose the computer software to a person authorized to receive restricted rights computer software, provided that-

(i) The Government shall not permit the covered Government support contractor to decompile, disassemble, or reverse engineer the software, or use software decompiled, disassembled, or reverse engineered by the Government pursuant to the paragraph (4) of this definition, for any other purpose; and

(ii) Such use is subject to the limitations in paragraphs (1) through (4) of this definition.

"Small Business Innovation Research/Small Business Technology Transfer (SBIR/STTR) data" means all technical data or computer software developed or generated in the performance of a phase I, II, or III SBIR/STTR contract or subcontract.

"SBIR/STTR data protection period" means the time period during which the Government is obligated to protect SBIR/STTR data against unauthorized use and disclosure in accordance with SBIR /STTR data rights. The SBIR/STTR data protection period begins on the date of award of the contract under which the SBIR/STTR data are developed or generated and ends 20 years after that date unless, after the award, the agency and the Contractor negotiate for some other protection period for the SBIR /STTR data developed or generated under that contract.

"SBIR/STTR data rights" means the Government's rights, during the SBIR/STTR data protection period, in SBIR/STTR data covered by paragraph (c)(5) of this clause, as follows:

(1) Limited rights in such SBIR/STTR technical data; and

(2) Restricted rights in such SBIR/STTR computer software.

"Technical data" means recorded information, regardless of the form or method of the recording, of a scientific or technical nature (including computer software documentation). The term does not include computer software or financial, administrative, cost or pricing, or management information, or information incidental to contract administration.

"Unlimited rights" means rights to use, modify, reproduce, release, perform, display, or disclose, technical data or computer software in whole or in part, in any manner and for any purpose whatsoever, and to have or authorize others to do so.

(b) . This clause governs all SBIR/STTR data. For any data that are not SBIR/STTR Applicability data-

(1) The clause at Defense Federal Acquisition Regulation Supplement (DFARS) 252.227- 7013, Rights in Technical Data-Other Than Commercial Products and Commercial Services, governs the technical data pertaining to other than commercial products and commercial services or to any portion of a commercial product or commercial service that was developed in any part at Government expense, and the clause at DFARS 252.227-7015, Technical Data-Commercial Products and Commercial Services, governs the technical data pertaining to any portion of a commercial product or commercial service that was developed exclusively at private expense;

(2) The clause at DFARS 252.227-7014, Rights in Other Than Commercial Computer Software and Other Than Commercial Computer Software Documentation, governs other than commercial computer software and other than commercial computer software documentation; and

(3) A license consistent with DFARS 227.7202 governs commercial computer software and commercial computer software documentation.

(c) . The Contractor grants or shall obtain for the Rights in technical data and computer software Government the following royalty-free, worldwide, nonexclusive, irrevocable license rights in technical data or other than commercial computer software. All rights not granted to the Government are retained by the Contractor.

(1) . The Government shall have unlimited rights in technical data or Unlimited rights computer software, including such data generated under this contract, that are-

(i) Form, fit, and function data;

(ii) Necessary for installation, operation, maintenance, or training purposes (other than detailed manufacturing or process data);

(iii) Corrections or changes to Government-furnished technical data or computer software;

(iv) Otherwise publicly available or have been released or disclosed by the Contractor or a subcontractor without restrictions on further use, release, or disclosure other than a release or disclosure resulting from the sale, transfer, or other assignment of interest in the technical data or computer software to another party or the sale or transfer of some or all of a business entity or its assets to another party;

(v) Technical data or computer software in which the Government has acquired previously unlimited rights under another Government contract or as a result of negotiations;

(vi) Technical data or computer software furnished to the Government, under this or any other Government contract or subcontract thereunder, with license rights for which all restrictive conditions on the Government have expired; and

(vii) Computer software documentation generated or required to be delivered under this contract.

(2) . Government purpose rights

(i) The Government shall have government purpose rights for the period specified in paragraph (c)(2)(ii) of this clause in data that are-

(A) Not SBIR/STTR data, and are-

( ) Technical data pertaining to items, components, or processes developed 1 with mixed funding, or are computer software developed with mixed funding, except when the Government is entitled to unlimited rights in such data as provided in paragraph (c)(1) of this clause;

( ) Created with mixed funding in the performance of a contract that does not 2 require the development, manufacture, construction, or production of items, components, or processes; or

(B) SBIR/STTR data, upon expiration of the SBIR/STTR data protection period.

(ii)(A) For the non-SBIR/STTR data described in paragraph (c)(2)(i)(A) of this clause, the Government shall have government purpose rights for a period of 5 years, or such other period as may be negotiated. This period shall commence upon award of the contract, subcontract, letter contract (or similar contractual instrument), or contract modification (including a modification to exercise an option) that required development of the items, components, or processes, or creation of the data described in paragraph (c)(2)(i)(A)( ) of this clause. Upon expiration of the 5-year or other negotiated 2 period, the Government shall have unlimited rights in the data.

(B) For the SBIR/STTR data described in paragraph (c)(2)(i)(B) of this clause, the Government shall have government purpose rights perpetually. This Government purpose rights period commences upon the expiration of the SBIR/STTR data protection period.

(iii) The Government shall not release or disclose data in which it has government purpose rights unless-

(A) Prior to release or disclosure, the intended recipient is subject to the nondisclosure agreement at DFARS 227.7103-7; or

(B) The recipient is a Government contractor receiving access to the data for performance of a Government contract that contains the clause at DFARS 252.227-7025, Limitations on the Use or Disclosure of Government-Furnished Information Marked with Restrictive Legends.

(iv) The Contractor has the exclusive right, including the right to license others, to use technical data in which the Government has obtained government purpose rights under this contract for any commercial purpose during the time period specified in the government purpose rights marking prescribed in paragraph (g)(3) of this clause.

(3) . The Government shall have limited rights in technical data, that were not Limited rights generated under this contract, pertain to items, components, or processes developed exclusively at private expense, and are marked, in accordance with the marking instructions in paragraph (g)(1) of this clause, with the legend prescribed in paragraph (g)(4) of this clause.

(4) . The Government shall have restricted rights in Restricted rights in computer software other than commercial computer software required to be delivered or otherwise furnished to the Government under this contract that were developed exclusively at private expense and were not generated under this contract.

(5) . Except for technical data, including computer software SBIR/STTR data rights documentation, or computer software in which the Government has unlimited rights under paragraph (c)

(1) of this clause, the Government shall have SBIR/STTR data rights, during the SBIR/STTR data protection period of this contract, in all SBIR/STTR data developed or generated under this contract.

This protection period is not extended by any subsequent SBIR/STTR contracts under which any portion of that SBIR/STTR data is used or delivered. The SBIR/STTR data protection period of any such subsequent SBIR/STTR contract applies only to the SBIR/STTR data that are developed or generated under that subsequent contract. The SBIR/STTR data protection period is governed by the version of this clause that is incorporated in the contract under which the SBIR/STTR data are developed or generated.

If the SBIR/STTR data were developed or generated under a contract that included a previous version of this clause, then the SBIR/STTR data protection period is governed by that previous version of this clause.

(6) . After contract award, the standard license rights Specifically negotiated license rights granted to the Government under paragraphs (c)(1) through (5) of this clause may be modified by mutual agreement to provide such rights as the parties consider appropriate but shall not provide the Government lesser rights in technical data, including computer software documentation, than are enumerated in the definition of "limited rights" of this clause or lesser rights in computer software than are enumerated in the definition of "restricted rights" of this clause. Any rights so negotiated shall be identified in a license agreement made part of this contract.

(7) . Technical data, including computer software documentation, or Prior government rights computer software that will be delivered, furnished, or otherwise provided to the Government under this contract, in which the Government has previously obtained rights shall be delivered, furnished, or provided with the preexisting rights, unless-

(i) The parties have agreed otherwise; or

(ii) Any restrictions on the Government's rights to use, modify, release, perform, display, or disclose the technical data or computer software have expired or no longer apply.

(8) . The Contractor agrees to release the Government from liability for Release from liability any release or disclosure of technical data, computer software, or computer software documentation made in accordance with the definitions of "Government purpose," "other than commercial computer software," or paragraph (c)(5) of this clause, or in accordance with the terms of a license negotiated under paragraph (c)(6) of this clause, or by others to whom the recipient has released or disclosed the data, software, or documentation and to seek relief solely from the party who has improperly used, modified, reproduced, released, performed, displayed, or disclosed Contractor data or software marked with restrictive legends.

(9) . The Contractor acknowledges that- Covered Government support contractors.

(i) Limited rights technical data and restricted rights computer software are authorized to be released or disclosed to covered Government support contractors;

(ii) The Contractor will be notified of such release or disclosure;

(iii) The Contractor may require each such covered Government support contractor to enter into a nondisclosure agreement directly with the Contractor (or the party asserting restrictions as identified in a restrictive legend) regarding the covered Government support contractor's use of such data or software, or alternatively that the Contractor (or party asserting restrictions) may waive in writing the requirement for a nondisclosure agreement; and

(iv) Any such nondisclosure agreement shall address the restrictions on the covered Government support contractor's use of the data or software as set forth in the clause at DFARS 252.227- 7025, Limitations on the Use or Disclosure of Government-Furnished Information Marked with Restrictive Legends. The nondisclosure agreement shall not include any additional terms and conditions unless mutually agreed to by the parties to the nondisclosure agreement.

(d) . The Rights in derivative computer software or computer software documentation Government shall retain its rights in the unchanged portions of any computer software or computer software documentation delivered under this contract that the Contractor uses to prepare, or includes in, derivative software or documentation.

(e) . The Contractor shall not, Third party copyrighted technical data and computer software without the written approval of the Contracting Officer, incorporate any copyrighted technical data, including computer software documentation, or computer software in the data or software to be delivered under this contract unless the Contractor is the copyright owner or has obtained for the Government the license rights necessary to perfect a license or licenses in the deliverable data or software of the appropriate scope set forth in paragraph (c) of this clause and, prior to delivery of such-

(1) Technical data, has affixed to the transmittal document a statement of the license rights obtained; or

(2) Computer software, has provided a statement of the license rights obtained in a form acceptable to the Contracting Officer.

(f) Identification and delivery of technical data or computer software to be furnished with .restrictions on use, release, or disclosure

(1) This paragraph does not apply to technical data or computer software that were or will be generated under this contract or to restrictions based solely on copyright.

(2) Except as provided in paragraph (f)(3) of this clause, technical data or computer software that the Contractor asserts should be furnished to the Government with restrictions on use, release, or disclosure is identified in an attachment to this contract (the Attachment). The Contractor shall not deliver any technical data or computer software with restrictive markings unless the technical data or computer software are listed on the Attachment.

(3) In addition to the assertions made in the Attachment, other assertions may be identified after award when based on new information or inadvertent omissions unless the inadvertent omissions would have materially affected the source selection decision. Such identification and assertion shall be submitted to the Contracting Officer as soon as practicable prior to the scheduled date for delivery of the technical data or computer software, in the following format, and signed by an official authorized to contractually obligate the Contractor:

Identification and Assertion of Restrictions on the Government's Use, Release, or Disclosure of Technical Data or Computer Software.

The Contractor asserts for itself, or the persons identified below, that the Government's rights to use, release, or disclose the following technical data or computer software should be restricted:

Technical Data or

Computer Software Name of Person to be Furnished Basis for Asserted Rights Asserting

With Restrictions1 Assertion2 Category3 Restrictions4

____(LIST) ____(LIST) ____(LIST) ____(LIST)

1 If the assertion is applicable to items, components, or processes developed at private expense, identify both the technical data and each such item, component, or process.

2 Generally, development at private expense, either exclusively or partially, is the only basis for asserting restrictions on the Government's rights to use, release, or disclose technical data or computer software. Indicate whether development was exclusively or partially at private expense. If development was not at private expense, enter the specific reason for asserting that the Government's rights should be restricted.

3 Enter asserted rights category (e.g., limited rights, restricted…