HC1047-16-R-4009_PH.pdf

CODE

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until 11:00 AM local time 02 Jun 2016

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G F 26 - 35

36 - 49 X H 50 - 56 claudia.g.melgar.civ@mail.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 56

(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.

HC1047 8. ADDRESS OFFER TO

See Item 7

9. Sealed offers in original and 4 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

6910 Cooper Ave. Ft. Meade conditions contained in this solicitation.

10. FOR INFORMATION

CALL:

A. NAME (NO COLLECT CALLS)

CLAUDIA G. MELGAR (301) 225-4081

11. TABLE OF CONTENTS

SOLICITATION/ CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/ COSTS

2 - 4

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 9 - 12 X

SPECIAL CONTRACT REQUIREMENTS

OFFER (Must be fully completed by offeror) 13 - 18 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 ATTACHMENTS

19 - 24

PART II - CONTRACT CLAUSES

DEFENSE INFORMATION SYSTEMS AGENCY

6910 COOPER AVENUE

FT. MEADE MD 20755

FAX:

TEL:

FAX:

TEL:

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

SOLICITATION

6. REQUISITION/PURCHASE NO.5. DATE ISSUED

29 Apr 2016

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

[ X ]

3. SOLICITATION NO.

HC1047-16-R-4009

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES MAX

QUANTITY

UNIT UNIT PRICE MAX AMOUNT

0001 UNDEFINED

Strategic Operational Assessment

FFP

Strategic Operational Support in accordance with the Statement of Work (SOW) Section 6.1.

FOB: Destination

MAX

NET AMT

UNIT UNIT PRICE MAX AMOUNT

0002 UNDEFINED

Theater Operational Assessment

FFP

Theater Operational support in accordance with the Statement of Work (SOW) , Section 6.1

MAX

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Other Operational Assessments

FFP

Other Operational Assessments in accordance with the Statement of Work (SOW), 6.2.

UNIT UNIT PRICE MAX AMOUNT

0004 UNDEFINED

Travel/ODCs

COST

In accordance with the Statement of Work (SOW), Section 12.3. All travel must be pre-approved by the COR prior to the Contractor incurring the cost. Travel shall be in accordance with FAR Subpart 31.205-46.

Other Direct Cost (ODC): (1) No profit shall be paid on purchases made under this CLIN; however, DCAA approved burden rates are authorized; (2) ODCs must be purchased in accordance with the Contractor's approved Purchasing System, as applicable; (3) ODCs may be purchased from General Service Administration (GSA) Schedules or Enterprise Software Initiative (ESI), if available and authorized by the Contracting Officer. ODCs must be incidental to the work being performed under this contract. The Contractor will provide ODCs on a cost reimbursement basis only. All ODCs must be pre-approved by the COR prior to the Contractor incurring the cost. The Contractor shall be authorized to invoice on a monthly basis and in accordance with FAR Part 31.

MAX COST

INDEFINITE QUANTITY

As contemplated by the contract clause entitled, "Indefinite Quantity", the minimum quantity that will be ordered by the Government during the effective period of the contract is $10,000.00 with a total cost to the Government not to exceed $40,000,000.00.

The maximum quantity the Government may order during the effective ordering period of the contract; 5-years, shall not exceed $40,000,000.00.

The minimum and maximum quantities may consist of any combination of the items contained in Section B.

SECTION C

DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

C-1 The work under this contract shall be performed in accordance with Attachment (1), Statement of Work and all other attachments cited in section J, which are incorporated by reference in Section C.

C-2 CONTRACTOR IDENTIFICATION

Pursuant to DFARS 211.106 contractor employees shall identify themselves as contractor personnel by introducing themselves or being introduced as contractor personnel and displaying distinguishing badges or other visible identification for meetings with Government personnel. In addition, contractor personnel shall appropriately identify themselves as contractor employees in telephone conversations and in formal and informal written correspondence.

SECTION D

PACKAGING AND MARKING

D-1 Preservation, packaging, packing and marking of all deliverable contract line items must conform to normal commercial packing standards to assure safe delivery at destination.

D-2 The Contractor shall mark all shipments under this contract in accordance with the edition of ASTM-D-3951-90 “Standard Practice for Commercial Packaging” in effect on the date of the contract.

D-3 The Contractor shall comply with FED STD 313 (Symbols for Packages and Containers for Hazardous Industrial Chemical and Materials) to the extent applicable.

SECTION E

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN INSPECT AT INSPECT BY ACCEPT AT ACCEPT BY

0001 Destination N/A Destination Government 0002 Destination Government Destination Government 0003 Destination Government Destination Government 0004 N/A N/A Destination 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

SECTION F

DELIVERIES OR PERFORMANCE

F-1 CLAUSES INCORPORATED BY REFERENCE

52.242-15 Stop-Work Order AUG 1989 52.242-17 Government Delay Of Work APR 1984

F-2 PERFORMANCE

a. The effective period of this contract during which task orders may be issued is from date of contract award through five years thereafter.

b. Each task order shall specify the period of performance for the order.

F-3 DELIVERY INFORMATION

Each Task Order will specify the delivery information.

SECTION G

CONTRACT ADMINISTRATION DATA

G-1 CLAUSES INCORPORATED BY REFERENCE

252-201-7000 Contracting Officer’s Representative DEC 1991 252.204-7006 Billing Instructions OCT 2005

G-2 CLAUSES INCORPORATED BY FULL TEXT

DARS 52.204-9000 Points of Contact (AUG 2005)

Contracting Officer Name: Silvia Molinillo-Corral Organization/Office Symbol: PSD/PL61 Phone No.:

E-Mail Address: silvia.molinillo-corral.civ@mail.mil

Contract Specialist Name: Claudia G. Melgar Organization/Office Symbol: PSD/PL61 Phone No.:

E-Mail Address: claudia.g.melgar.civ@mail.mil

Customer/COR/TM Point of Contact Name: TBD Organization/Office Symbol:

Phone No.:

E-Mail Address:

Contractor Point of Contact Contractor Legal Business Name: TBD

DUNS:

CAGE CODE:

Contractor POC:

E-Mail Address:

Phone Number:

Fax Number:

(End of clause)

252.232-7006 WIDE AREA WORKFLOW PAYMENT INSTRUCTIONS (MAY 2013)

(a) Definitions. As used in this clause—

“Department of Defense Activity Address Code (DoDAAC)” is a six position code that uniquely identifies a unit, activity, or organization.

“Document type” means the type of payment request or receiving report available for creation in Wide Area WorkFlow (WAWF).

“Local processing office (LPO)” is the office responsible for payment certification when payment certification is done external to the entitlement system.

(b) Electronic invoicing. The WAWF system is the method to electronically process vendor payment requests and receiving reports, as authorized by DFARS 252.232-7003, Electronic Submission of Payment Requests and Receiving Reports.

(c) WAWF access. To access WAWF, the Contractor shall—

(1) Have a designated electronic business point of contact in the System for Award Management at https://www.acquisition.gov; and

(2) Be registered to use WAWF at https://wawf.eb.mil/ following the step-by-step procedures for self-registration available at this web site.

(d) WAWF training. The Contractor should follow the training instructions of the WAWF Web-Based Training Course and use the Practice Training Site before submitting payment requests through WAWF. Both can be accessed by selecting the “Web Based Training” link on the WAWF home page at https://wawf.eb.mil/

(e) WAWF methods of document submission. Document submissions may be via web entry, Electronic Data Interchange, or File Transfer Protocol.

(f) WAWF payment instructions. The Contractor must use the following information when submitting payment requests and receiving reports in WAWF for this contract/order:

(1) Document type. The Contractor shall use the following document type(s).

If billing for Materials Only or a combination of Materials and Services, select “Invoice and Receiving Report (Combo)”.

If billing for Services Only, select “2-n-1 (Services Only)” If billing for Cost-Reimbursement, Time-and-Materials, and Labor Hour- Contracts, select “Cost Voucher” (**Cost Vouchers require invoices to be sent to DCAA for approval, therefore a DCAA DoDAAC is required A letter of “DCAA Approval for Direct Invoice Submittal” is required to be attached to all Direct- Bill Cost Vouchers.**)

(2) Inspection/acceptance location. The Contractor shall select the following inspection/acceptance location(s) in WAWF, as specified by the contracting officer.

(Contracting Officer: Insert inspection and acceptance locations or “Not applicable.”)

(3) Document routing. The Contractor shall use the information in the Routing Data Table below only to fill in applicable fields in WAWF when creating payment requests and receiving reports in the system.

Routing Data Table*

Field Name in WAWF Data to be entered in WAWF

Pay Official DoDAAC

Issue By DoDAAC

Admin DoDAAC

Inspect By DoDAAC

Ship To Code

Ship From Code

Mark For Code

Service Approver (DoDAAC)

Service Acceptor (DoDAAC)

Accept at Other DoDAAC

LPO DoDAAC

DCAA Auditor DoDAAC

Other DoDAAC(s)

(*Contracting Officer: Insert applicable DoDAAC information or “See schedule” if multiple ship to/acceptance locations apply, or “Not applicable.”)

(4) Payment request and supporting documentation. The Contractor shall ensure a payment request includes appropriate contract line item and subline item descriptions of the work performed or supplies delivered, unit price/cost per unit, fee (if applicable), and all relevant back-up documentation, as defined in DFARS Appendix F, (e.g. timesheets) in support of each payment request.

(5) WAWF email notifications. The Contractor shall enter the e-mail address identified below in the “Send Additional Email Notifications” field of WAWF once a document is submitted in the system.

Reference clause 52.204-9000, Points of Contact, for Contracting Officer, Contract Specialist, Customer COR, ACOR and Contractor Points of Contact Information.

(g) WAWF point of contact.

(1) The Contractor may obtain clarification regarding invoicing in WAWF from the following contracting activity’s WAWF point of contact.

Additional DISA WAWF guidance and information for both contractor and government personnel is available at http://www.ditco.disa.mil/hq/WAWF/

(2) For technical WAWF help, contact the WAWF helpdesk at 866-618-5988.

* To be completed at time of award

DARS 52.204-9001 CONTRACT/ORDER CLOSEOUT—FIXED-PRICE, TIME-AND-MATERIALS, OR

LABOR-HOURS (JAN 2007)

Timely contract closeout is a priority under this contract/order. The Contractor shall submit a final invoice within ninety (90) calendar days after the expiration of this contract/order, unless the Contractor requests and is granted an extension by the Contracting Officer, in writing. In addition, and concurrent with the submission of the final invoice, the Contractor shall notify the Contracting Officer of the amount of excess funds that can be deobligated from this contract/order so the closeout process can begin as soon as possible upon expiration of this contract/order.

A bilateral contract/order closeout modification will be forwarded to the Contractor by the Contracting Officer and must be signed by the Contractor and returned to the Contracting Officer within thirty (30) calendar days of issuance of the modification. A Contractor’s failure to respond and/or sign the bilateral closeout modification within thirty

(30) calendar days of receipt will constitute approval of the terms of the modification and the modification will subsequently be processed unilaterally by the Contracting Officer to deobligate excess funds and close this contract/order.

If this contract/order contains option periods, the Contractor is required to submit an invoice within ninety (90) calendar days after expiration of the base period of performance and the expiration of each exercised option period of performance to allow for deobligation of excess funds that were obligated in those respective periods of performance.

G-3 INCREMENTAL FUNDING

Orders issued under this contract may be incrementally funded. Incrementally funded orders will contain clauses 52.232-22 and 252.232-7007 which will govern the restrictions set forth for incrementally funded actions.

SECTION H

SPECIAL CONTRACT REQUIREMENTS

H-1 DARS 52.209-90000 ORGANIZATIONAL AND CONSULTANT CONFLICT OF INTEREST (OCCI)

(DEC 2005)

(a) An offeror shall identify in its proposal, quote, bid or any resulting contract, any potential or actual Organizational and Consultant Conflicts of Interest (OCCI) as described in FAR Subpart

9.5. This includes actual or potential conflicts of interests of proposed subcontractors. If an offeror identifies in its proposal, quote, bid or any resulting contract, a potential or actual conflict of interests the offeror shall submit an Organizational and Consultant Conflicts of Interest Mitigation Plan to the contracting officer. The Organizational and Consultant Conflicts of Interest Mitigation Plan shall describe how the offeror addresses potential or actual conflicts of interest and identify how they will avoid, neutralize, or mitigate present or future conflicts of interest.

(b) Offerors must consider whether their involvement and participation raises any OCCI issues, especially in the following areas when:

(1) Providing systems engineering and technical direction.

(2) Preparing specifications or work statements and/or objectives.

(3) Providing evaluation services.

(4) Obtaining access to proprietary information.

(c) If a prime contractor or subcontractor breaches any of the OCCI restrictions, or does not disclose or misrepresents any relevant facts concerning its conflict of interest, the government may take appropriate action, including terminating the contract, in additional to any remedies that may be otherwise permitted by the contract or operation of law.

(End of clause)

H – 2 CONFLICT OF INTEREST MITIGATION PLAN

In the event that a task order is issued to the Contractor that would require activity that would create a potential conflict of interest, the Contractor shall:

a. Notify the Contracting Officer of a potential conflict, and;

b. Recommend to the Government an alternate tasking approach which would avoid the potential conflict, or

c. Present for approval a conflict of interest mitigation plan that will:

(1) Describe in detail the requirement that creates the potential conflict of interest; and

(2) Outline in detail the actions to be taken by the Contractor or the Government in the performance of the task to mitigate the conflict, division of subcontractor effort, and limited access to information, or other acceptable means.

d. The Contractor shall not commence work on a task order related to a potential conflict of interest until specifically notified by the Contracting Officer to proceed.

e. If the Contracting Officer determines that it is in the best interest of the Government to issue a task order, notwithstanding a conflict of interest, a request for waiver shall be submitted in accordance with FAR 9.503.

H – 3 CONTRACTOR EMPLOYMENT OF GOVERNMENT / DEPARTMENT OF DEFENSE

PERSONNEL

The Contractor shall not employ any person who is an employee of the United States Government if the employment of that person would create a conflict of interest. Employment of Government personnel shall be in accordance with the Joint Ethics Regulation (JER), DOD 5500.7-R (http://www.dod.gov/dodgc/defense_ethics/ethics_regulation/)

H – 4 DARS 52.237-9000 KEY PERSONNEL (AUG 2011)

The personnel listed below are considered essential to the work being performed hereunder. Prior to substituting, removing, replacing, or diverting any of the specified individuals, the Contractor shall notify the Contracting Officer 15 working days in advance and shall submit a written request and justification (including proposed substitutions) in sufficient detail to permit evaluation of the impact on this Contract. The proposed substitution of personnel must meet or exceed the education, experience, and other technical requirements of the personnel being replaced. No change in personnel shall be made by the Contractor without the prior written consent of the Contracting Officer.

However, in urgent situations, as determined or agreed to by the Contracting Officer, an oral request to substitute key personnel may be approved and subsequently ratified by the Contracting Officer in writing. Such ratification shall constitute the consent of the Contracting Officer required by this paragraph. The Contracting Officer will notify the Contractor within 10 working days after receipt of all required information of the decision on the substitution(s). In the event the proposed substitution of key personnel does not meet or exceed the education, experience, and other technical requirements of the personnel being replaced, the Government reserves the right to require continued performance of previously approved key personnel or to require substitution of acceptable replacements for the individuals specified below. The key personnel listed below may, with the consent of the contracting parties, be amended from time to time during the course of the Contract to either add or delete personnel as appropriate.

Name Position/Labor Category

Program Director

Assessment Leader

Operations Expert

(End of clause)

H – 5 GOVERNMENT-CONTRACTOR RELATIONSHIPS

a. Non-personal Services. The parties agree that the services to be provided under this contract are non-personal and that no employer/employee or master/servant relationships exist or will exist between the Government and the Contractor’s employees.

b. Prohibitions. Contractor personnel under this contract shall not:

(1) Be placed in a position where they are appointed or employed by a Federal Official, or are under the supervision, direction, or evaluation of a Federal Officer, Military or Civilian.

(2) Be placed in a staff or policy making position or be asked to exercise personal judgment or discretion on behalf of the Government.

(3) Be placed in a position of command, supervision, administration or control over Military or Civilian Personnel, or personnel of other contractors, or become a part of the Government organization.

(4) Be used for the purpose of avoiding manpower ceilings or other personnel rules and regulations of the DoD or the Federal Government.

(5) Be used in administration or supervision of military procurement activities.

c. Employee Relationship. Local rules, regulations, directives and requirements issued by military and civilian authorities pursuant to their responsibility for the administration and security of Government and military installations are applicable to contractor personnel entering the offices or installations or traveling via Government owned transportation. The Contractor agrees that compliance will not be construed to establish any degree of Government control consistent with a personal services contract.

H – 6 TRAVEL AND PER DIEM

a. Contractor personnel will be required to travel to support the requirements of this contract and as stated in individual task orders. Long distance and local travel will be required both in the Continental United States (CONUS) and Outside the Continental United States (OCONUS). Personnel will be deployed from the National Capital Region or their home to the location specified in the respective Task Order (TO). For those task orders requiring travel, the Contractor shall include estimated travel requirements in the proposal (if the estimates are not provided by the Government in the RFP). The Contractor shall then coordinate specific travel arrangements with the COR to obtain advance, written approval for the travel about to be conducted. The Contractor’s request for travel shall be in writing and contain the dates, locations, and estimated costs of the travel. Personnel will be deployed from the National Capital Region or their home to the location specified in the T.O.

b. To the extent that reimbursement of Contractor travel, lodging, meals and incidental expenses are specifically authorized elsewhere in this contract (or via specific task orders), such reimbursements shall be limited to rates or amounts considered reasonable and allowable as defined in FAR 31.205-46. In general, airfare will be limited to the lowest standard or coach airfare available unless documented and justified. Lodging, subsistence, and other incidental expenses will normally be limited to the ceiling amounts established in the Joint Travel Regulation (JTR) for Federal civilian employees, the Federal Travel Regulations (FTR) or the Standardized Regulations; as applicable.

c. No travel will be reimbursed under this contract unless the COR specifically authorizes the travel in advance and in writing. The Contractor shall not be reimbursed for any amount that exceeds the amount for travel set forth in the Task Order. If any travel arrangements cause additional costs to the task order that exceed those previously negotiated, written approval by task order modification issued by the KO is required, prior to undertaking such travel. Costs associated with contractor travel shall be in accordance with FAR 31.205-46, Travel Costs (this includes the Department of Defense (DoD) deviation from the Office of the Secretary of Defense (OSD), dated 16 Sep 1999).

d. In special or unusual situations, actual costs in excess of maximum per diem rates may be allowable provided they do not exceed the higher actual cost amounts authorized by Federal civilian employees in the Joint Travel Regulation (JTR), Federal Travel Regulations (FTR) or the Standardized Regulations and that all four of the conditions in FAR 31.205-46(a)(3) are met. Subject to the constraints of FAR 31.109(c), advance agreement with the Contracting Officer regarding the amounts/rates to be reimbursed.

e. Approved travel charges are billable/invoiced against the appropriate Travel CLIN/SubCLIN.

f. Contractor employees may use Government vehicles, or accompany Government representatives in Government vehicles, IAW 41 CFR 102-34.215 when the motor vehicles are used for official purposes only. The Contractor has this option only for the purposes of contract performance and when in the best interest of DISA.

Government motor vehicles cannot be used for transportation between residence and duty station, unless authorized in accordance with 31 U.S.C. 1344 and CFR 102-5. Contractors must establish and enforce suitable penalties against employees who use or authorize the use of, such motor vehicles for unofficial purposes or for other than in the performance of the contract; and pay any expenses or cost, without Government reimbursement, for using such motor vehicles other than in the performance of the contract.

H – 7 LOCAL TRAVEL

Local travel will not be reimbursed, unless otherwise specified in individual task orders. Local travel is hereby defined to mean any and all travel within a fifty (50) mile radius of the primary place of performance performed in support of the Statement of Work (SOW). Travel must be pre-approved by the COR. The Contractor is authorized to invoice on a monthly basis for approved costs incurred in accordance with FAR 31.205-46.

H – 8 MANDATORY TRAINING

All Contractor personnel requiring access to the DISANet shall complete DISA and DoDrequired training. DISA required training courses are found at https://cmis.disa.mil/training/lms/index.cfm?start=mtl. Personnel who fail to complete the required training by the stated deadlines for completion may have their access to the DISANet revoked and/or be removed from performance on the contract. In the event the services are impacted, reduced, compromised, etc., the Contracting Officer may request an equitable adjustment.

H – 9 NON-DISCLOSURE OF SENSITIVE AND/OR PROPRIETARY DATA.

a. Access to Information. The Contractor recognizes that in the performance of this contract it may receive or have access to certain sensitive information, including information provided on a proprietary basis by other contractors, equipment manufacturers and other private or public entities. The Contractor agrees to use and examine this information exclusively in the performance of this contract and to take the necessary steps in accordance with Government regulations to prevent disclosure of such information to any party outside the Government or Government-designated support contractors possessing appropriate proprietary agreements, as listed in paragraphs a.

through d. below.

b. Indoctrination of Personnel. The Contractor agrees to indoctrinate its personnel who have access as to the sensitive nature of the information and the relationship under which the Contractor has possession of or access to the information. Contractor personnel shall not engage in any other action, venture or employment wherein sensitive information will be used for the profit of any party other than those furnishing the information. The Nondisclosure Agreement for Contractor Employees at Section J shall be signed by all indoctrinated personnel and forwarded to the Contracting Officer, Contracting Officer’s Representative (COR), and Task Order CORs for retention, prior to commencement of work. The Contractor shall restrict access to sensitive/proprietary information to the minimum number of employees necessary for contract performance.

c. Signed Agreements.

(1) The Contractor further agrees to sign an agreement to this effect with carriers, and other private or public entities providing proprietary data for performance under this contract. As part of this agreement, the Contractor shall inform all parties of its agreement to allow certain Government-designated contractors access to all data as required by the Government. One copy of each signed agreement shall be forwarded to the Contracting Officer. These shall be signed prior to work commencing.

(2) In addition, the Contractor shall be required to coordinate and exchange directly with other contractors as designated by the Government for information pertinent and essential to performance of task orders issued under this contract. The Contractor shall discuss and attempt to resolve any problems between the Contractor and those contractors designated by the Government. The Contracting Officer shall be notified in writing of any disagreement(s) which has (have) not been resolved in a timely manner, and furnish the Contracting Officer copies of communications between the Contractor and associate contractor(s) relative to contract performance. Further, the close interchange between contractor(s) may require access to or release of proprietary data. In such an event, the Contractor shall enter into agreement(s) with the Government designated contractor (s) to adequately protect such proprietary data from unauthorized use or disclosure so long as it remains proprietary. A copy of such agreement shall be provided to the Contracting Officer.

d. Remedy for Breach. The Contractor agrees that any breach or violation of the certifications or restrictions of this clause shall constitute a material and substantial breach of the terms, conditions and provisions of the contract and that the Government may, in addition to any other remedy available, terminate this contract for default in accordance with the provisions of FAR 52.249-6 - Termination (Cost-Reimbursement), FAR 52.259-6 – Termination (Cost-Reimbursement), Alt IV, and FAR 52.249-8 - Default (Fixed-Price Supply and Service). Nothing in this clause or contract shall be construed to mean that the Government shall be liable to the owners of proprietary information in any way for the unauthorized release or use of proprietary information by this Contractor or its subcontractors.

H – 10 WORK ON A GOVERNMENT INSTALLATION

In performing on-site work under this contract on a Government installation or in a Government building, the Contractor shall:

a. Conform to the specific safety requirements established by a Task Order.

b. Comply with the safety rules of the Government installation that concern related activities not directly addressed in this contract.

c. Take all reasonable steps and precautions to prevent accidents and preserve the life and health of

Contractor and Government personnel connected in any way with performance under this contract.

d. Take such additional immediate precautions as the Contracting Officer, Contracting Officer's Representative (COR), or Task Order COR may reasonably require for safety and accident prevention purposes.

e. Conform to all security requirements as specified in the DD Form 254 and security requirements as specified in the Task Order PWS/SOW.

H – 11 OBSERVANCE OF LEGAL HOLIDAYS AND EXCUSED ABSENCES.

a. The Government hereby provides notice and the Contractor hereby acknowledges receipt that Government personnel observe the listed days as holidays:

* New Year’s Day

* Martin Luther King Jr. Day

* Presidents’ Day

* Memorial Day

* Independence Day

* Labor Day

* Columbus Day

* Veterans Day

* Thanksgiving Day

* Christmas

b. In addition to the days designated as holidays, the Government observes the following days:

* Any other day designated by Federal Statute

* Any other day designated by Executive Order

* Any other day designated by a President’s Proclamation

c. It is understood and agreed between the Government and the Contractor that observance of such days by Government personnel shall not otherwise be a reason for an additional period of performance, or entitlement to compensation except when services are required by the Government and actually performed on a holiday. Whenever the Government is shut down for some unforeseen reason (i.e. death of a former President, unusually severe weather), the shut down falls within the scope of Executive Order 11582 of February 11, 1971 and of 5 USC 5546 and 6103(b), all of which govern the observance of holidays by Government agencies. Unforeseen shut downs will be treated as a Federal holiday and will be applied to contractor personnel accordingly. Section 2 of the Executive Order does allow agencies to require that certain personnel report for work on days that the Government is shut down for reasons of national security, defense, or other public need.

H – 12 SECURITY REQUIREMENTS

a. This document is unclassified (with the exception of Attachment 1), however a Top Secret Facility

Clearance is required for the performance under this contract. The work to be performed and the products to be delivered under this contract shall be accomplished in accordance with the Contract Security Classification Specification, DD Form 254, pertaining to this contract. The Contractor shall conscientiously follow the security guidance provided in the DD Form 254, the Classification Guide, and other guidance that may be established in writing by the Contracting Officer’s Representative

(COR).

b. The contractor shall comply with all appropriate security regulations in handling classified material and in publishing reports and other products under this contract. The contractor shall also have to provide storage facilities at the contractor’s locations for classified material up to and including TOP

SECRET.

c. All personnel assigned to this contract must be United States Citizens and must have been granted a TOP SECRET clearance. In addition, contractor personnel must possess SCI access based on select assignments under this effort. All such individuals must be apart from and in addition to any such personnel cleared for work on other contracts. The only exception to this rule will be when a specific individual has sufficient work-time available and the Contracting Officer’s Representative (COR) grants approval to dedicate a portion of his time to this contract. To minimize the administrative burden and cost to the Government for arranging such access, the contractor must indicate how the rotation and replacement of such individuals will be managed. Each submission shall clearly indicate how the contractor will manage personnel security.

SECTION I

CONTRACT CLAUSES

CLAUSES INCORPORATED BY REFERENCE

52.202-1 Definitions NOV 2013 52.203-3 Gratuities APR 1984 52.203-5 Covenant Against Contingent Fees MAY 2014 52.203-6 Restrictions On Subcontractor Sales To The Government SEP 2006 52.203-7 Anti-Kickback Procedures MAY 2014 52.203-11 Certification And Disclosure Regarding Payments To

Influence Certain Federal Transactions

SEP 2007

52.203-12 Limitation On Payments To Influence Certain Federal Transactions

OCT 2010

52.203-13 Contractor Code of Business Ethics and Conduct OCT 2015 52.203-16 Preventing Personal Conflicts of Interest DEC 2011 52.203-17 Contractor Employee Whistleblower Rights and Requirement

To Inform Employees of Whistleblower Rights

APR 2014

52.204-2 Security Requirements AUG 1996 52.204-4 Printed or Copied Double-Sided on Postconsumer Fiber

Content Paper

MAY 2011

52.204-5 Women-Owned Business (Other Than Small Business) OCT 2014 52.204-7 System for Award Management JUL 2013 52.204-9 Personal Identity Verification of Contractor Personnel JAN 2011 52.204-10 Reporting Executive Compensation and First-Tier

Subcontract Awards

OCT 2015

52.204-13 System for Award Management Maintenance JUL 2013 52.209-6 Protecting the Government's Interest When Subcontracting

With Contractors Debarred, Suspended, or Proposed for Debarment

OCT 2015

52.209-9 Updates of Publicly Available Information Regarding Responsibility Matters

JUL 2013

52.209-10 Prohibition on Contracting With Inverted Domestic Corporations

NOV 2015

52.215-8 Order of Precedence--Uniform Contract Format OCT 1997 52.215-10 Price Reduction for Defective Certified Cost or Pricing Data AUG 2011 52.215-11 Price Reduction for Defective Certified Cost or Pricing Data--

Modifications

AUG 2011

52.215-12 Subcontractor Certified Cost or Pricing Data OCT 2010 52.215-13 Subcontractor Certified Cost or Pricing Data--Modifications OCT 2010 52.215-19 Notification of Ownership Changes OCT 1997 52.215-20 Alt I Requirements for Certified Cost or Pricing Data or

Information Other Than Certified Cost or Pricing Data (Oct 2010) - Alternate I

OCT 2010

52.215-21 Requirements for Certified Cost or Pricing Data and Data Other Than Certified Cost or Pricing Data -- Modifications

OCT 2010

52.215-22 Limitations on Pass-Through Charges--Identification of Subcontract Effort

OCT 2009

52.215-23 Limitations on Pass-Through Charges OCT 2009 52.216-19 Order Limitations OCT 1995 52.217-8 Option To Extend Services NOV 1999 52.219-8 Utilization of Small Business Concerns OCT 2014 52.219-9 Small Business Subcontracting Plan OCT 2015 52.222-3 Convict Labor JUN 2003

52.222-50 Combating Trafficking in Persons MAR 2015 52.223-6 Drug-Free Workplace MAY 2001 52.223-18 Encouraging Contractor Policies To Ban Text Messaging

While Driving

AUG 2011

52.225-13 Restrictions on Certain Foreign Purchases JUN 2008 52.230-2 Cost Accounting Standards OCT 2015 52.230-3 Disclosure And Consistency Of Cost Accounting Practices OCT 2015 52.230-6 Administration of Cost Accounting Standards JUN 2010 52.232-1 Payments APR 1984 52.232-11 Extras APR 1984 52.232-17 Interest MAY 2014 52.232-18 Availability Of Funds APR 1984 52.232-23 Assignment Of Claims MAY 2014 52.232-23 Assignment Of Claims MAY 2014 52.232-25 Prompt Payment JUL 2013 52.232-25 Prompt Payment JUL 2013 52.232-33 Payment by Electronic Funds Transfer--System for Award

Management

JUL 2013

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

JUL 2013

52.232-39 Unenforceability of Unauthorized Obligations JUN 2013 52.233-1 Disputes MAY 2014 52.233-3 Protest After Award AUG 1996 52.233-4 Applicable Law for Breach of Contract Claim OCT 2004 52.239-1 Privacy or Security Safeguards AUG 1996 52.242-1 Notice of Intent to Disallow Costs APR 1984 52.242-13 Bankruptcy JUL 1995 52.243-1 Alt I Changes--Fixed Price (Aug 1987) - Alternate I APR 1984 52.244-5 Competition In Subcontracting DEC 1996 52.244-6 Subcontracts for Commercial Items FEB 2016 52.245-1 Government Property APR 2012 52.245-9 Use And Charges APR 2012 52.246-25 Limitation Of Liability--Services FEB 1997 52.249-2 Termination For Convenience Of The Government (Fixed-

Price)

APR 2012

52.249-6 Termination (Cost Reimbursement) MAY 2004 52.249-8 Default (Fixed-Price Supply & Service) APR 1984 52.252-2 Clauses Incorporated By Reference FEB 1998 52.252-6 Authorized Deviations In Clauses APR 1984 252.201-7000 Contracting Officer's Representative DEC 1991 252.203-7000 Requirements Relating to Compensation of Former DoD

Officials

SEP 2011

DFARS CLAUSES INCORPORATED BY REFERENCE

252.203-7001 Prohibition On Persons Convicted of Fraud or Other Defense-

Contract-Related Felonies

DEC 2008

252.203-7002 Requirement to Inform Employees of Whistleblower Rights SEP 2013 252.203-7003 Agency Office of the Inspector General DEC 2012 252.203-7004 Display of Fraud Hotline Poster(s) OCT 2015 252.203-7005 Representation Relating to Compensation of Former DoD

Officials

NOV 2011

252.203-7997 (Dev) Prohibition on Contracting with Entities that Require Certain Internal Confidentiality Agreements (Deviation 2016-O0003)

OCT 2015

252.204-7000 Disclosure Of Information AUG 2013 252.204-7003 Control Of Government Personnel Work Product APR 1992

252.204-7004 Alt A System for Award Management Alternate A FEB 2014 252.204-7005 Oral Attestation of Security Responsibilities NOV 2001 252.204-7006 Billing Instructions OCT 2005 252.204-7012 (Dev) Safeguarding Covered Defense Information and Cyber

Incident Reporting

OCT 2015

252.204-7015 Disclosure of Information to Litigation Support Contractors FEB 2014 252.209-7004 Subcontracting With Firms That Are Owned or Controlled By

The Government of a Country that is a State Sponsor of Terrorism

OCT 2015

252.211-7007 Reporting of Government-Furnished Property AUG 2012 252.215-7000 Pricing Adjustments DEC 2012 252.215-7002 Cost Estimating System Requirements DEC 2012 252.216-7006 Ordering MAY 2011 252.219-7003 Small Business Subcontracting Plan (DOD Contracts)--Basic MAR 2016 252.223-7004 Drug Free Work Force SEP 1988 252.225-7043 Antiterrorism/Force Protection Policy for Defense

Contractors Outside the United States

JUN 2015

252.225-7048 Export-Controlled Items JUN 2013 252.226-7001 Utilization of Indian Organizations and Indian-Owned

Economic Enterprises, and Native Hawaiian Small Business Concerns

SEP 2004

252.231-7000 Supplemental Cost Principles DEC 1991 252.232-7003 Electronic Submission of Payment Requests and Receiving

Reports

JUN 2012

252.232-7010 Levies on Contract Payments DEC 2006 252.237-7010 Prohibition on Interrogation of Detainees by Contractor

Personnel

JUN 2013

252.243-7001 Pricing Of Contract Modifications DEC 1991 252.243-7002 Requests for Equitable Adjustment DEC 2012 252.244-7000 Subcontracts for Commercial Items JUN 2013 252.245-7001 Tagging, Labeling, and Marking of Government-Furnished

Property

APR 2012

252.245-7003 Contractor Property Management System Administration APR 2012 252.245-7004 Reporting, Reutilization, and Disposal MAR 2015 252.247-7023 Transportation of Supplies by Sea APR 2014

CLAUSES INCORPORATED BY FULL TEXT

52.216-18 ORDERING. (OCT 1995)

(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 Schedule. Such orders may be issued from TBD through

TBD.

(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) If mailed, a delivery order or task order is considered "issued" when the Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

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 the basic period of performance of the contract.

52.227-23 RIGHTS TO PROPOSAL DATA (TECHNICAL) (JUN 1987)

Except for data contained on pages none, it is agreed that as a condition of award of this contract, and notwithstanding the conditions of any notice appearing thereon, the Government shall have unlimited rights (as defined in the "Rights in Data--General" clause contained in this contract) in and to the technical data contained in the proposal dated , upon which this contract is based.

52.237-9001 ENTERPRISE-WIDE CONTRACTOR MANPOWER REPORTING APPLICATION (eCMRA)

REPORTING (JAN 2015)

The contractor shall ensure ALL contractor labor hours including subcontractor, at all levels/tiers, labor hours required for the performance of services provided under this contract are reported via a secure data collection site.

The contractor and all subcontractors, at all levels/tiers, providing direct labor under this contract shall report complete and accurate data for the labor executed during the period of performance during each Government fiscal year (FY), which runs from October 1 to September 30. The Contractor shall input the data into the appropriate eCMRA reporting tool, which can be accessed via a secure web site at http://www.ecmra.mil/. There are four separate eCMRA tools: Army, Air Force, Navy and All Other Defense Components. The appropriate eCMRA reporting tool to use is determined by the requiring activity being supported (e.g., if DISA awards a contract for an Air Force requiring activity, the contractor shall load the required reporting data in the “Department of Air Force CMRA” tool). While inputs may be reported any time during the FY, all data shall be reported no later than October 31 of each calendar year. The contractor shall completely fill in all required data fields. The contractor shall enter initial data into the appropriate eCMRA tool to establish the basic contract record no later than 15 working days after receipt of contract award or contract modification incorporating this clause. The contractor shall notify the COR when the basic contract record has been established in the appropriate eCMRA tool.

eCMRA User Manuals and Frequently Asked Questions (FAQs) are available at http://www.ecmra.mil/

Contractors may direct technical questions to the eCMRA help desk at usaf.pentagon.saf-aq.mbx.cmra-help-desk-dod@mail.mil

252.232-7007 LIMITATION OF GOVERNMENT'S OBLIGATION (APR 2014)

(a) Contract line item(s) shall be incrementally funded. For this/these item(s), the sum of $TBD of the total price is presently available for payment and allotted to this contract. An allotment schedule is set forth in paragraph (j) of this clause.

(b) For items(s) identified in paragraph (a) of this clause, the Contractor agrees to perform up to the point at which the total amount payable by the Government, including reimbursement in the event of termination of those item(s) for the Government's convenience, approximates the total amount currently allotted to the contract. The Contractor is not authorized to continue work on those item(s) beyond that point. The Government will not be obligated in any event to reimburse the Contractor in excess of the amount allotted to the contract for those item(s) regardless of anything to the contrary in the clause entitled "TERMINATION FOR THE CONVENIENCE OF THE GOVERNMENT." As used in this clause, the total amount payable by the Government in the event of termination of applicable contract line item(s) for convenience includes costs, profit and estimated termination settlement costs for those item(s).

(c) Notwithstanding the dates specified in the allotment schedule in paragraph (j) of this clause, the Contractor will notify the Contracting Officer in writing at least ninety days prior to the date when, in the Contractor's best judgment, the work will reach the point at which the total amount payable by the Government, including any cost for termination for convenience, will approximate 85 percent of the total amount then allotted to the contract for performance of the applicable item(s). The notification will state (1) the estimated date when that point will be reached and (2) an estimate of additional funding, if any, needed to continue performance of applicable line items up to the next scheduled date for allotment of funds identified in paragraph (j) of this clause, or to a mutually agreed upon substitute date. The notification will also advise the Contracting Officer of the estimated amount of additional funds that will be required for the timely performance of the item(s) funded pursuant to this clause, for subsequent period as may be specified in the allotment schedule in paragraph (j) of this clause, or otherwise agreed to by the parties. If after such notification additional funds are not allotted by the date identified in the Contractor's notification, or by an agreed substitute date, the Contracting Officer will terminate any item(s) for which additional funds have not been allotted, pursuant to the clause of this contract entitled "TERMINATION FOR THE

CONVENIENCE OF THE GOVERNMENT".

(d) When additional funds are allotted for continued performance of the contract line item(s) identified in paragraph

(a) of this clause, the parties will agree as to the period of contract performance which will be covered by the funds.

The provisions of paragraph (b) through (d) of this clause will apply in like manner to the additional allotted funds and agreed substitute date, and the contract will be modified accordingly.

(e) If, solely by reason of failure of the Government to allot additional funds, by the dates indicated below, in amounts sufficient for timely performance of the contract line item(s) identified in paragraph (a) of this clause, the Contractor incurs additional costs or is delayed in the performance of the work under this contract and if additional funds are allotted, an equitable adjustment will be made in the price or prices (including appropriate target, billing, and ceiling prices where applicable) of the item(s), or in the time of delivery, or both. Failure to agree to any such equitable adjustment hereunder will be a dispute concerning a question of fact within the meaning of the clause entitled "disputes."

(f) The Government may at any time prior to termination allot additional funds for the performance of the contract line item(s) identified in paragraph (a) of this clause.

(g) The termination provisions of this clause do not limit the rights of the Government under the clause entitled "DEFAULT." The provisions of this clause are limited to work and allotment of funds for the contract line item(s) set forth in paragraph (a) of this clause. This clause no longer applies once the contract if fully funded except with regard to the rights or obligations of the parties concerning equitable adjustments negotiated under paragraphs (d) or

(e) of this clause.

(h) Nothing in this clause affects the right of the Government to this contract pursuant to the clause of this contract entitled "TERMINATION FOR CONVENIENCE OF THE GOVERNMENT."

(i) Nothing in this clause shall…