H92222-10-R-0044-0002 13 Jan conformed copy.pdf

CODE

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until 02:00 PM local time 24 Jan 2011

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G F 57 - 60

61 - 69 X H 70 - 73 gary.salava@socom.mil

RATING PAGE OF PAGES

7. ISSUED BY

(Date)

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

Previous Edition is Unusable 33-134 STANDARD FORM 33 (REV. 9-97)

Prescribed by GSA FAR (48 CFR) 53.214(c)

1 73

(If other than Item 7)

15A. NAME 16. NAME AND TITLE OF PERSON AUTHORIZED TO

AND

ADDRESS

SIGN OFFER (Type or print)

OF

OFFEROR

AMENDMENT NO. DATE

15B. TELEPHONE NO (Include area code) 17. SIGNATURE15C. CHECK IF REMITTANCE ADDRESS

IS DIFFERENT FROM ABOVE - ENTER

SUCH ADDRESS IN SCHEDULE.

18. OFFER DATE

1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

2. CONTRACT NO.

H92222 8. ADDRESS OFFER TO

See Item 7

9. Sealed offers in original and2 copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if handcarried, in the depository located in

CAUTION - LATE Submissions, Modifications, and Withdrawals: See Section L, Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and

See Section L conditions contained in this solicitation.

10. FOR INFORMATION

CALL:

A. NAME (NO COLLECT CALLS)

GARY SALAVA (813) 282-8795 EXT 6121

11. TABLE OF CONTENTS

SOLICITATION/ CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/ COSTS

2 - 3

X I CONTRACT CLAUSES

DESCRIPTION/ SPECS./ WORK STATEMENT X

PACKAGING AND MARKING

J LIST OF ATTACHMENTS

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

X K

REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

CONTRACT ADMINISTRATION DATA 8 - 10 X

SPECIAL CONTRACT REQUIREMENTS

OFFER (Must be fully completed by offeror) 11 - 29 X M

L INSTRS., CONDS., AND NOTICES TO OFFERORS

EVALUATION FACTORS FOR AWARD

NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

is inserted by the offeror) from the date for 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)

14. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments

AMENDMENT NO. DATE

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

FACILITY

12. In compliance with the above, the undersigned agrees, if this offer is accepted within calendar days (60 calendar days unless a different period

SOLICITATION, OFFER AND AWARD

X

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

PART I - THE SCHEDULE

26. NAME OF CONTRACTING OFFICER (Type or print) 27. UNITED STATES OF AMERICA 28. AWARD DATE

EMAIL:TEL: (Signature of Contracting Officer)

CODE CODE

B. TELEPHONE (Include area code) C. E-MAIL ADDRESS

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 COMPETITION:

10 U.S.C. 2304(c)( ) 41 U.S.C. 253(c)( ) (4 copies unless otherwise specified)

23. SUBMIT INVOICES TO ADDRESS SHOWN IN ITEM

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

PART IV - REPRESENTATIONS AND INSTRUCTIONS

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER AT TACHMENTS

30 - 55

PART II - CONTRACT CLAUSES

HQ USSOCOM SORDAC-K

ATTN: GARY SALAVA

7701 TAMPA POINT BLVD

MACDILL AFB FL 33621 (813)282-8795 EXT 6121

(813) 286-2264FAX:

TEL:

FAX:

TEL:

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

SOLICITATION

6. REQUISITION/PURCHASE NO.

SITECSPECSERV

5. DATE ISSUED

24 Nov 2010

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

[ X ]

3. SOLICITATION NO.

H92222-10-R-0044

Section B - Supplies or Services and Prices

B.1

CONTRACT MAXIMUM AND MINIMUM

The contract minimum as defined in 52.216-22 for this contract is $3,000.00. The contract maximum is

$362,000,000.00.

ITEM NO SUPPLIES/SERVICES MAX

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

1001 UNDEFINED

FFP Task Orders

FFP

The contractor shall provide Specialty Services in accordance with individual task orders and Section J Performance Work Statement United States Special Operations Command (USSOCOM) Specialty Services. Orders shall be in accordance with Section H clause H.6 entitled "Procedures for Issuing Task/Delivery Orders" FOB: Destination

PURCHASE REQUEST NUMBER: SITECSPECSERV

MAX

NET AMT

ITEM NO SUPPLIES/SERVICES MAX

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

1002 UNDEFINED

CPFF Task Orders

CPFF

The contractor shall provide Specialty Services in accordance with individual task orders and Section J Performance Work Statement United States Special Operations Command (USSOCOM) Specialty Services. Orders shall be in accordance with Section H clause H.6 entitled "Procedures for Issuing Task/Delivery Orders"

FOB: Destination

PURCHASE REQUEST NUMBER: SITECSPECSERV

MAX COST

FIXED FEE

TOTAL MAX COST + FEE

Section C - Descriptions and Specifications

PERFORMANCE WORK STATEMENT

See Attachment entitled USSOCOM Specialty Services PWS v2.1 dated 10 Jan 2011

Section D - Packaging and Marking

CLAUSES INCORPORATED BY FULL TEXT

5652.247-9000 Packaging & Marking - F.O.B. Destination (1998)

The shipping, address, contract number, device number, and any other "MARK FOR" information shall be clearly marked on the outside of all packages shipped under this contract. Information shall be easily identified without opening the package. This information shall also be included on the inside of all packages.

(end of clause)

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

1001 N/A N/A N/A Government 1002 N/A N/A N/A Government

CLAUSES INCORPORATED BY REFERENCE

52.246-4 Inspection Of Services--Fixed Price AUG 1996 52.246-5 Inspection Of Services Cost-Reimbursement APR 1984

5652.246-9001 Material Inspection and Receiving Reports (DD 250) Addresses (2001)

Material Inspection and Receiving Reports shall be transmitted electronically in accordance with DFAR 252.246- 7000 to the following addresses: (Insert the addresses of the RAO or COR, procurement office, payment office, Administrative contracting office, and any other required addresses after award.)

Section F - Deliveries or Performance

PERIOD OF PERFORMANCE

The Contract Period of Performance shall be Contract Award though 31 March 2016.

DELIVERY INFORMATION

CLIN DELIVERY DATE QUANTITY SHIP TO ADDRESS UIC

1001 N/A N/A N/A N/A

1002 N/A N/A N/A N/A

52.242-15 Stop-Work Order AUG 1989 52.242-15 Alt I Stop-Work Order (Aug 1989) - Alternate I APR 1984 52.247-34 F.O.B. Destination NOV 1991

Section G - Contract Administration Data

CONTRACT ADMINISTRATION

G.1 Responsibility for Contract Administration Procuring Contracting Officer : The Specialty Services Contracting Officer identified below, has the overall responsibility for this contract. The contracting officer alone, without delegation, is authorized to take actions on behalf of the Government to amend, modify or deviate from the contract terms, conditions, and requirements. The contracting officer may delegate certain other responsibilities to his/her authorized representatives or Contracting Officer Representative (COR). The contracting officer for this contract is:

Dr. Joe Daum, USSOCOM, SORDAC-KH, 7701 Tampa Point Blvd. MacDill AFB, FL 33621-5323 Administrative Contracting Officer : Delegation of Contract Administration per FAR 42.302 with the exception of paragraphs (a) (1), (3),(6),(10), (15) (22),(23),(25),(30),(31),(38),(40),(52),(55),(58)(59),(62),(64),(70) which will be retained by the PCO is designated to:

Defense Contract Management Agency (DCMA) (Office and address to be identified by the offeror in its cost proposal) Further, the ACO will provide, upon request, to the SORDAC-KH contracting officer feedback annually on each prime contractor’s performance for inclusion in the annual Contractor Performance Assessment Reports.

Ordering Officer : The authorized Contracting Officer who issues a task order will also administer that task order with the exception of the DCMA delegated areas outlined in FAR 42.302. If any office is granted ordering authority reference Section H.

All Government Contracting Officer Representatives (COR), Technical Representatives (TR), and Ordering Offices, shall review and comply with the terms and conditions contained within this basic contract and the guidance provided via the ITSM portal during the administration of this contract vehicle. The portal will provide guidelines, processes, reference materials, templates, and compliance requirements for the use of this contract. The guidelines and instructions contained within the portal are imperative in achieving quality support services and maintaining high standards of oversight.

G.2 ACCOUNTING & APPROPRIATION DATA

ACRN/SubCLIN will be cited in individual task orders and on modifications issued.

Estimated cost will be shown in each task order, for the purpose of the Limitations of Funds/Cost Clause. The Contractor will highlight to the Contracting Officer each task order that will reach its estimated task order cost within the next 60 days.

PAYMENT INSTRUCTIONS FOR MULTIPLE ACCOUNTING CLASSIFICATION CITATIONS:

This contract is not funded, reference clause 52.232-18. All funding and payment will be made at the task order level and those instructions are contained in each task order. The following will apply to all task orders issued under this contract unless otherwise stated within the individual task order:

1) Line item specific: single funding. If there is only one source of funding for the contract line item (i.e., one ACRN), the payment office will make payment using the ACRN funding of the line item being billed.

2) Line item specific: by fiscal year. If there is more than one ACRN within a contract line item that contains two or more different fiscal year appropriations, the payment office will make payment using the oldest fiscal year appropriations first, exhausting all funds in the previous fiscal year before disbursing from the next fiscal year.

3) Line item specific: sequential ACRN order. If there is more than on ACRN within a contract line item with the same fiscal year appropriation, the payment office shall make payment in sequential ACRN order within the line item, exhausting all funds in the previous ACRN before paying from the next ACRN using the following sequential order: Alpha/Alpha; Alpha/numeric; numeric/alpha; and numeric/numeric.

A. INVOICE SUBMISSION AND PAYMENT

ELECTRONIC SUBMISSION OF INVOICES AND RECEIVING REPORTS IS MANDATORY in accordance with DFARS 252.232-7003

(1) ELECTRONIC SUBMISSION VIA WIDE AREA WORKFLOW (WAWF): Contractors must register and begin submitting electronic invoices immediately through the Wide Area Workflow Receipt and Acceptance Internet site: https://wawf.eb.mil/. On line training is available at http://www.wawftraining.com unless unable to do so. Use the following data elements to invoice for services or supplies procured via task orders under this contract. The award document number is located in the lower right-hand corner.

Vouchers for Cost-Type CLINs. In accordance with DFARS 242.803(b), DCAA will be the authorized representative of the contracting officer for:

• Receiving vouchers

• Approving interim vouchers

• Authorizing direct submission of interim vouchers for provisional payment to the disbursing office

• Issuing DCAA Forms 1, "Notice of Contract Costs Suspended and/or Disapproved."

DCAA Determination of Contractor Eligibility for Direct Billing Authority. DCAA may evaluate the contractor's Billing System and determine the contractor's eligibility for direct billing authority. Criteria for eligibility are described in DCAAP 7641.90 “Information for Contractors”, available at http://www.dcaa.mil. After approving the contractor's billing system and authorizing direct submission of interim vouchers, DCAA notifies the contractor that it may submit cost vouchers, (except first and completion/final vouchers) direct to the DFAS payment office. The first and final voucher must go to the DCMA Administrative Contracting Officer (ACO) for approval. If DCAA withdraws direct billing authorization, DCAA will notify the contractor, the ACO, and the DFAS payment office, and will direct the contractor to submit vouchers to DCAA for review and approval. Contractors not determined to be eligible for direct billing are required to submit interim vouchers to DCAA for approval.

Invoices for Firm-Fixed Price CLINs. The ACO will be delegated responsibility by the PCO for reviewing and approving invoices for firm-fixed price CLIN’s, in which case the contractor shall submit firm-fixed price invoices directly to the ACO, who will in-turn forward them to DFAS. As such, all contractors when inputting invoices for Firm-Fixed Price CLINs shall use WAWF INVOICE 2-in-1 and use S1109A as both the Inspect By and Service Acceptor." The contractor shall include a Certificate of Conformance with each invoice to certify the work performed during the billing period per FAR 52.246-15.

When invoicing for cost type CLINs contractors shall use WAWF Cost Vouchers and use the appropriate

DCAA DoDAAC as the Service Approver on Interim vouchers and S1109A as the Service Approver on Final vouchers.

The contractor shall segregate and bill separately costs for each Delivery/Task Order issued under this contract.

Cost for performing work set forth in one Delivery/Task Order shall not be allowable under any other Delivery/Task Order.

If a Delivery/Task Order contains multiple CLINs/SLINs the contractor shall segregate and bill separately costs for each CLIN/SLIN of the Delivery/Task Order additionally, contractors will invoice by ACRN as outlined in G.2 above. Cost for performing work set forth on one CLIN/SLIN shall not be allowable under any other CLIN/SLIN.

The contract number and Delivery/Task Order number shall appear on all work accomplished and on all invoices in WAWF. When submitting invoices for FFP task orders, contractors shall submit as 2-in-1 invoices. When invoicing for cost type task orders contractors shall input as Cost vouchers.

G.3 Quick Closeout Procedures. (also reference 52.216-7) In efforts to expedite contract closeout, the Contracting Officer responsible for contract closeout may use the quick-closeout procedure to negotiate the settlement of indirect costs for a specific task order in advance of the determination of final contract cost IAW Criteria for Quick Closeout, FAR 42.708. Contractors shall support all Contracting Activities in an effort to ensure quick closeouts.

Management oversight that does not facilitate quick closeout may be reflected in CPARS under the Cost Control evaluation factor. As part of the negotiated fixed price or total estimated amount of this contract, both the Government and the Contractor have agreed to waive any entitlement that otherwise might accrue to either party in any residual dollar amount of $250 or less at the time of final contract closeout. The term "residual dollar amount" shall include all money that would otherwise be owed to either party at the end of the contract, except that, amounts connected in any way with taxation, allegations of fraud and/or antitrust violations shall be excluded. For purposes of determining residual dollar amounts, offsets of money owed by one party against money that would otherwise be paid by that party may be considered to the extent permitted by law. This agreement to waive entitlement to residual dollar amounts has been considered by both parties. It is agreed that the administrative costs for either party associated with collecting such small dollar amounts could exceed the amount to be recovered.

G.4 Travel-Cost Reimbursable: Travel cost will be based on estimated costs per the Federal Acquisition Regulation FAR Part 31.205-46. Cost estimates will be based on number of trips, number of personnel, and location Per Diem Rate as posted on https://secureapp2.hqda.pentagon.mil/perdiem/ per individual CPFF Task Order.

252.204-7006 Billing Instructions OCT 2005

5652.216-9000 Fixed Fee Information (2003)

Subject to the requirements of FAR 52.216-8 and all other withholding requirements of this contract, the fixed fee stated in Section B shall be paid to the contractor at the same percentage rate as the percentage of incurred and allowable costs proportionate to the total estimated cost.

5652.228-9000 Required Insurance (2003)

The kinds and minimum amounts of insurance required in accordance with 52.228-5 "Insurance-Work on a Government Installation" are as follows:

TYPE AMOUNT

Automobile Bodily Injury Liability $200,000 per person/ $500,000 per occurrence Property Damage Liability $20,000 per occurrence Workers Compensation & Occupational Disease As required by federal and State Statutes Employer's Liability $100,000

Section H - Special Contract Requirements

H.3 COMMON ACCESS CARDS

(a) For installation(s)/location(s) cited in the contract, contractors shall ensure Common Access Cards (CACs) are obtained by all contract or subcontract personnel who meet one or both of the following criteria:

(1) Require logical access to Department of Defense computer networks and systems in either:

(i) the unclassified environment; or

(ii) the classified environment where authorized by governing security directives.

(2) Perform work which requires the use of a CAC for installation entry control or physical access to facilities and buildings.

(b) Contractors and their personnel shall follow the procedures outlined in the DMDC Contractor Verification System User Manual, Version 2.0.1 April 2009. The Trusted Agents for this contract are the Appointed Contracting Officer Representative (COR) per task order. It is the responsibility of the prime contractors to ensure the CORs have all updated information in order to process timely reverifications and new requests in Contractor Verification System (CVS).

During the performance period of the contract, the contractor shall:

(1) Return CACs in accordance with local policy/directives within 7 working days of a change in status for contractor personnel who no longer require logical or physical access;

(2) Return CACs in accordance with local policy/directives within 7 working days following a CACs expiration date;

(3) Report lost or stolen CACs in accordance with local policy/directives.

(4) Within 7 working days following completion/termination of the contract, the contractor shall return all CACs issued to their personnel to the issuing office or the location specified by local policy/directives.

(5) Failure to comply with these requirements may result in withholding of final payment.

H.8 CREDIT FOR ABILITYONE

Although there are no mandatory contractual requirements to subcontract to AbilityOne firms, the Government is offering an incentive to encourage the prime contractor to provide subcontracting opportunities to AbilityOne. For each percentage point or fraction thereof subcontracted to an AbilityOne firm, the prime contractor shall receive a corresponding 2 for 1 credit towards their total Small Business goal for the next reporting period. For example, if AbilityOne receives 1% of the total subcontracted dollars under this contract during the base period of the contract, then the prime contractor will receive 2% credit towards their total subcontracting goal.

JCC-I/A CLAUSE 952.225-0004

952.225-0004 – COMPLIANCE WITH LAWS AND REGULATIONS (JUL 2010)

The Contractor shall comply with, and shall ensure that its employees and its subcontractors and their employees, at all tiers, are aware of and obey all U.S. and Host Nation laws, Federal or DoD regulations, and Central Command orders and directives applicable to personnel in Iraq and Afghanistan, including but not limited to USCENTCOM, Multi-National Force and Multi-National Corps operations and fragmentary orders, instructions, policies and directives.

(a) Contractor employees shall particularly note all laws, regulations, policies, and orders restricting authority to carry firearms, rules for the use of force, and prohibiting sexual or aggravated assault.

Contractor employees are subject to General Orders Number 1, as modified from time to time, including without limitation, their prohibition on privately owned firearms, alcohol, drugs, war souvenirs, pornography and photographing detainees, human casualties or military security measures.

1. 1

(b) Contractor employees may be ordered removed from secure military installations or the theater of operations by order of the senior military commander of the battle space for acts that disrupt good order and discipline or violate applicable laws, regulations, orders, instructions, policies, or directives.

Contractors shall immediately comply with any such order to remove its contractor employee.

1. 2

(c) Contractor employees performing in the USCENTCOM Area of Responsibility (AOR) may be subject to the jurisdiction of overlapping criminal codes, including, but not limited to, the Military Extraterritorial Jurisdiction Act (18 U.S.C. Sec. 3261, et al) (MEJA), the Uniform Code of Military Justice (10 U.S.C. Sec.

801, et al)(UCMJ), and the laws of the Host Nation. Non-US citizens may also be subject to the laws of their home country while performing in the USCENTCOM AOR. Contractor employee status in these overlapping criminal jurisdictions may be modified from time to time by the United States, the Host Nation, or by applicable status of forces agreements.

1. 3

(d) Under MEJA, a person who engages in felony misconduct outside the United States while employed by or accompanying the Armed Forces is subject to arrest, removal and prosecution in United States federal courts. Under the UCMJ, a person serving with or accompanying the Armed Forces in the field during a declared war or contingency operation may be disciplined for a criminal offense, including by referral of charges to a General Court Martial. Contractor employees may be ordered into confinement or placed under conditions that restrict movement within the AOR or administratively attached to a military command pending resolution of a criminal investigation.

1. 4

(e) Contractors shall immediately notify military law enforcement and the Contracting Officer if they suspect an employee has committed an offense. Contractors shall take any and all reasonable and necessary measures to secure the presence of an employee suspected of a serious felony offense.

Contractors shall not knowingly facilitate the departure of an employee suspected of a serious felony offense or violating the Rules for the Use of Force to depart Iraq or Afghanistan without approval from the senior U.S. commander in the country.

(End of Clause)

FAIR OPPORTUNITY EXCEPTIONS

IAW FAR 16.505, Ordering, all multiple award Contractors shall be provided a fair opportunity to be considered for each task order in excess of $3,000 pursuant to the procedures established in this section, unless the contracting officer determines that:

• The agency’s need for the services or supplies is of such urgency that providing such opportunity to all such Contractors would result in unacceptable delays;

• Only one such Contractor is capable of providing the services or supplies at the level of quality required because the services or supplies ordered are unique or highly specialized;

• The task/delivery order should be issued on a sole source basis in the interest of economy or efficiency because it is a logical follow-on to an order already issued order under the contract, provided that all awardees were given a fair opportunity pursuant to the procedures in this clause to be considered for the original order; or

• It is necessary to place an order to satisfy a minimum guarantee.

It is the Government’s intent to ensure Fair Opportunity by focusing on task order level competition and robust subcontracting opportunities to the fullest extent possible in order to accomplish the Commander’s goals providing the highest quality services at the most fair and reasonable prices throughout the entire contract period of performance.

5652.201-9002 Authorized Changes Only by Contracting Officer (2005)

The Contractor shall not comply with any order, direction or request of Government personnel unless it is issued in writing and signed by the Contracting Officer, or is pursuant to specific authority otherwise included as part of this contract. Except as specified herein, no order, statement, or conduct of Government personnel who visit the contractor’s facilities or in any other manner communicates with Contractor personnel during the performance of this contract shall constitute a change under the Changes clause in Section I. In the event the Contractor effects any change at the direction of any person other the Contracting Officer, the change will be considered to have been made without authority and no adjustment will be made in the contract price to cover any increase in cost incurred as a result thereof. The address and telephone number of the Contracting Officer is:

Dr. Joseph Daum

USSOCOM, SORDAC-KH

7701 Tampa Point Blvd.

MacDill AFB, FL 33621

(813) 282-8795, ext 6114

5652.204-9003 Disclosure of Unclassified Information (2007)

a. On September 21, 2001, the Department of Defense designated Headquarters US Special Operations Command (USSOCOM) a sensitive unit, as defined by Title 10 United States Code (USC) Section 130b (10 USC 130b). In keeping with this designation, unclassified information related to USSOCOM military technology acquisitions managed by USSOCOM or any of its component commands, will be designated Controlled Unclassified Information (CUI). As such, the contractor hereby unequivocally agrees that it shall not release to anyone outside the Contractor’s organization any unclassified information, regardless of medium (e.g., film, tape, document, contractor’s external website, newspaper, magazine, journal, corporate annual report, etc.), pertaining to any part of this contract or any program related to this contract, unless the Contracting Officer has given prior written approval.

Furthermore, any release of information which associates USSOCOM, Special Operation Forces (SOF), or any component command with an acquisition program, contractor, or this contract is prohibited unless specifically authorized by USSOCOM.

b. Request for approval shall identify the specific information to be released, the medium to be used, and the purpose for the release. The contractor shall submit the request to the Contracting Officer at least 45 days before the propose date for release for approval. No release of any restricted information shall be made without specific written authorization by the Contracting Office.

c. The Contractor shall include a similar requirement in each subcontract under this contract. Subcontractors shall submit request for authorization to release through the prime contractor to the Contracting Officer.

d. The Contractor further understands that Title 18 USC Section 701 specifically prohibits the use of the USSOCOM emblem or logo in any medium (e.g., corporate website, marketing brochure, news paper, magazine, etc.) unless authorized in writing by USSOCOM. Forward any request to use the USSOCOM emblem or logo through the Contracting Officer.

5652.216-9005 Government Down Time for Various Reasons (2005)

From time to time Government installations may be closed in response to an unforeseen emergency or similar occurrence, or by order of the President, Secretary of Defense, or installation commander. Designated emergencies include, but are not limited to, adverse weather such as hurricanes, cyclones, snow or flood, an act of God such as a tornado or earthquake, acts of war or terrorism, computer failures, or a base disaster such as a natural gas leak or fire.

(a) Under such designated emergencies or other ordered base closures, contractor personnel will not be allowed on the Government installation unless specifically approved by the Contracting Officer in accordance with installation policies and procedures. If an emergency requiring installation closure occurs while contractor personnel are on the installation, contractor personnel shall promptly secure all government furnished property appropriately and evacuate in an expedient but safe manner unless otherwise directed by the Contracting Officer.

(b) If the installation closure causes a delay in the work required by the contract, the Government may:

(i) grant a time extension in each task order delayed by the closure equal to the time of the closure, subject to the availability of funds.

(ii) terminate the work or a portion of the work.

(iii) reschedule the work on any day satisfactory to both parties.

(iv) permit the contractor to perform at an off-site location during the period of installation closure if meaningful work can be accomplished. Contractor shall certify to the government by letter within 5 business days of returning to work the nature and scope of the work completed off-site. There shall be no adjustment to the contract labor rates for work performed off the installation.

(v) require that the Contractor continue on-site performance during the installation closure period in accordance with installation procedures.

5652.245-9001 Schedule of Government-Furnished Material (2001)

The Government will furnish material in accordance with the Government Furnished Property clause of the contract for use in the performance of this contract. The contractors will be furnished office equipment (computers, desks, facsimile machines, copy machines, telephones) for contractor personnel performing under the contract in Government facilities.

H.1 DEPLOYMENTS

All contractor personnel authorized to accompany U.S. Armed Forces deployed outside the United States must be accounted for in the Synchronized Predeployment and Operational Tracker (SPOT) Program located at https://spot.altess.army.mil/. Per DFARS 252.225-7040. This contract will be pre-loaded in SPOT by the Contracting Officer (CO). The contractor shall input the Letter of Authorization (LOA) requests for each employee in SPOT and send to the applicable Contracting Officer representative (COR) for that task order. After COR approval the CO will finalize and sign the LOA in SPOT.

The contractor shall have a Point of Contact that will process the LOAs within the SPOT system.

The COR will be assigned as the Government Authority and the CO approves the LOA within the system. A complete SPOT guide will be provided via email to all prime contractors for assistance. The basic process for LOAs is the following four steps:

Step 1: The contract will be loaded in SPOT by The Government; the Government will pre-load authorizations, privileges per the contract, etc. and ensure all CORs are in the SPOT system.

Step 2: An LOA is requested as part of creating a deployment (from contractor) at the task order level. The LOA is assigned to a Government Authority (i.e. COR).

Step 3: The Government Authority (COR) reviews the LOA and authorizes the LOA.

Step 4: The CO then reviews the LOA, inserts the accounting data from the task order, and approves. After the CO approves the LOA, it is digitally signed and available to be reviewed and printed.

H.2 VERIFICATION & VALIDATION

The Government may acquire the services of third party contractors to execute independent verification and validation (IV&V), audits, and unbiased evaluation of the Contractor and other Special Operations Forces Information Environment (SIE) service providers. The contractor shall cooperate with, share information with, and permit access to IV&V contractors at ITMO request.

H.4 CONDUCT OF PERSONNEL

The contractor, including his assigned personnel, performing services on a military reservation shall be guided by and shall observe and comply with all applicable rules, regulations, directions and requirements pertaining to conduct of personnel on the military reservation as prescribed by the Commander of the military reservation during the performance of the required services. The contractor further agrees to recognize the authority of the responsible military Commander to suspend, restrain or restrict the activities of contractor personnel whenever in his judgment such action is deemed necessary for the protection of personnel and equipment under his military jurisdiction

H.5 CONTRACTOR IDENTIFICATION

Contractor employees shall wear a Government-issued badge while in Government facilities. Contractor and sub-contractor employees are required to clearly identify themselves as a contractor at all times whether in person or on the telephone.

If a contractor employee leaves the company or moves to a different agency for support under this contract they will be required to “check-out” with the respective Government Contracting Officer Representative (COR) and turn their badge into the Security Management Office (SMO) and clear all computer systems to which they have access.

H.6 ORDERING PROCEDURES

General. This contract is designed to meet the wide and varied needs of USSOCOM. As such, FFP and CPFF types of task orders may be awarded hereunder. The Government will determine the most appropriate task order contract type for each effort. The Government may unilaterally deviate from these procedures at any time as required. The Government intends to award initial contract solicitation task orders based on task proposals submitted with the contract proposal shortly after the prime awards are made and further discussions are not anticipated for these initial awards,. The basis of award of the initial RFP task orders will be in accordance with H.6.3 and based only on the CPFF contract type. The Contractor shall normally have 25 calendar days to submit their proposals, unless a) a longer timeframe is specified in the request for task order proposal, or b) it is an urgent requirement as addressed below in H.6.1 or c) the Government determines that the task order does not require a 25 day time period to submit a valid proposal. Accordingly, the amount of time for proposal submission will be 25 days for each task order unless so identified in the instructions to offerors (ITOs).

Except for proposals submitted in response to the basic contract Request For Proposal, contractors may submit an alternative contract type listed in Section B for proposals submitted in response to ITOs. The Contractor shall fully explain the terms and conditions, as well as price benefits to the Government, in its alternate proposal. The Government may or may not consider the alternate approach. The Contractor shall perform in accordance with the awarded task order including all terms and conditions of the basic contract and any additional specific information awarded at the task order level. Task orders may include option year periods. The process for exercising task order options are included below under task order procedures.

H. 6.1 Government Requests for Task Order Proposals Content and Transmission. When the Government has a requirement for work to be performed, the Contracting Officer will issue an Invitation to Offer (ITO). The ITO will include:

(1) Statement of Objectives or other document that describes the Government’s requirements;

(2) the desired performance period, and;

(3) any other information considered to be of assistance to the Contractor in preparing a proposal.

The ITO may be written or oral, and may be transmitted by any means including the mail, Internet, e-mail, telephone, or face-to-face. The standard method of transmission, however, shall be e-mail, via Internet in writing unless otherwise requested by the Contracting Officer. The task order ITO shall not obligate the Government to issue task orders under this contract, nor shall it authorize the Contractor to perform any work pursuant to such requests for proposal prior to the Contractor’s receipt of an authorized Notice to Proceed or issuance of formal task order DD 1155.

Urgent Requirements. In the event of an urgent requirement, the Contractor shall provide a written proposal within the timeframe specified by the Contracting Officer in the specified format.

H.6.2 Submission of Task order Proposals Standard Requirements. Contractors shall submit a proposal for every requirement solicited without conflict unless granted a waiver in advance by the Contracting Officer. If the Contractor has reason to request a waiver, but is not granted a waiver by the Contracting Officer in advance, the Contractor shall submit a detailed statement of reason for a waiver to the Contracting Officer within 2 days of ITO receipt.

Proposal Content. Proposals shall normally consist of a task order program management proposal, a pricing proposal, and a Proposed Performance Work Statement (PWS). If a subject matter expert, specialist, or technical expert is proposed by name in order to provide services under the task order, a resume should be provided in the program management proposal. Additionally, ITOs may specifically require the submission of key personnel resumes. Proposals will be reviewed by the Government and used as a basis for any required negotiations or discussions and the subsequent issuance of a task order. All task order proposals shall contain any and all information required to conduct an overall task order evaluation, including all details related to price or cost as applicable. Unless otherwise specified in the RFP, proposals shall contain the overall proposed approach to meeting the details of the SOO, including a proposed Performance Work Statement with performance metrics and pricing information described below. Though past performance on current task orders by each offeror will be considered in the overall evaluation of new competitive task orders, no past performance information will be required as a submission by the offerors at the task order level. During the initial task order evaluations, since current task order past performance has not yet been demonstrated, all prime offerors will be given a neutral rating.

Task Order Program Management Proposals shall contain the following information:

• An overall discussion of the Contractor’s Task Order Management approach (technical and management information as required) to meet the proposed PWS solution including performance measurements and exit criteria for task order completion. The Contractor shall demonstrate the offerors understanding of the task to be performed. The proposal shall include at a minimum the labor categories/skill levels required, labor hours per category, and basis for the proposed hours which were utilized to develop the Offeror’s price offer.

• The place of performance associated with proposed solution. If the Government provides information that indicates that they desire the work to be performed on site, but the Contractor can provide an alternative solution off-site, the Contractors shall address risk mitigation information to deliver the services required in the proper environment to protect and share data as required.

If specific subject matter expertise/Key Personnel are required to meet the Government requirement, this information shall be provided by the government at the task order level, the Offerors shall then also provide:

• Proposed personnel individual’s qualification summaries/certifications/resume

• Rationale for the personnel, knowledge and skill levels proposed

Performance Work Statement. When requested by the Government, offerors shall propose a PWS. The PWS shall be performance-based IAW FAR 37.602 to the maximum extent practical for the requirement. Offerors will include the task order SDS table from the contract PWS and the ITO SOO (if included) in all PWS submissions. The SDS performance metrics/thresholds will be completed by each contractor for each task order. Contractors may also add or provide explanation for deletion of metrics/SDS items for consideration that are applicable to that specific task order. The proposed performance standards establish the performance level required by the Government to meet the contract requirements. The standards shall be measurable and structured to permit an assessment of the contractor’s performance. The Government will evaluate the Contractors proposed performance standards in response to the contract PWS and ITO SOO to determine if they meet the Government’s needs.

Cost/Price Each price proposal should clearly indicate the appropriate Section B CLIN. All travel costs will distinctly separated from the rest of the proposed cost/price. ITOs for each task order will inform offerors of the contract type required. Offerors shall provide the basis of estimate for any travel costs included in the price proposal.

In addition, the offeror shall identify any unique Government furnished property/materials/data required for performance if not already identified in the ITO.

FFP Task Orders: The Offerors are to provide a total price for each FFP task order. Price shall be inclusive of all direct (i.e., direct labor and ODC) and associated indirect costs plus fee related to the task order.

Proposed price shall be identified by base and option periods, if applicable.

Cost Task Orders: The Offerors shall provide information other than cost or pricing data. The Contractor shall show a clear buildup of all direct and indirect costs being proposed. The contractor shall negotiate forward pricing rate agreements (FPRA) with DCMA for purposes of proposing task orders. Proposed indirect rates and direct labor rates by the hour or day shall be based upon the contractor FPRA unless approval to use alternate rates is obtained from the Contracting Officer prior to proposal receipt.

H.6.3 Government Evaluation of Task Order Proposals Upon receipt of the proposals, the Contracting Officer and the requiring activity will analyze the proposals and, if acceptable, issue a task order to the contractor whose offer provides the best value to the Government as described in the ITO.

Negotiations or discussions may be conducted prior to issuance of any task order. The standard evaluation criteria for task orders will include technical approach as detailed in the PWS (if required) and approach to meeting PWS (management proposal), proposed cost/price (basic and all option years) and past performance (SPECIALTY SERVICES task orders), unless other criteria is specifically stated in the ITO.

Upon receipt of the proposal(s), the Contracting Officer may:

• Open discussions or negotiate with all or some contractors providing proposals

• issue a task order based upon the original proposal(s) furnished;

• reject the proposal(s), or

• cancel the requirement.

Task orders shall be issued on DD Form 1155 "Order for Supplies and Services;" (or similar form) and sent electronically to the contractor. Task order shall be consecutively numbered, dated and shall include supporting documents as applicable. If no offer is determined acceptable or the Government cancels the requirement, the Government will notify all Offerors of the cancellation.

Deviation H.6.3: Following contract award(s) the Government will determine the best value of the initial task orders, based on the task order proposals and discussions conducted (if conducted) during the overall contract source selection. For each task order, Technical approach, and Task order Management are significantly more important than cost/price.

H.6.4 Authorization to Proceed on Task Orders In time-critical circumstances, after award and prior to the Contractor’s receipt of the contractual instrument, the Contracting Officer may direct the Contractor to commence performance of the task in writing, verbally, or electronically. In no case shall the Contractor commence work without explicit approval from the Contracting Officer.

H.6.5 Option exercises at Task order level will be accomplished in accordance with FAR subpart 17.207 and Section H of this contract. Task order option periods will be outlined in each task order ITO.

H.6.6 Task Order Completion Within ninety (90) days after the completion of FFP task orders, an authorized representative of the contractor shall certify in writing to the Contracting Officer that the task order is completely billed, remaining dollars of said amount can be de-obligated (if applicable) and all deliverables have been received and accepted by the Government. This information will be used as part of the final required documentation for contract closeout. The final closeout proposal shall include itemized Accounting Classification Reference Number (ACRN) de-obligations at the CLIN level per task order. This clause applies to all task order types, with the exception of final billing for cost type task orders.

H.9 ASSOCIATE CONTRACTORS

The contractor shall enter into Associate Contractor Agreements (ACAs) for any portion of the contract requiring joint participation in the accomplishment of the Government's requirement, in particular those services listed in Attachment entitled “Performance Work Statement (PWS) Specialty Services”. The agreements shall include the basis for sharing information, data, technical knowledge, expertise, and/or resources essential to the integration of the USSOCOM Special Operations Forces Information Environment (SIE), which shall ensure the greatest degree of cooperation for the development of the Information Technology Management Office (ITMO) to meet the terms of the contract. The ACAs shall also facilitate collaboration, communication, and coordination to ensure attainment of the ITMO’s objectives. ACAs shall include the following general information:

1. Identification of the associate contractors and their relationships.

2. Identification of the services involved and the relevant Government contracts of the associate contractors.

3. Description of the associate contractor interfaces by general subject matter.

4. Specification of the categories of information to be exchanged or support to be provided.

5. Expiration date (or event) of the ACA.

6. Identification of potential conflicts between relevant Government contracts and the ACA

7. Agreements on protection of proprietary data and restrictions on employees.

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

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

H.10 CONTRACTOR SUPPORT IN WAR

The Government may direct the contractor to perform in support of a war, contingency, or exercise, as provided by law or defined by the applicable Service Component Command. Additionally, the Contractor shall be responsible for performing all functions of this contract during any declaration by the United States or any of the countries listed below, of a state of emergency, or during internal strife, rioting, civil disturbances, or perils of any other type until released by the Contracting Officer. Contractor personnel under this contract are considered emergency essential civilians (EEC) unless designated otherwise by the Contracting Officer.

Countries may include any nation on the North American, South American, European, Asian, Australian or African continents. The primary countries outside the USA contemplated are Germany, Japan, South Korea, Afghanistan and Italy.

H.11 OCI'S

Organizational Conflict of Interest (OCI) and Protecting and Handling Proprietary Information Organizational Conflict of Interest (OCI)

(a) The work to be performed by the contractor under this contract is of such a nature that it may create an OCI as contemplated and defined by Subpart 9.5 of the Federal Acquisition Regulation (FAR). The contractor (as defined in paragraph (c) below) shall not engage in contract activities which may impair its ability to render unbiased advice and recommendations, or in which it may gain an unfair competitive advantage as a result of the knowledge, information and experience gained during the performance of this contract.

(b) Prior to subcontracting work under this contract the contractor shall determine if the proposed subcontractor is performing work under other SITEC unit-based service areas. If it is determined that the proposed subcontractor is performing work the contractor shall submit a mitigation plan for Contracting Officer (CO) review and approval prior to awarding a subcontract.

(c) The term "contractor" herein used means:

(1) The organization entering into this contract with the Government;

(2) All business organizations with which it merges, joins or affiliates, now or in the future, and in any manner whatsoever, or which hold or may obtain, by purchase or otherwise, direct or indirect control of;

(3) Its parent organization (if any), and any of its present or future affiliates, associates, affiliates; and,

(4) Any organization or enterprise over which it has direct or indirect control (now or in the future).

(5) Subcontractors at any tier.

(d) “Affiliates” means concerns and entities where one controls or has the power to control the other or a third party or parties’ controls or has the power to control both. It does not matter whether control is exercised, so long as the power to control exists.

(e) Government representatives shall have access to the contractor's premises and the right to inspect all pertinent books and records in order to insure that the contractor is in compliance with Subpart 9.5 of the FAR and this provision.

(f) If the contractor, after award, discovers a potential OCI, a prompt and full disclosure shall be made in writing to the CO. This disclosure shall include a description of the actions the contractor has taken or proposes to take to avoid or mitigate the conflict.

(g)…