H92222-14-R-0020_Conformed_through_Amend_04.doc

Section B - Supplies or Services and Prices

UNDEFINED

SWMS Group A

FFP

The Contractor shall provide all services as outlined in Section C. Specific requirements and period of performance will be identified at the task order level. Individual task orders under this CLIN series will be negotiated on a Firm-Fixed-Price basis.

FOB: Destination

MAX

NET AMT

UNDEFINED

SWMS Group A

CPFF

The Contractor shall provide all services as outlined in Section C. Specific requirements and period of performance will be identified at the task order level. Individual task orders under this CLIN series will be negotiated on a Cost Plus Fixed Fee basis.

MAX COST

FIXED FEE

TOTAL MAX COST + FEE

UNDEFINED

SWMS Group A

FPI

The Contractor shall provide all services as outlined in Section C. Specific requirements and period of performance will be identified at the task order level. Individual task orders under this CLIN series will be negotiated on a Fixed-Price Incentive basis.

TARGET COST

TARGET PROFIT

TOTAL TARGET PRICE

CEILING PRICE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

UNDEFINED

SWMS Group A

CPIF

The Contractor shall provide all services as outlined in Section C. Specific requirements and period of performance will be identified at the task order level. Individual task orders under this CLIN series will be negotiated on a Cost Plus Incentive Fee basis.

TARGET COST

TARGET FEE

TOTAL TGT COST + FEE

MINIMUM FEE

MAXIMUM FEE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

UNDEFINED

Cost Reimbursable Travel

COST

This CLIN will be utilized in conjunction with specific task orders if the Government cannot with reasonable certainty determine the anticipated travel requirements at the time of task order issuance. If the Government will require use of this CLIN, it will be specified in the Task order Instruction to offerors.

MAX COST

UNDEFINED

Data - Not Separately Priced (NSP)

This CLIN is established for the purpose of delivering data as required by Exhibit A DD Form 1423, Contract Data Requirements List (CDRL) and shall not be priced separately.

NET AMT

See Exhibit A

IDIQ CONTRACT VALUE

The minimum value for each contract is $2,500.00. The SWMS Group A maximum amount is $900M total over all prime contracts over the five-year ordering period. The total value of all contracts/Task Orders awarded under SWMS Group A will not exceed this amount.

SECTION B CLIN NOTE

CLINs in addition to those identified in the basic contract may be established at the Task Order level as necessary. The applicable contract type language identified in the basic contract CLINs will be included with any new CLIN established at the task order level Section C - Descriptions and Specifications

STATEMENT OF WORK

The SOCOM Wide Mission Support (SWMS) Group A Statement of Work (SOW) is provided separately. See Section J Attachment 1.

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLAUSES INCORPORATED BY REFERENCE

Section F - Deliveries or Performance

TASK ORDER DELIVERIES

Section F Deliveries will be specified on individual Task Orders.

CLAUSES INCORPORATED BY REFERENCE

Section G - Contract Administration Data

SECTION G SPECIAL INSTRUCTIONS

G.1 Responsibility for Contract Administration: Administration responsibility for this contract will remain with procuring contracting office. The Contracting Officer 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 (i.e Contracting Officer Representative (COR), Primary Contracting Officer Representative (PCOR)).

G.2 Accounting & Appropriation Data: To be cited in individual task orders.

G.3 Invoice: Invoice submission and payment electronic submission of invoices and receiving reports is mandatory in accordance with DFARS 252.232-7003.

G.4 Payment Instructions. Payment instructions IAW DFARS PGI 204-7108 shall be identified at the task order level.

CLAUSES INCORPORATED BY REFERENCE

CLAUSES INCORPORATED BY FULL TEXT

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:

(End of clause)

Section H - Special Contract Requirements

SPECIAL CONTRACT REQUIREMENTS

H.1. SOFARS 5652.204-9003 Disclosure of Unclassified Information (2013)

(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 proposed date for release for approval. No release of any restricted information shall be made without specific written authorization by the Contracting Officer.

(c) The protection of sensitive but unclassified data reflecting Special Operations technologies, personnel, plans, and business associations requires due diligence on the part of those in possession of such information. The application of appropriate security measures to ensure the safekeeping of USSOCOM and company proprietary data, intellectual property, and personnel data is the responsibility of all parties who have access to such information. All contractors supporting USSOCOM are required to inform the Contracting Officer within three business days of when there has been a breach or successful penetration of the contractor’s network(s) or information system(s). Breaches include unauthorized intrusions of the contractor’s server(s) from external parties whether through introduction of malware, hacking, the compromise of access passwords, or any other unauthorized access or compromise. Breaches also include the physical loss of storage media such and disks, hard drives, thumb drives, laptops or other devices which contain duplicates of information contained on the contractor’s data systems, or the willful or accidental transmission, copying or posting of contract information which has not been specifically authorized by the Contracting Officer. Estimates of damage and mitigation strategies will be submitted to the Contracting Officer within a period following the breach specified and agreed upon by the Contractor and the Contracting Officer.

(d) The Contractor shall include a similar requirement to this clause in each subcontract under this contract. Subcontractors shall submit request for authorization to release and notifications related to cyber security breaches through the prime contractor to the Contracting Officer.

(e) 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, newspaper, magazine, etc.) unless authorized in writing by USSOCOM. Forward any request to use the USSOCOM emblem or logo through the Contracting Officer.

H.2. SOFARS 5652.209-9003 Use of Contractor Support/Advisory Personnel as Contract Specialists (2013)

The contractor’s attention is directed to the fact that contractor personnel may assist the Government in a contract administrator role for administration of this contract. Execution of this contract constitutes approval to release the contract and contractor’s proposal to Government Support Contractors who have signed Non-Disclosure and Rules of Conduct/Conflict of Interest Statements.

H.3. SOFARS 5652.216-9003 Procedures for Issuing Task Orders under Multiple Award, Indefinite Delivery-Indefinite Quantity Contracts (2014) General. This contract is designed to meet SWMS Group A requirements. Firm Fixed Price (FFP) and Cost-reimbursement types of task orders may be issued; however, FFP will be the preferred contract type to accompany performance based concepts to the maximum extent possible. The Government will determine the most appropriate task order contract type for each task order dependent upon the requirement. The Government may unilaterally deviate from these procedures at any time as required. Task orders may include option year periods.

Standard Requirements. This contract will be focused on competition; accordingly, IDIQ prime contractors are required to submit a proposal for every requirement solicited. If the contractor has reason to request a waiver, the contractor shall submit a detailed statement of reason for a waiver to the Contracting Officer (KO) within 2 business days of request for task order proposal.

(a) All multiple award contractors shall be considered for each order over $3,000, unless the Contracting Officer determines that:

(1) The agency need for such supplies or services is of such urgency that providing such opportunity would result in unacceptable delays;

(2) Only one such contractor is capable of providing such supplies or services required at the level of quality required because the supplies or services ordered are unique or highly specialized;

(3) The order should be issued on a sole source basis in the interest of economy and efficiency as a logical follow-on to an order already issued under the contract.

(4) It is necessary to place an order to satisfy a minimum amount guarantee.

(b) Unless the exceptions in paragraphs (a) above apply, the following procedures will be utilized in providing contract awardees with a fair opportunity to be considered for each order:

(1) Soliciting Task Order Proposals. When the Government has a requirement for services to be performed under this contract, the KO will issue a request for task order proposal which will include, but not necessarily limited to the following:

· Instructions to Offerors (ITO) providing specific proposal requirements

· Statement of Work/Performance Work Statement/Statement of Objectives

· Period of Performance

(2) Submission of Proposals. The contractor’s proposal shall comply with the ITO. The contractor shall have 10 days to submit their proposals, unless another timeframe is included in the ITO. Proposals shall normally consist of a task order management plan and a pricing proposal.

(3) Government Evaluation of Task Order Proposals. The Government will make an integrated assessment based on the evaluation criteria identified in the ITO, and will award the task order to the contractor who provides the best value to the Government; this could include Lowest Price Technically acceptable or Trade-off process. Past performance may be a factor if applicable. If no offer is determined acceptable or the Government loses the funding for the project, the Government will notify all Offerors of the cancellation. Upon receipt of the proposal(s), the KO 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.

(4) TO Award. Task orders shall be issued on DD Form 1155 "Order For Supplies and Services;" (or similar form) and sent electronically to the contractor.

(5) Authorization to Proceed on Task Orders. In time-critical circumstances, after award and prior to the Contractor’s receipt of the contractual instrument, the KO may direct the contractor in writing, verbally, or electronically, to commence performance of the task. Otherwise, the contractor is not authorized to commence task performance prior to the issuance of the task order or other written or electronic notice provided by the KO. In no case shall the Contractor commence work without explicit approval from the KO.

(6) Option Exercises at Task Order Level. Task order options; if applicable, will be exercised in accordance with FAR 17.207 and the applicable option clause. Option periods will be outlined in each task order ITO.

(c) Under the provisions of the Federal Acquisition Streamlining Act of 1994, protests are not authorized in connection with the issuance or proposed issuance of a task/delivery order except for a protest on the grounds that the order increases the scope, period, or maximum value of the contract or, a protest of an order valued in excess of $10 million. Protests of orders in excess of $10 million may only be filed with the Government Accountability Office, in accordance with the procedures at FAR 33.104.

(d) Task and Delivery Order Ombudsman. The Task and Delivery Order Ombudsman is responsible for reviewing complaints regarding this contract. The Ombudsman shall review complaints from the contractors and ensure all contractors are afforded a fair opportunity to be considered, consistent with the procedures of the contract. Additional information on the ombudsman can be viewed at http://www.socom.mil/sordac/Pages/Ombudsman.aspx.

H.3 DEVIATION: Proposal submission and evaluation for SORDAC Group A Support, J5 Strategic and Plans Support, and Senior Military Engagement Program will be in accordance with Section L and M.

H.4. ORGANIZATIONAL CONFLICT OF INTEREST

(a) The guidelines and procedures of FAR Subpart 9.5 Organizational and Consultant Conflicts of Interest and FAR Part 3 Improper Business Practices and Personal Conflicts of Interest, will be used in identifying and resolving any issues of conflict of interest.

(b) All contractor personnel (to include subcontractors and consultants) who will be personally and substantially involved in the performance of any task order issued under SWMS Group A which requires the contractor to act on behalf of, or provide advice with respect to any phase of a procurement shall execute and submit an “Employee/Contractor Non-Disclosure Agreement” form. The Contracting Officer (KO) will provide the appropriate nondisclosure form specific to the procurement.

(c) The contractor shall be responsible for identifying and preventing personal conflicts of interest of their employees. The contractor shall prohibit employees who have access to non-public information by reason of performance on a Government contract from using that information for personal gain.

(d) In the event that a task order requires activity that would create an actual or potential conflict of interest, the contractor shall immediately notify the KO of the conflict, submit a plan for mitigation, and not commence work until specifically notified by the KO to proceed; or, identify the conflict and recommend to the KO an alternate approach to avoid the conflict.

H.5. PROTECTION OF PROPRIETARY INFORMATION

(a) The Contactor agrees that it will use all reasonable diligence in protecting proprietary data received by it. The Contractor further agrees it will not willfully disclose proprietary data to unauthorized parties without the prior permission of the Government, and that proprietary data shall not be duplicated, used or disclosed, in whole or part, for any purpose other than to accomplish the contracted effort. This restriction does not limit the contractors right to use, duplicate or disclose such information if such information was lawfully obtained by the contractor from other sources.

(b) The Contractor agrees to enter into written agreements with all companies whose proprietary data it shall have access to and protect such data from unauthorized use or disclosure as long as it remains proprietary. The Contractor shall furnish to the Contracting Officer copies of these written agreements within 30 days. The Contractor agrees to protect the proprietary data and rights of other organizations disclosed to the Contractor during performance of this contract with the same caution that a reasonably prudent Contractor would use to safeguard highly valuable property. The Contractor shall not use proprietary information for any purpose other than that for which it was furnished.

(c) The Contractor shall not distribute reports, data or information of any nature arising from its performance under this contract, except as provided by this contract or as may be directed by the Contracting Officer.

(d) Government Representatives shall have access to the Contractor’s premises and the right to inspect all pertinent books and records in order to ensure that the contractor is in compliance with FAR 9.5.

(e) The Contractor agrees that if after award it discovers a potential organizational conflict of interest, a prompt and full disclosure shall be made in writing to the Contracting Officer. This disclosure shall include a description of the actions the Contractor has taken or proposes to take, to avoid or mitigate such conflicts.

(f) The Government may waive application of this clause when it is determined to be in the best interest of the Government to do so.

H.6. COMMON ACCESS CARDS FOR CONTRACTOR PERSONNEL

(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 Trusted Associate Sponsorship System Trusted Agent (TASS) User Guide Version 4.0 dated March 2013, and any subsequent versions. The Trusted Agents for this contract are the appointed CORs for task orders and the Primary Contracting Officer’s Representative (PCOR) for the contractor management team. It is the prime contractor’s responsibility to ensure the CORs have all updated information necessary to process re-verifications and new requests timely in the TASS.

(c) During the performance period of the contract, the contractor shall:

a. Return CACs to either the nearest Real-Time Automated Personnel Identification System (RAPIDS) office or to the COR no later than the next business day of a change in status for contractor personnel who no longer require logical or physical access;

b. Return CACs to either the nearest RAPIDS office or to the COR no later than the next business day following a CACs expiration date; and

c. Report lost or stolen CACs in accordance with local policy/directives.

(d) No later than the next business day following completion/termination of the contract, the contractor shall return all CACs issued to their personnel to the nearest RAPIDS office or the COR.

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

H.7. ASSOCIATE CONTRACTOR AGREEMENTS

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 as specified in individual orders. Joint participation may involve entering into this agreement with another SWMS prime in support of one or more customers or it may also include agreements with other contract primes outside of SWMS as identified within a specific task order. The agreements shall include the basis for sharing information, data, technical knowledge, expertise, and/or resources essential to the interaction of the program support, which shall ensure the greatest degree of cooperation for the development of the program to meet the terms of the contract.

H.8. THEATER BUSINESS CLEARANCE CLAUSES

In accordance with DoD Policy and the CENTCOM Contracting Command, Theater Business Clearance (TBC) is required for contractor support in Iraq and Afghanistan. TBC approval will be obtained by the Government at the task order level when applicable. No action is required on the part of the prime contractor to receive approval. Specific clauses for contractor support covered under a TBC will be incorporated at the task order level.

Section I - Contract Clauses

CLAUSES INCORPORATED BY REFERENCE

52.216-19 Order Limitations. (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than $2,500.00 , 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 $100,000,000.00;

(2) Any order for a combination of items in excess of $900,000,000.00; or

(3) A series of orders from the same ordering office within 45days that together call for quantities exceeding the limitation in subparagraph (1) or (2) above.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216-21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) above.

(d) Notwithstanding paragraphs (b) and (c) above, 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 5days 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.

(End of clause)

52.216-22 Indefinite Quantity. (OCT 1995)

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum". The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum".

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after the time period specified in the task order.

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified in the contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by the Secretary of Labor. The option provision may be exercised more than once, but the total extension of performance hereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to the Contractor within 10 days of contract expiration.

(End of clause)

CLAUSES INCORPORATED BY FULL TEXT

52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

Applies to Task Orders that include options.

(a) The Government may extend the term of this contract by written notice to the Contractor within 15 days; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 30 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed 60 months (at the task order level).

(End of clause)

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

http://farsite.hill.af.mil

(End of clause)

52.252-6 AUTHORIZED DEVIATIONS IN CLAUSES (APR 1984)

(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR Chapter 1) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the date of the clause.

(b) The use in this solicitation or contract of any Defense Federal Acquisition Regulation DFARs (48 CFR 2) clause with an authorized deviation is indicated by the addition of "(DEVIATION)" after the name of the regulation.

(End of clause)

252.216-7006 ORDERING (MAY 2011)

(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders by the individuals or activities designated in the contract schedule. Such orders may be issued from 01 May 2015 through 30 Apr 2020.

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c)(1) If issued electronically, the order is considered ``issued'' when a copy has been posted to the Electronic Document Access system, and notice has been sent to the Contractor.

(2) If mailed or transmitted by facsimile, a delivery order or task order is considered ``issued'' when the Government deposits the order in the mail or transmits by facsimile. Mailing includes transmittal by U.S. mail or private delivery services.

(3) Orders may be issued orally only if authorized in the schedule.

(End of Clause)

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

Karen M Stevens

(813) 826-5671

Karen.stevens@socom.mil

(End of clause)

5652.204-9002 Instructions for the Use of Electronic Contracts (2007) Section I

In accordance with DoD policy, this solicitation and the resulting contract will be executed and documented through electronic means. As a result, the use of the terms "documented," "copy," "printed," "in writing," or "written" within this document shall refer to all electronically transmitted documents that will become part of the electronic contract file and an official government record. Any reference to official signatures and signed documents shall refer to electronic signatures. Whenever an electronic signature is used it shall have the full force and effect as a handwritten signature.

End of Clause

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 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.

(end of clause)

5652.233-9000 Independent Review of Agency Protests (2013)

All protests shall be submitted through the Contracting Officer. A request for an independent review of the protest decision shall be made through the Contracting Officer to the HCD/FCO. If the HCD/FCO is the Contracting Officer, submit the request in accordance with FAR 33.103(d)(4) to: Chief, SORDAC-KM or SORDAC-KX as appropriate, 7701 Tampa Point Blvd., MacDill AFB, FL 33621, Fax (813) 826-7504.

(end of clause)

5652.237-9000 Contractor Personnel Changes (1998)

(a) The contractor shall have the right to remove his personnel assigned to perform the tasks hereunder and to substitute other qualified personnel provided that the Contracting Officer is notified of such removal and replacement. The contractor shall notify the Contracting Officer prior to such change, giving the new employee's name, security clearance and technical qualifications.

(b) Any removals or replacements for the convenience of the contractor shall be at no additional cost to the Government. Cost to be borne by the contractor include but are not limited to time of travel, travel and training costs for replacement personnel.

(c) Removals or replacements of contractor personnel shall be considered for the convenience of the contractor except when such removal is for:

(1) employees removed as a result of cancellation or completion of the contract,

(2) employees replaced due to death or incapacitating illness or injury,

(3) or employees removed or replaced at the Government's request.

(d) If any employee removes him/herself from the employ of the contractor, such removal will be at no additional cost to the Government.

(end of clause)

5652.237-9001 Key Personnel Requirements (2003)

(a) Certain experienced professional and/or technical personnel are essential for successful accomplishment of the work to be performed under this contract. Such personnel are defined as "Key Personnel" and are those persons whose resumes were submitted for evaluation of the proposal. The contractor agrees that such personnel shall not be removed from the contract work or replaced without compliance with the following:

1) If one or more of the key personnel, for any reason, becomes or is expected to become unavailable for work under this contract for a continuous period exceeding 30 work days, or is expected to devote substantially less effort to the work than indicated in the proposal or initially anticipated, the contractor shall, subject to the concurrence of the Contracting Officer or an authorized representative, promptly replace personnel with personnel of equal ability and qualifications.

2) All requests for approval of substitutions hereunder must be in writing and provide a detailed explanation of the circumstances necessitating the proposed substitutions. The request must contain a resume for the proposed substitute, and any other information requested by the Contracting Officer. The Contracting Officer shall promptly notify the contractor of approval or disapproval in writing.

(b) If the Contracting Officer determines that suitable and timely replacement of Key Personnel who have been reassigned, terminated or have otherwise become unavailable for the contract work is not reasonably forthcoming or that the resultant reduction of productive effort would be so substantial as to impair successful completion of the contract, the Contracting Officer may terminate the contract for default or for the convenience of the Government, as appropriate, or make an equitable adjustment to the contract to compensate the Government for any resultant delay, loss or damage.

(c) The follow positions are identified as Key Personnel:

IDIQ Program Manager

Task Lead, as specified in the task order

Others, as identified at the task order level

(End of clause)

5652.242-9002 Accounting for Common Access Cards (CACs) for Contractor Personnel Departing HQ USSOCOM (2014)

(a) In the event a contractor employee separates without advance notice (either quits or is terminated), the contractor shall immediately notify the Trusted Agent (TA) who will ensure CAC permissions are revoked the same day. In various instances a contractor employee may not be on task (working) due to furloughs, suspensions pending the outcome of an investigation, or the contract reaches the end of the period of performance (POP) and renewal is anticipated but not yet complete. During these occurrences, the TA or a representative from the contractor (TA’s choice) will collect and retain the CACs of the affected contractor personnel residing in the local area however; CAC permissions will not be revoked in the Trusted Associate Sponsorship System (TASS). Collecting CACs however, may not be feasible for contractor personnel located in remote locations. When contractor personnel return to work under the contract, they will retrieve their CAC from the responsible party who collected it.

(b) The contractor shall include a monthly report listing contractor employees who departed during the previous month and the date their CACs were turned in using the format listed below. Include with the submission of CDRL A001.

Section J - List of Documents, Exhibits and Other Attachments

SECTION J ATTACHMENTS

Attachment No.

Description

Exhibit A

Contract Data Requirements List (CDRL)

Attachment 1

SWMS Group A Statement of Work (SOW)

Attachment 2

SWMS Group A DD Form 254

Attachment 3

Group A Pricing Template, Revision 2

Attachment 4

Contractor Provided Quality Control Plan (submitted as part of Sub-factor 1)

Attachment 5

J2 Sample Performance Work Statement, Revision 2

Attachment 6

SORDAC Group A Support Task, Revision 3

Attachment 7

Senior Management Engagement Program (SMEP) Task, Revision 3

Attachment 8

J5Strategic and Plans Support Task, Revision 3

Attachment 9

Past Performance Information Sheet, Revision 1

Attachment 10

Past Performance Questionnaire, Revision 1

Attachment 11

Subcontractor Consent, Revision 1

Attachment 12

Client Authorization

Attachment 13

SWMS Modified SF 1408

Section K - Representations, Certifications and Other Statements of Offerors

CLAUSES INCORPORATED BY REFERENCE

52.204-8 ANNUAL REPRESENTATIONS AND CERTIFICATIONS (JAN 2014)

(a)(1) The North American Industry Classification System (NAICS) code for this acquisition is 541611.

(2) The small business size standard is $15M.

(3) The small business size standard for a concern which submits an offer in its own name, other than on a construction or service contract, but which proposes to furnish a product which it did not itself manufacture, is 500 employees.

(b)(1) If the provision at 52.204-7, System for Award Management, is included in this solicitation, paragraph (d) of this provision applies.

(2) If the provision at 52.204-7 is not included in this solicitation, and the offeror is currently registered in System for Award Management (SAM), and has completed the ORCA electronically, the offeror may choose to use paragraph (d) of this provision instead of completing the corresponding individual representations and certifications in the solicitation. The offeror shall indicate which option applies by checking one of the following boxes:

( ) Paragraph (d) applies.

( ) Paragraph (d) does not apply and the offeror has completed the individual representations and certifications in the solicitation.

(c)(1) The following representations or certifications in ORCA are applicable to this solicitation as indicated:

(i) 52.203-2, Certificate of Independent Price Determination. This provision applies to solicitations when a firm-fixed-price contract or fixed-price contract with economic price adjustment is contemplated, unless--

(A) The acquisition is to be made under the simplified acquisition procedures in Part 13;

(B) The solicitation is a request for technical proposals under two-step sealed bidding procedures; or

(C) The solicitation is for utility services for which rates are set by law or regulation.

(ii) 52.203-11, Certification and Disclosure Regarding Payments to Influence Certain Federal Transactions. This provision applies to solicitations expected to exceed $150,000.

(iii) 52.204-3, Taxpayer Identification. This provision applies to solicitations that do not include the provision at 52.204-7, Central Contractor Registration.

(iv) 52.204-5, Women-Owned Business (Other Than Small Business).This provision applies to solicitations that--

(A) Are not set aside for small business concerns;

(B) Exceed the simplified acquisition threshold; and

(C) Are for contracts that will be performed in the United States or its outlying areas.

(v) 52.209-2, Prohibition on Contracting with Inverted Domestic Corporations--Representation. This provision applies to solicitations using funds appropriated in fiscal years 2008, 2009, 2010, or 2012.

(vi) 52.209-5, Certification Regarding Responsibility Matters. This provision applies to solicitations where the contract value is expected to exceed the simplified acquisition threshold.

(vii) 52.223-5, Pollution Prevention and Right-to-Know Information (May 2011) (E.O. 13423) (Applies to services performed on Federal facilities).

(viii) 52.215-6, Place of Performance. This provision applies to solicitations unless the place of performance is specified by the Government.

(ix) 52.219-1, Small Business Program Representations (Basic & Alternate I). This provision applies to solicitations when the contract will be performed in the United States or its outlying areas.

(A) The basic provision applies when the solicitations are issued by other than DoD, NASA, and the Coast Guard.

(B) The provision with its Alternate I applies to solicitations issued by DoD, NASA, or the Coast Guard.

(x) 52.219-2, Equal Low Bids. This provision applies to solicitations when contracting by sealed bidding and the contract will be performed in the United States or its outlying areas.

(xi) 52.222-22, Previous Contracts and Compliance Reports. This provision applies to solicitations that include the clause at 52.222-26, Equal Opportunity.

(xii) 52.222-25, Affirmative Action Compliance. This provision applies to solicitations, other than those for construction, when the solicitation includes the clause at 52.222-26, Equal Opportunity.

(xiii) 52.222-38, Compliance with Veterans' Employment Reporting Requirements. This provision applies to solicitations when it is anticipated the contract award will exceed the simplified acquisition threshold and the contract is not for acquisition of commercial items.

(xiv) 52.223-1, Biobased Product Certification. This provision applies to solicitations that require the delivery or specify the use of USDA-designated items; or include the clause at 52.223-2, Affirmative Procurement of Biobased Products…