RFP25Sep.pdf

SOLICITATION, OFFER AND AWARD 1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 350)

RATING

DO-A7

PAGE OF PAGES

1 26

3. SOLICITATION NO.2. CONTRACT NO.

FA9302-07-R-0005

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

5. DATE ISSUED

25 SEP 2007

6. REQUISITION/PURCHASE NO.

7. ISSUED BY 412TW/PKDD CODE FA9300 8. ADDRESS OFFER TO (If other than Item 7)

DIRECTORATE OF CONTRACTING

5 SOUTH WOLFE AVE, BLDG 2800

EDWARDS AFB CA 93524-1185

JOANNE M. ELDREDGE (661) 277-7707

JOANNE.ELDREDGE@EDWARDS.AF.MIL

NOTE: In sealed bid solicitations “offer” and “offeror” mean “bid” and “bidder”.

SOLICITATION

9. Mode S Test and Evaluation Center (MSTEC) Program

10. FOR

INFORMATION

CALL:

A. NAME

See Block 7

B. TELEPHONE (Include area code)

(NO COLLECT CALLS)

See Block 7

C. E-MAIL ADDRESS

See Block 7

11. TABLE OF CONTENTS

() SEC. DESCRIPTION PAGE(S) () SEC DESCRIPTION PAGE(S)

PART I - THE SCHEDULE PART II - CONTRACT CLAUSES

A SOLICITATION/CONTRACT FORM 1 I CONTRACT CLAUSES 15

B SUPPLIES OR SERVICES AND PRICES/COSTS 2 PART III - LIST OF DOCUMENTS, EXHIBITS, AND OTHER ATTACH.

C DESCRIPTION/SPECS./WORK STATEMENT 7 J LIST OF ATTACHMENTS 26

D PACKAGING AND MARKING 8 PART IV - REPRESENTATIONS AND INSTRUCTIONS

E INSPECTION AND ACCEPTANCE 9 K REPRESENTATIONS, CERTIFICATIONS, K - 1

F DELIVERIES OR PERFORMANCE 10 AND OTHER STATEMENTS OF OFFERORS

G CONTRACT ADMINISTRATION DATA 12 L INSTRS, CONDS, AND NOTICES TO OFFERORS L - 1

H SPECIAL CONTRACT REQUIREMENTS 13 M EVALUATION FACTORS FOR AWARD M - 1

OFFER (Must be fully completed by offeror) NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

12. In compliance with the above, the undersigned agrees, if this offer is accepted within ____ ____ calendar days (60 calendar days unless a different period is inserted by the offeror) from the date of receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT

(See Section I, Clause No. 52.232-8)

10 CALENDAR DAYS

20 CALENDAR DAYS

30 CALENDAR DAYS

CALENDAR DAYS

14. ACKNOWLEDGEMENTS OF AMENDMENTS

(The offeror acknowledges receipt of amend-

AMENDMENT NO. DATE AMENDMENT NO. DATE

ments to the SOLICITATION for offerors and related documents numbered and dated:

15A. NAME

AND

CODE FACILITY 16. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN

OFFER (Type or print)

ADDRESS

OF

OFFEROR

15B. TELEPHONE NO. (Include area code)

15C. CHECK IF REMITTANCE ADDRESS

IS DIFFERENT FROM ABOVE - ENTER

SUCH ADDRESS IN SCHEDULE.

17. SIGNATURE 18. OFFER DATE

AWARD (To be completed by Government)

19. ACCEPTED AS TO ITEMS NUMBERED 20. AMOUNT 21. ACCOUNTING AND APPROPRIATION

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETI-

TION: 23. SUBMIT INVOICES TO ADDRESS SHOWN IN

(4 copies unless otherwise specified)

ITEM

10 U.S.C. 2304(c) ( ) 41 U.S.C. 253(c) ( )

24. ADMINISTERED BY (If other than Item 7) CODE 25. PAYMENT WILL BE MADE BY CODE

26. NAME OF CONTRACTING OFFICER (Type or print) 27. UNITED STATES OF AMERICA

(Signature of Contracting Officer)

28. AWARD DATE

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official written notice.

AUTHORIZED FOR LOCAL REPRODUCTION STANDARD FORM 33 (REV. 9-97)

PREVIOUS EDITION IS UNUSABLE Prescribed by GSA ConWrite Version 6.9.4 FAR (48 CFR) 53.21(c) Created 25 Sep 2007 3:47 PM

PART I - THE SCHEDULE

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

SECTION B FA9302-07-R-0005

Qty Unit Price ITEM SUPPLIES OR SERVICES Purch Unit Total Item Amount

0001 1 __________ Lot __________

Noun: MODE S CENTER AGENT NSN: N - Not Applicable DD1423 is Exhibit: A Contract type: J - FIRM FIXED PRICE Inspection: DESTINATION Acceptance: DESTINATION

FOB: DESTINATION

Descriptive Data:

The Contractor shall provide a fielded, fully operational Mode S Center Agent (MSCA) that will be capable of sending all Mode S interrogation messages and will monitor the resulting downlink messages to determine that all Mode S registers are reporting correct and properly formatted data. (SOW paragraphs 3.1, 3.2 and 3.4.1) The total firm fixed price of this CLIN is TBD (to be determined at award of contract).

0002 __________

Noun: TECHNICAL/ENGINEERING SUPPORT DD1423 is Exhibit: A Contract type: Z - LABOR HOUR Start Date: ASREQ Completion Date: ASREQ Descriptive Data:

The contractor shall provide services which shall include performing diagnostics and repair of designated hardware/software and emergency operational support for such hardware/software. This shall include contractor on-site support to correct hardware/software problems that occur and may adversely impact pending critical Government test and evaluation (T&E) at Edwards AFB or at Government sites within CONUS. Contractor on-site support is required in these instances within 48 hours.

Technical services to include systems analyst support and telephone support must be available as identified on individual delivery orders. The total estimated price of this CLIN is $500,000. See Exhibit B for labor categories and labor hour rates. (SOW paragraph 3.3)

SECTION B FA9302-07-R-0005

Qty Unit Price ITEM SUPPLIES OR SERVICES Purch Unit Total Item Amount

0003 __________

Noun: OPERATIONS AND MAINTENANCE DD1423 is Exhibit: A Contract type: J - FIRM FIXED PRICE Start Date: ASREQ Completion Date: ASREQ Descriptive Data:

The Contractor shall provide required hardware and software maintenance activities for all contractor delivered systems and integration updates required for systems integration.

This includes contractor acquisition of all necessary components and equipment for the MSTEC system including installation, testing, logistics, training, maintenance, necessary documentation and updates, and maintenance of the equipment and documentation for the extent of the contractor's warranty. The contractor shall develop and maintain maintenance and operating manuals; and provide hardware and software maintenance activities for the contractor-delivered system and integration updates required for systems integration. The total estimated price of this CLIN is $250,000. See Exhibit B for labor categories and labor hour rates. (SOW paragraph 3.3)

0004 __________

Noun: SYSTEM MODIFICATION AND ENHANCEMENTS DD1423 is Exhibit: A Contract type: J - FIRM FIXED PRICE Start Date: ASREQ Completion Date: ASREQ Descriptive Data:

The Contractor shall provide enhancements and modifications to the Mode S Center Agent (MSCA) as required due to Government changing requirements during the life of the basic contract.The total estimated price of this CLIN is $1M. See Exhibit B for labor categories and labor hour rates. (SOW paragraphs 3.3 and 3.4.2)

0005 __________

Noun: TRAVEL DD1423 is Exhibit: A Contract type: S - COST Start Date: ASREQ Completion Date: ASREQ Descriptive Data:

All contractor travel will be performed in accordance with the Government Joint Travel Regulations (JTR). This includes contractor employees' travel from their home office at contractor location to temporary duty locations. Travel may include per diem, mileage, airfare, and associated allowable costs, as applicable. Travel costs will be negotiated on each delivery order. This is a cost reimbursable no fee CLIN. The total estimated price of this CLIN is $110,000. (SOW paragraph 3.3)

SECTION B FA9302-07-R-0005

Qty Unit Price ITEM SUPPLIES OR SERVICES Purch Unit Total Item Amount

0006 1 __________ Lot __________

Noun: DATA AND DOCUMENTATION

ACRN: U

NSN: N - Not Applicable DD1423 is Exhibit: A Contract type: J - FIRM FIXED PRICE Inspection: DESTINATION Acceptance: DESTINATION

FOB: DESTINATION

Descriptive Data:

The Contractor shall provide the data items identified in the Contract Data Requirements List (CDRLs) (Exhibit A). Delivery of data shall be IAW the CDRLs under the basic contract and under individual delivery orders. The pricing for CLIN 0006 is a part of CLINs 0001 through 0005 under the basic contract and as priced in contractor proposals under individual delivery orders. This CLIN is not separately priced (NSP).

SECTION B FA9302-07-R-0005

NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

B035 CONTRACT TYPE: LABOR- HOUR (DEC 2005) (TAILORED)

(a) The Contractor shall furnish at the hourly rates stated on Exhibit B to the basic contract all necessary and qualified personnel, managing and directing the same to complete CLIN 0002 within the performance period specified in Section F of the individual delivery orders. In performance of this CLIN, the Contractor shall be reimbursed for direct labor (exclusive of any work performed in an unpaid overtime status) at the hourly rates listed on Exhibit B for the identified labor categories.

(b) For the purposes of the clause of this contract entitled "Payments Under Time-and-Material and Labor-Hour Contracts", the total ceiling price of the CLIN specified in paragraph (a) above is $500,000 (estimated) over the five-year period of performance of the basic contract.

B039 INDEFINITE QUANTITY (DEC 2005) (TAILORED)

This is an Indefinite Quantity contract as contemplated by FAR 16.504. The total scope of the technical tasks for which orders may be issued is set forth in the attached Performance Work Statement (PWS).

The minimum dollar amount the Government may order under this contract will be TBD (to be determined prior to award of contract based upon price proposals). The maximum dollar amount the Government may order under this contract is $1,860,000.

B040 ORDERING PROCEDURES (DEC 2005) (TAILORED)

(a) Orders will be issued by the Procuring Contracting Officer in accordance with the Ordering clause of this contract. However, the following procedures shall be used for negotiation of orders.

(1) The Contracting Officer will provide the Contractor with a copy of each proposed requirement which will include a description of work to be performed, description of expertise required, and desired completion date.

(2) The Contractor shall then: (i) submit to the Contracting Officer a brief technical discussion describing how the work will be performed; (ii) submit a price proposal that identifies proposed prices and rationale for all elements required for performance, broken out by specific CLIN under the basic contract; (iii) identify as part of the pricing proposal the labor categories and number of hours for the performance of the proposed work; and (iv) identify any Government property required for performance.

(3) Upon receipt of the proposal, the Contracting Officer will analyze the proposal, coordinate with Government program/technical personnel for their technical review/input and, if acceptable, issue a delivery order directing the Contractor to commence performance, or if the proposal is not fully acceptable as offered, negotiations shall be conducted prior to issuance of any delivery order. In the event issues pertaining to a proposed work cannot be resolved to the satisfaction of the Contracting Officer, the Contracting Officer reserves the right to withdraw and cancel the proposed work. In such event, the Contractor shall be notified, via letter, of the Contracting Officer's decision. This decision shall be final and conclusive and shall not be subject to the Disputes clause or the Contract Disputes Act.

(b) The Contractor is not authorized to commence performance prior to receipt of the delivery order by the Contracting Officer.

SECTION B FA9302-07-R-0005

B050 ALLOWABLE COST AND PAYMENT (COST NO FEE) (DEC 2005) (TAILORED)

The Contractor shall be reimbursed for performance under CLIN 0005 of the basic contract in accordance with the contract clauses and the following additional terms:

The total estimated price of performance is $110,000.

B054 IMPLEMENTATION OF LIMITATION OF FUNDS (DEC 2005) (TAILORED)

Pursuant to the clause FAR 52.232-22 in Section I, entitled, "Limitation of Funds", the total amount available for payment and allotted to this contract for CLIN 0005 with be identified on individual delivery orders under the basic contract. The applicable delivery orders will also identify the estimated timeframe in which the incremental funding will be sufficient to cover approved contractor travel.

SECTION C - DESCRIPTION/SPECS./WORK STATEMENT

SECTION C FA9302-07-R-0005

NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

C003 INCORPORATED DOCUMENTS/REQUIREMENTS (AUG 2006) (TAILORED)

The following documents are a part of this RFP:

(1) DD Form 1423, Contract Data Requirements List, Exhibit A, dated 12 Sep 2007.

(2) Pricing Exhibit, Exhibit B, dated 31 Aug 2007.

(3) Statement of Work entitled, "Mode S Test and Evaluation Center (MSTEC), dated 24 Sep 2007.

(4) Technical Evaluation Matrix, dated 07 Sep 2007.

(5) Register of Wage Determinations under U. S. Department of Labor 05-2044 (Rev 5), dated 29 May 2007.

SECTION D - PACKAGING AND MARKING

SECTION D FA9302-07-R-0005

I. NOTICE: The following contract clauses pertinent to this section are hereby incorporated by reference:

AIR FORCE MATERIEL COMMAND FEDERAL ACQUISITION REGULATION SUPPLEMENT

CONTRACT CLAUSES

5352.247-9006 MARKING OF WARRANTED ITEMS (AFMC) (JUL 1997)

5352.247-9008 CONTRACTOR COMMERCIAL PACKAGING (AFMC) (SEP 1998)

II. NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

D001 PRESERVATION, PACKAGING, PACKING AND MARKING REQUIREMENTS (FEB 1997)

(TAILORED)

Preservation, packaging, packing and marking shall be set forth in the individual orders.

SECTION E - INSPECTION AND ACCEPTANCE

SECTION E FA9302-07-R-0005

I. NOTICE: The following contract clauses pertinent to this section are hereby incorporated by reference:

A. FEDERAL ACQUISITION REGULATION CONTRACT CLAUSES

52.246-02 INSPECTION OF SUPPLIES -- FIXED-PRICE (AUG 1996)

52.246-04 INSPECTION OF SERVICES -- FIXED-PRICE (AUG 1996)

52.246-06 INSPECTION -- TIME-AND-MATERIAL AND LABOR-HOUR (MAY 2001)

52.246-16 RESPONSIBILITY FOR SUPPLIES (APR 1984)

B. DEFENSE FEDERAL ACQUISITION REGULATION SUPPLEMENT CONTRACT CLAUSES

252.246-7000 MATERIAL INSPECTION AND RECEIVING REPORT (MAR 2003)

II. NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

E001 REQUIREMENTS FOR DATA ACCEPTANCE (FINAL DD FORM 250) (MAY 1997) (TAILORED)

The Contractor shall prepare and submit a final DD Form 250, at completion of all work efforts under each individual delivery order, collectively accounting for all completed line items (CLINs) under each delivery order. The DD Form 250 shall also include a list and an account of all data submitted by letter of transmittal under CLIN 0006 and approved by the Government during the reporting period under each delivery order.

E006 PAYMENT REQUEST AND RECEIVING REPORT SUBMISSION INSTRUCTIONS (AUG 2006)

(TAILORED)

(a) Pursuant to DFARS 252.232-7003, Electronic Submission of Payment Requests, use of the Wide Area Work Flow - Receipt and Acceptance (WAWF-RA) system for electronic submission of payment requests and receipt/acceptance documents is mandatory under this contract.

(b) Technical reports are not to be submitted as attachments in WAWF-RA. See F005 for delivery instructions and F007 for addresses for these reports.

(c) A copy of the receiving report printed from WAWF-RA shall accompany each shipment which requires a DD Form 250/receiving report.

(d) PROCESSING STATUS. Any inquiry as to the processing status of a payment request or receiving report should be made to the Contracting Officer.

SECTION F - DELIVERIES OR PERFORMANCE

SECTION F FA9302-07-R-0005

SHIP MARK TRANS

ITEM SUPPLIES SCHEDULE DATA QTY TO FOR PRI DATE

0001 1 U 01 Oct 2008

Noun: MODE S CENTER AGENT

0006 1 U ASREQ

Noun: DATA AND DOCUMENTATION

ACRN: U

I. NOTICE: The following contract clauses pertinent to this section are hereby incorporated by reference:

FEDERAL ACQUISITION REGULATION CONTRACT CLAUSES

52.242-15 STOP-WORK ORDER (AUG 1989)

52.242-15 STOP-WORK ORDER (AUG 1989) - ALTERNATE I (APR 1984)

52.247-34 F.O.B. DESTINATION (NOV 1991)

II. NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

F002 PERIOD OF PERFORMANCE (FEB 1997) (TAILORED)

Period of performance under this contract shall be TBD (date) through TBD (date). (Dates will be filled in upon award of contract. It is anticipated this will be a five-year contract from effective date of award of contract.)

F003 CONTRACT DELIVERIES (FEB 1997) (TAILORED)

The following terms, if used within this contract in conjunction with contract delivery requirements (including data deliveries), are hereby defined as follows:

(a) "MAC" and "MARO" mean "months after the effective date for award of the contractual action".

(b) "WARO" means "weeks after the effective date for award of the contractual action".

(c) "DARO" means "days after the effective date for award of the contractual action".

(d) "ASREQ" means "as required". Detailed delivery requirements are then specified elsewhere in Section F.

SECTION F - DELIVERIES OR PERFORMANCE

SECTION F FA9302-07-R-0005

F005 DELIVERY OF REPORTS (OCT 1998) (TAILORED)

(a) All data shall be delivered in accordance with the delivery schedule shown on the Contract Data Requirements List under the basic contract, or as incorporated under individual delivery orders. All reports and correspondence submitted under this basic contract shall include the contract number and delivery order number. The addressees for receipt of all CDRLs are detailed under Clause F007 of the basic contract. Any additional addressees required for specific delivery orders shall be separately identified under that specific delivery order.

(b) A copy of letters of transmittal for technical reports under CDRLs A0001 through A010 and A013 through A019 shall be transmitted via e-mail to the Government Contracting Officer. CDRLs A011 and A012 will be delivered in its entirety to the Contracting Officer.

F007 SHIPMENT ADDRESS (SEP 1997) (TAILORED)

CLINs 0001 Ship to destination points will be identified in individual delivery orders.

through 0005

Delivery dates will be identified as calendar days after receipt of delivery order.

CLIN 0006 All data deliverables shall be addressed to the following addressees IAW Block 14 "Distribution" of the Contract Data Requirements List (CDRLs), DD Form 1423. Note that with the exception of CDRLs A011 and A012, only letters of transmittal (via e-mail) are required for the Contracts Office.

412 TSS/DRP

ATTN: John Keusseyan 307 E. Popson Avenue Bldg 1400, Room 413 Edwards AFB, CA 93524

412 RANS/ENRP

ATTN: Mitch Turner 307 E. Popson Avenue Bldg 1400, Room 413 Edwards AFB, CA 93524

412 RANS/ENROC

ATTN: Sands Sprague 307 E. Popson Avenue Bldg 1400, Room 413 Edwards AFB, CA 93524

AFFTC/PKEAD

ATTN: Joanne Eldredge 5 S. Wolfe Avenue Bldg 2800 Edwards AFB, CA 93524

SECTION G - CONTRACT ADMINISTRATION DATA

SECTION G FA9302-07-R-0005

NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

G001 ACCOUNTING AND APPROPRIATION DATA (FEB 1997) (TAILORED)

Accounting and appropriation data will be set forth on individual orders issued under the basic contract.

G002 PROGRAM MANAGER (MAY 1997) (TAILORED)

Program Manager: John Keusseyan, 412 TSS/DRP

(661) 277-5527

G005 PAYMENT INSTRUCTIONS FOR MULTIPLE ACCOUNTING CLASSIFICATION CITATIONS

(MAR 2001) (TAILORED)

Payment for all efforts under this contract should be made in the order and amounts shown in the informational subline item(s) in the individual delivery orders. Exhaust the funds in each ACRN before using funds from the next listed ACRN.

a. The individual delivery orders may be funded by multiple accounting classification citations.

Payment shall be made from ACRNs in alphabetical order (AA,AB,etc). DO NOT USE A PRORATED METHOD to pay, disburse and liquidate funds. Do not liquidate any funds from an ACRN unless the preceding ACRNs have been fully liquidated, or if revised payment instructions are provided per paragraph b. below.

b. Additional ACRNs will be assigned when new accounting classifications are available. When adding new ACRNs or changing existing ACRNs, the above payment instructions shall apply, unless specific revised payments instructions are provided as part of a contract modification.

G015 IMPLEMENTATION OF TAXPAYER IDENTIFICATION NUMBER (APR 1998) (TAILORED)

In accordance with FAR 52.204-03, Taxpayer Identification Number is ______ (insert TIN) .

SECTION H - SPECIAL CONTRACT REQUIREMENTS

SECTION H FA9302-07-R-0005

NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

OTHER CONTRACT CLAUSES IN FULL TEXT

H025 INCORPORATION OF SECTION K (OCT 1998)

Section K of the solicitation is hereby incorporated by reference.

H035 INCORPORATION OF SUBCONTRACTING PLAN (DEC 2005) (TAILORED)

In accordance with FAR 52.219-9, Small Business Subcontracting Plan, the subcontracting plan contained in ________ (insert proposal number) dated ______ (insert date) is incorporated herein by reference.

H040 ASSOCIATE CONTRACTOR AGREEMENTS (FEB 2003) (TAILORED)

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

(b) ACAs shall include the following general information:

(1) Identify the associate contractors and their relationships.

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

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

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

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

(6) Identify potential conflicts between relevant Government contracts and the ACA;

include agreements on protection of proprietary data and restrictions on employees.

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

(d) Nothing in the foregoing shall affect compliance with the requirements of the clause at 5352.209-9002, Organizational Conflict of Interest.

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

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

(g) All costs associated with the agreements are included in the negotiated cost of this contract.

Agreements may be amended as required by the Government during the performance of this contract.

SECTION H - SPECIAL CONTRACT REQUIREMENTS

SECTION H FA9302-07-R-0005

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

CONTRACTOR PROGRAM/CONTRACT

JT3 J-TECH

(To be identified under individual delivery orders, as required.)

H047 TRAVEL (FEB 2003) (TAILORED)

(a) The Contractor may be required to travel within the contiguous United States and overseas.

The Contractor may be required to travel by Government-provided transportation. Travel requirements will be reimbursed by separate voucher and must be approved in advance by the Contracting Officer.

Travel requirements will be identified, proposed, and negotiated in individual task orders on a cost-reimbursement, no fee basis. Billable travel costs are air fare, ground transportation, mileage, and per diem costs, not labor hours. The Contractor shall be responsible for obtaining any passports or visas and making travel arrangements to and from any CONUS location.

(1) Per diem, air fare, and all other allowable travel costs shall be reimbursed in accordance with the Federal Acquisition Regulation. All travel within overseas areas shall be approved in advance by the Contracting Officer.

(2) The Government may provide travel to and from overseas work sites via Air Mobility Command (AMC) flights, if available. AMC travel fees may be Contractor-paid and invoiced to the Government. The Government will be responsible for obtaining travel clearances and issuance of any required special orders.

(b) Use of AMC transportation shall be approved in advance by the Contracting Officer or designee. Orders authorizing AMC travel will specify the Contractor's Customer Identification Code (CIC). If the Contractor does not have CIC number, the orders will state "special account handling: billing for AMC transportation will be forwarded to _____ (insert Contractor's address)." Use of AMC transportation is subject to availability.

(c) The travel CLIN is intended to pay for travel occurring at the direction of the Government, performed in conjunction with a specific trip authorized in a delivery order. Travel by clerical support personnel shall be approved in advance by the Contracting Officer.

H055 INSURANCE CLAUSE IMPLEMENTATION (FEB 2003)

The Contractor shall obtain and maintain the minimum kinds and amounts of insurance during performance of this contract as specified by FAR 28.307-2, Liability, and contemplated by FAR 52.228-5, Insurance--Work on a Government Installation, and/or 52.228-7, Insurance--Liability to Third Persons.

H063 CONTRACTOR IDENTIFICATION (FEB 2003) (TAILORED)

Contractor personnel and their subcontractors must identify themselves as Contractors or subcontractors during meetings, telephone conversations, in electronic messages, or correspondence related to this contract.

PART II - CONTRACT CLAUSES

SECTION I - CONTRACT CLAUSES

SECTION I FA9302-07-R-0005

Contract Clauses in this section are from the FAR, Defense FAR Sup, Air Force FAR Sup, and the Air Force Materiel Command FAR Sup, and are current through the following updates:

Database_Version: 6.9.x.600; Issued: 9/17/2007; FAR: FAC 2005-20; DFAR: DCN20070913; DL.: DL 98- 021; Class Deviations: CD 2005o0001; AFFAR: 2002 Edition; AFMCFAR: AFMCAC 06-01;

AFAC: AFAC 2007-0823; IPN: 98-009

I. NOTICE: The following contract clauses pertinent to this section are hereby incorporated by reference:

A. FEDERAL ACQUISITION REGULATION CONTRACT CLAUSES

52.202-01 DEFINITIONS (JUL 2004)

52.203-03 GRATUITIES (APR 1984)

52.203-05 COVENANT AGAINST CONTINGENT FEES (APR 1984)

52.203-06 RESTRICTIONS ON SUBCONTRACTOR SALES TO THE GOVERNMENT (SEP 2006)

52.203-07 ANTI-KICKBACK PROCEDURES (JUL 1995)

52.203-08 CANCELLATION, RESCISSION, AND RECOVERY OF FUNDS FOR ILLEGAL OR

IMPROPER ACTIVITY (JAN 1997)

52.203-10 PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR IMPROPER ACTIVITY (JAN 1997)

52.203-12 LIMITATION ON PAYMENTS TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS

(SEP 2007)

52.204-04 PRINTED OR COPIED DOUBLE-SIDED ON RECYCLED PAPER (AUG 2000)

52.204-07 CENTRAL CONTRACTOR REGISTRATION (JUL 2006)

52.209-06 PROTECTING THE GOVERNMENT'S INTEREST WHEN SUBCONTRACTING WITH

CONTRACTORS DEBARRED, SUSPENDED, OR PROPOSED FOR DEBARMENT

(SEP 2006)

52.211-05 MATERIAL REQUIREMENTS (AUG 2000)

52.215-02 AUDIT AND RECORDS -- NEGOTIATION (JUN 1999)

52.215-08 ORDER OF PRECEDENCE--UNIFORM CONTRACT FORMAT (OCT 1997)

52.215-10 PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA (OCT 1997)

52.215-12 SUBCONTRACTOR COST OR PRICING DATA (OCT 1997)

52.215-14 INTEGRITY OF UNIT PRICES (OCT 1997)

52.215-15 PENSION ADJUSTMENTS AND ASSET REVERSIONS (OCT 2004)

52.215-18 REVERSION OR ADJUSTMENT OF PLANS FOR POSTRETIREMENT BENEFITS

(PRB) OTHER THAN PENSIONS (JUL 2005)

52.215-19 NOTIFICATION OF OWNERSHIP CHANGES (OCT 1997)

52.216-07 ALLOWABLE COST AND PAYMENT (DEC 2002)

52.216-11 COST CONTRACT -- NO FEE (APR 1984)

52.216-18 ORDERING (OCT 1995)

Para (a), Issued from date is 'effective award date of the basic contract' Para (a), Issued through date is 'five years from date of award of basic contract.'

52.216-22 INDEFINITE QUANTITY (OCT 1995)

Para (d), Date is 'TBD.'

52.219-04 NOTICE OF PRICE EVALUATION PREFERENCE FOR HUBZONE SMALL BUSINESS

CONCERNS (JUL 2005)

52.219-08 UTILIZATION OF SMALL BUSINESS CONCERNS (MAY 2004)

52.219-09 SMALL BUSINESS SUBCONTRACTING PLAN (SEP 2007)

52.219-09 SMALL BUSINESS SUBCONTRACTING PLAN (SEP 2007) - ALTERNATE II (OCT

2001)

52.219-16 LIQUIDATED DAMAGES -- SUBCONTRACTING PLAN (JAN 1999)

52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (JUN 2007)

52.222-01 NOTICE TO THE GOVERNMENT OF LABOR DISPUTES (FEB 1997)

52.222-02 PAYMENT FOR OVERTIME PREMIUMS (JUL 1990)

SECTION I FA9302-07-R-0005

Para (a), Dollar amount is 'TBD'

52.222-19 CHILD LABOR--COOPERATION WITH AUTHORITIES AND REMEDIES (AUG 2007)

52.222-20 WALSH-HEALEY PUBLIC CONTRACTS ACT (DEC 1996)

52.222-21 PROHIBITION OF SEGREGATED FACILITIES (FEB 1999)

52.222-26 EQUAL OPPORTUNITY (MAR 2007)

52.222-35 EQUAL OPPORTUNITY FOR SPECIAL DISABLED VETERANS, VETERANS OF THE

VIETNAM ERA, AND OTHER ELIGIBLE VETERANS (SEP 2006)

52.222-36 AFFIRMATIVE ACTION FOR WORKERS WITH DISABILITIES (JUN 1998)

52.222-37 EMPLOYMENT REPORTS ON SPECIAL DISABLED VETERANS, VETERANS OF THE

VIETNAM ERA, AND OTHER ELIGIBLE VETERANS (SEP 2006)

52.222-39 NOTIFICATION OF EMPLOYEE RIGHTS CONCERNING PAYMENT OF UNION DUES

OR FEES (DEC 2004)

52.222-41 SERVICE CONTRACT ACT OF 1965, AS AMENDED (JUL 2005)

52.222-43 FAIR LABOR STANDARDS ACT AND SERVICE CONTRACT ACT -- PRICE

ADJUSTMENT (MULTIPLE YEAR AND OPTION CONTRACTS) (NOV 2006)

52.222-50 COMBATING TRAFFICKING IN PERSONS (AUG 2007)

52.223-06 DRUG-FREE WORKPLACE (MAY 2001)

52.223-14 TOXIC CHEMICAL RELEASE REPORTING (AUG 2003)

52.225-13 RESTRICTIONS ON CERTAIN FOREIGN PURCHASES (FEB 2006)

52.227-01 AUTHORIZATION AND CONSENT (JUL 1995)

52.227-02 NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT

INFRINGEMENT (AUG 1996)

52.228-05 INSURANCE -- WORK ON A GOVERNMENT INSTALLATION (JAN 1997)

52.228-07 INSURANCE -- LIABILITY TO THIRD PERSONS (MAR 1996)

52.229-03 FEDERAL, STATE, AND LOCAL TAXES (APR 2003)

52.230-02 COST ACCOUNTING STANDARDS (APR 1998)

52.230-06 ADMINISTRATION OF COST ACCOUNTING STANDARDS (APR 2005)

52.232-01 PAYMENTS (APR 1984)

52.232-07 PAYMENTS UNDER TIME-AND-MATERIALS AND LABOR-HOUR CONTRACTS (FEB

2007) - ALTERNATE I (FEB 2007)

52.232-09 LIMITATION ON WITHHOLDING OF PAYMENTS (APR 1984)

52.232-11 EXTRAS (APR 1984)

52.232-17 INTEREST (JUN 1996)

52.232-18 AVAILABILITY OF FUNDS (APR 1984)

52.232-22 LIMITATION OF FUNDS (APR 1984)

52.232-23 ASSIGNMENT OF CLAIMS (JAN 1986)

52.232-25 PROMPT PAYMENT (OCT 2003)

52.232-32 PERFORMANCE-BASED PAYMENTS (FEB 2002)

52.232-33 PAYMENT BY ELECTRONIC FUNDS TRANSFER--CENTRAL CONTRACTOR

REGISTRATION (OCT 2003)

52.233-01 DISPUTES (JUL 2002)

52.233-03 PROTEST AFTER AWARD (AUG 1996)

52.233-03 PROTEST AFTER AWARD (AUG 1996) - ALTERNATE I (JUN 1985)

52.233-04 APPLICABLE LAW FOR BREACH OF CONTRACT CLAIM (OCT 2004)

52.237-11 ACCEPTING AND DISPENSING OF $1 COIN (AUG 2007)

52.242-01 NOTICE OF INTENT TO DISALLOW COSTS (APR 1984)

52.242-03 PENALTIES FOR UNALLOWABLE COSTS (MAY 2001)

52.242-04 CERTIFICATION OF FINAL INDIRECT COSTS (JAN 1997)

52.242-13 BANKRUPTCY (JUL 1995)

52.243-01 CHANGES -- FIXED-PRICE (AUG 1987)

52.243-01 CHANGES -- FIXED-PRICE (AUG 1987) - ALTERNATE II (APR 1984)

52.243-03 CHANGES -- TIME-AND-MATERIALS OR LABOR-HOURS (SEP 2000)

52.244-02 SUBCONTRACTS (JUN 2007)

Para (d), approval required on subcontracts to: 'Subcontracts in excess of $100,000' Para (j), Insert subcontracts evaluated during negotiations. 'N/A'

52.244-05 COMPETITION IN SUBCONTRACTING (DEC 1996)

SECTION I FA9302-07-R-0005

52.244-06 SUBCONTRACTS FOR COMMERCIAL ITEMS (MAR 2007)

52.245-01 GOVERNMENT PROPERTY (JUN 2007)

52.245-09 USE AND CHARGES (JUN 2007)

52.246-25 LIMITATION OF LIABILITY -- SERVICES (FEB 1997)

52.249-02 TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (FIXED-PRICE) (MAY

2004)

52.249-06 TERMINATION (COST-REIMBURSEMENT) (MAY 2004)

52.249-06 TERMINATION (COST-REIMBURSEMENT) (MAY 2004) - ALTERNATE IV (SEP 1996)

52.249-08 DEFAULT (FIXED-PRICE SUPPLY AND SERVICE) (APR 1984)

52.249-14 EXCUSABLE DELAYS (APR 1984)

52.253-01 COMPUTER GENERATED FORMS (JAN 1991)

B. DEFENSE FEDERAL ACQUISITION REGULATION SUPPLEMENT CONTRACT CLAUSES

252.203-7001 PROHIBITION ON PERSONS CONVICTED OF FRAUD OR OTHER DEFENSE-

CONTRACT-RELATED FELONIES (DEC 2004)

252.204-7000 DISCLOSURE OF INFORMATION (DEC 1991)

252.204-7003 CONTROL OF GOVERNMENT PERSONNEL WORK PRODUCT (APR 1992)

252.204-7004 ALTERNATE A, CENTRAL CONTRACTOR REGISTRATION (SEP 2007)

252.209-7004 SUBCONTRACTING WITH FIRMS THAT ARE OWNED OR CONTROLLED BY THE

GOVERNMENT OF A TERRORIST COUNTRY (DEC 2006)

252.211-7003 ITEM IDENTIFICATION AND VALUATION (JUN 2005)

Para (c)(1)(ii). Items with acquisition cost less than $5,000. 'to be identified in individual delivery orders' Para (c)(1)(iii). Attachment Nr. 'to be identified in individual delivery orders'

252.215-7000 PRICING ADJUSTMENTS (DEC 1991)

252.219-7003 SMALL BUSINESS SUBCONTRACTING PLAN (DOD CONTRACTS) (APR 2007)

252.225-7001 BUY AMERICAN ACT AND BALANCE OF PAYMENTS PROGRAM (JUN 2005)

252.225-7002 QUALIFYING COUNTRY SOURCES AS SUBCONTRACTORS (APR 2003)

252.225-7006 QUARTERLY REPORTING OF ACTUAL CONTRACT PERFORMANCE OUTSIDE THE

UNITED STATES (MAY 2007)

252.225-7012 PREFERENCE FOR CERTAIN DOMESTIC COMMODITIES (JAN 2007)

252.225-7014 PREFERENCE FOR DOMESTIC SPECIALTY METALS (JUN 2005)

252.225-7016 RESTRICTION ON ACQUISITION OF BALL AND ROLLER BEARINGS (MAR 2006)

252.226-7001 UTILIZATION OF INDIAN ORGANIZATIONS, INDIAN-OWNED ECONOMIC

ENTERPRISES, AND NATIVE HAWAIIAN SMALL BUSINESS CONCERNS (SEP 2004)

252.227-7013 RIGHTS IN TECHNICAL DATA--NONCOMMERCIAL ITEMS (NOV 1995)

252.227-7014 RIGHTS IN NONCOMMERCIAL COMPUTER SOFTWARE AND NONCOMMERCIAL

COMPUTER SOFTWARE DOCUMENTATION (JUN 1995)

252.227-7015 TECHNICAL DATA--COMMERCIAL ITEMS (NOV 1995)

252.227-7016 RIGHTS IN BID OR PROPOSAL INFORMATION (JUN 1995)

252.227-7019 VALIDATION OF ASSERTED RESTRICTIONS--COMPUTER SOFTWARE (JUN 1995)

252.227-7030 TECHNICAL DATA--WITHHOLDING OF PAYMENT (MAR 2000)

252.227-7037 VALIDATION OF RESTRICTIVE MARKINGS ON TECHNICAL DATA (SEP 1999)

252.227-7039 PATENTS--REPORTING OF SUBJECT INVENTIONS (APR 1990)

252.231-7000 SUPPLEMENTAL COST PRINCIPLES (DEC 1991)

252.232-7010 LEVIES ON CONTRACT PAYMENTS (DEC 2006)

252.243-7001 PRICING OF CONTRACT MODIFICATIONS (DEC 1991)

252.243-7002 REQUESTS FOR EQUITABLE ADJUSTMENT (MAR 1998)

252.244-7000 SUBCONTRACTS FOR COMMERCIAL ITEMS AND COMMERCIAL COMPONENTS

(DOD CONTRACTS) (JAN 2007)

252.246-7001 WARRANTY OF DATA (DEC 1991)

252.247-7023 TRANSPORTATION OF SUPPLIES BY SEA (MAY 2002)

252.247-7024 NOTIFICATION OF TRANSPORTATION OF SUPPLIES BY SEA (MAR 2000)

SECTION I FA9302-07-R-0005

C. AIR FORCE FEDERAL ACQUISITION REGULATION SUPPLEMENT CONTRACT CLAUSES

5352.223-9000 ELIMINATION OF USE OF CLASS I OZONE DEPLETING SUBSTANCES (ODS) (APR 2003) Para (c), List of Class I ODSs. 'None'

5352.223-9001 HEALTH AND SAFETY ON GOVERNMENT INSTALLATIONS (JUN 1997)

II. NOTICE: The following contract clauses pertinent to this section are hereby incorporated in full text:

A. FEDERAL ACQUISITION REGULATION CONTRACT CLAUSES IN FULL TEXT

52.211-15 DEFENSE PRIORITY AND ALLOCATION REQUIREMENTS (SEP 1990)

This is a rated order certified for national defense use, and the Contractor shall follow all the requirements of the Defense Priorities and Allocations System regulation (15 CFR 700).

52.216-19 ORDER LIMITATIONS (OCT 1995) (TAILORED)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $5,000.00, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

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

(1) Any order for a single item in excess of $50,000.00;

(2) Any order for a combination of items in excess of $1,000,000, or;

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

(c) Notwithstanding paragraphs (b) and (c) of this section, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within five calendar days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

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

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

THIS STATEMENT IS FOR INFORMATION ONLY: IT IS NOT A

WAGE DETERMINATION

Employee Class Monetary Wage - Fringe Benefits Air Traffic Control Specialist Hourly Rate: $30.57 Fringe: $15.04

SECTION I FA9302-07-R-0005

52.232-20 LIMITATION OF COST (APR 1984) (TAILORED)

(a) The parties estimate that performance of CLIN 0005, exclusive of any fee, will not cost the Government more than (1) the estimated cost specified in the individual delivery orders. The Contractor agrees to use its best efforts to perform the work specified in the individual delivery orders and all obligations under this contract within the estimated cost.

(b) The Contractor shall notify the Contracting Officer in writing whenever it has reason to believe that--

(1) The costs the Contractor expects to incur under individual delivery orders in the next 60 days, when added to all costs previously incurred, will exceed 75 percent of the estimated cost specified in the Schedule; or

(2) The total cost for the performance of the individual delivery orders, exclusive of any fee, will be either greater or substantially less than had been previously estimated.

(c) As part of the notification, the Contractor shall provide the Contracting Officer a revised estimate of the total cost of performing the individual delivery order.

(d) Except as required by other provisions of this contract, specifically citing and stated to be an exception to this clause--

(1) The Government is not obligated to reimburse the Contractor for costs incurred in excess of (i) the estimated cost specified in the individual delivery order; and

(2) The Contractor is not obligated to continue performance under the individual delivery orders (including actions under the Termination clause of this contract) or otherwise incur costs in excess of the estimated cost specified in the individual delivery orders, until the Contracting Officer (i) notifies the Contractor in writing that the estimated cost has been increased and (ii) provides a revised estimated total cost of performing the individual delivery order.

(e) No notice, communication, or representation in any form other than that specified in subparagraph (d)(2) above, or from any person other than the Contracting Officer, shall affect this contract's estimated cost to the Government. In the absence of the specified notice, the Government is not obligated to reimburse the Contractor for any costs in excess of the estimated cost, whether those excess costs were incurred during the course of the contract or as a result of termination.

(f) If the estimated cost specified in the Schedule is increased, any costs the Contractor incurs before the increase that are in excess of the previously estimated cost shall be allowable to the same extent as if incurred afterward, unless the Contracting Officer issues a termination or other notice directing that the increase is solely to cover termination or other specified expenses.

(g) Change orders shall not be considered an authorization to exceed the estimated cost to the Government specified in the individual delivery orders, unless they contain a statement increasing the estimated cost.

(h) If this contract is terminated or the estimated cost is not increased, the Government and the Contractor shall negotiate an equitable distribution of all property produced or purchased under the contract, based upon the share of costs incurred by each.

52.243-07 NOTIFICATION OF CHANGES (APR 1984) (TAILORED)

(a) Definitions.

SECTION I FA9302-07-R-0005

"Contracting Officer," as used in this clause, does not include any representative of the Contracting Officer.

"Specifically Authorized Representative (SAR)," as used in this clause, means any person the Contracting Officer has so designated by written notice (a copy of which shall be provided to the Contractor) which shall refer to this subparagraph and shall be issued to the designated representative before the SAR exercises such authority.

(b) Notice. The primary purpose of this clause is to obtain prompt reporting of Government conduct that the Contractor considers to constitute a change to this contract. Except for changes identified as such in writing and signed by the Contracting Officer, the Contractor shall notify the Contracting Officer in writing promptly, within 15 calendar days from the date that the Contractor identifies any Government conduct (including actions, inactions, and written or oral communications) that the Contractor regards as a change to the contract terms and conditions. On the basis of the most accurate information available to the Contractor, the notice shall state--

(1) The date, nature, and circumstances of the conduct regarded as a change;

(2) The name, function, and activity of each Government individual and Contractor official or employee involved in or knowledgeable about such conduct;

(3) The identification of any documents and the substance of any oral communication involved in such conduct;

(4) In the instance of alleged acceleration of scheduled performance or delivery, the basis upon which it arose;

(5) The particular elements of contract performance for which the Contractor may seek an equitable adjustment under this clause, including--

(i) What contract line items have been or may be affected by the alleged change;

(ii) What labor or materials or both have been or may be added, deleted, or wasted by the alleged change;

(iii) To the extent practicable, what delay and disruption in the manner and sequence of performance and effect on continued performance have been or may be caused by the alleged change;

(iv) What adjustments to contract price, delivery schedule, and other provisions affected by the alleged change are estimated; and

(6) The Contractor's estimate of the time by which the Government must respond to the Contractor's notice to minimize cost, delay or disruption of performance.

(c) Continued performance. Following submission of the notice required by paragraph (b) of this clause, the Contractor shall diligently continue performance of this contract to the maximum extent possible in accordance with its terms and conditions as construed by the Contractor, unless the notice reports a direction of the Contracting Officer or a communication from a SAR of the Contracting Officer, in either of which events the Contractor shall continue performance; provided, however, that if the Contractor regards the direction or communication as a change as described in paragraph (b) of this clause, notice shall be given in the manner provided. All directions, communications, interpretations, orders and similar actions of the SAR shall be reduced to writing promptly and copies furnished to the Contractor and to the Contracting Officer. The Contracting Officer shall promptly countermand any action which exceeds the authority of the SAR.

SECTION I FA9302-07-R-0005

(d) Government response. The Contracting Officer shall promptly, within 30 days calendar days after receipt of notice, respond to the notice in writing. In responding, the Contracting Officer shall either--

(1) Confirm that the conduct of which the Contractor gave notice constitutes a change and when necessary direct the mode of further performance;

(2) Countermand any communication regarded as a change;

(3) Deny that the conduct of which the Contractor gave notice constitutes a change and when necessary direct the mode of further performance; or

(4) In the event the Contractor's notice information is inadequate to make a decision under subparagraphs (d)(1), (2), or (3) of this clause, advise the Contractor what additional information is required, and establish the date by which it should be furnished and the date thereafter by which the Government will respond.

(e) Equitable adjustments.

(1) If the Contracting Officer confirms that Government conduct effected a change as alleged by the Contractor, and the conduct causes an increase or decrease in the Contractor's cost of, or the time required for, performance of any part of the work under this contract, whether changed or not changed by such conduct, an equitable adjustment shall be made--

(i) In the contract price or delivery schedule or both; and

(ii) In such other provisions of the contract as may be affected.

(2) The contract shall be modified in writing accordingly. In the case of drawings, designs or specifications which are defective and for which the Government is responsible, the equitable adjustment shall include the cost and time extension for delay reasonably incurred by the Contractor in attempting to comply with the defective drawings, designs or specifications before the Contractor identified, or reasonably should have identified, such defect. When the cost of property made obsolete or excess as a result of a change confirmed by the Contracting Officer under this clause is included in the equitable adjustment, the Contracting Officer shall have the right to prescribe the manner of disposition of the property. The equitable adjustment shall not include increased costs or time extensions for delay resulting from the Contractor's failure to provide notice or to continue performance as provided, respectively, in paragraphs (b) and (c) of this clause.

NOTE: The phrases "contract price" and "cost" wherever they appear in the clause, may be appropriately modified to apply to cost-reimbursement or incentive contracts, or to combinations thereof.

52.246-18 WARRANTY OF SUPPLIES OF A COMPLEX NATURE (MAY 2001) (TAILORED)

(a) Definitions. As used in this clause-

"Acceptance" means the act of an authorized representative of the Government by which the Government assumes for itself, or as an agent of another, ownership of existing and identified supplies, or approves specific services rendered, as partial or complete performance of the contract.

"Supplies" means the end items, including software, furnished by the Contractor and related services required under this contract. The word does not include "data."

(b) Contractor's obligations.

(1) The Contractor warrants that for one year after Government acceptance, all supplies furnished under this contract will be free from defects in design, material and workmanship and will

SECTION I FA9302-07-R-0005

conform with all requirements of this contract; provided, however, that with respect to Government-furnished property, the Contractor's warranty shall extend only to its proper installation, unless the Contractor performs some modification or other work on the property, in which case the Contractor's warranty shall extend to the modification or other work.

(2) Any supplies or parts thereof corrected or furnished in replacement shall be subject to the conditions of this clause to the same extent as supplies initially delivered. This warranty shall be equal in duration to that set forth in paragraph (b)(1) of this clause and shall run from the date of delivery of the corrected or replaced supplies.

(3) The Contractor shall not be obligated to correct or replace supplies if the facilities, tooling, drawings, or other equipment or supplies necessary to accomplish the correction or replacement have been made unavailable to the Contractor by action of the Government. In the event that correction or replacement has been directed, the Contractor shall promptly notify the Contracting Officer, in writing, of the nonavailability.

(4) The Contractor shall also prepare and furnish to the Government data and reports applicable to any correction required (including revision and updating of all affected data called for under his contract) at no increase in the contract price.

(5) When supplies are returned to the Contractor, the Contractor shall bear the transportation costs from the place of delivery specified in the contract (irrespective of the f.o.b. point or the point of acceptance) to the Contractor's plant and return.

(6) All implied warranties of merchantability and "fitness for a particular purpose" are excluded from any obligation contained in this contract.

(c) Remedies available to the Government.

(1) In the event of a breach of the Contractor's warranty in paragraph (b)(1) of this clause, the Government may, at no increase in contract price--

(i) Require the Contractor, at the place of delivery specified in the contract (irrespective of the f.o.b. point or the point of acceptance) or at the Contractor's plant, to repair or replace, at the Contractor's election, defective or nonconforming supplies; or

(ii) Require the Contractor to furnish at the Contractor's plant the materials or parts and installation instructions required to successfully accomplish the correction.

(2) If the Contracting Officer does not require correction or replacement of defective or nonconforming supplies or the Contractor is not obligated to correct or replace under paragraph (b)(3) of this clause, the Government shall be entitled to an equitable reduction in the contract price.

(3) The Contracting Officer shall notify the Contractor in…