HQ014718R0004_Amend_07_04May2018.pdf

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

Except as provided herein, all terms and conditions of the document referenced in Item 9A or 10A, as heretofore changed, remains unchanged and in full force and effect.

15A. NAME AND TITLE OF SIGNER (Type or print)

30-105-04EXCEPTION TO SF 30

APPROVED BY OIRM 11-84

STANDARD FORM 30 (Rev. 10-83)

Prescribed by GSA

FAR (48 CFR) 53.243

Please see Block 14 Continuation Page

1. CONTRACT ID CODE PAGE OF PAGES

U 1 40

16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)

16C. DATE SIGNED

BY 04-May-2018

16B. UNITED STATES OF AMERICA15C. DATE SIGNED15B. CONTRACTOR/OFFEROR

(Signature of Contracting Officer)(Signature of person authorized to sign)

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code) X HQ0147-18-R-0004

X 9B. DATED (SEE ITEM 11)

03-Oct-2017

10B. DATED (SEE ITEM 13)

9A. AMENDMENT OF SOLICITATION NO.

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

X The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offer X is extended, is not extended.

Offer must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing Items 8 and 15, and returning 1 copies of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted;

or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE

RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN

REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS.

IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE

CONTRACT ORDER NO. IN ITEM 10A.

B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43.103(B).

C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:

D. OTHER (Specify type of modification and authority)

E. IMPORTANT: Contractor is not, is required to sign this document and return copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

10A. MOD. OF CONTRACT/ORDER NO.

2. AMENDMENT/MODIFICATION NO. 5. PROJECT NO.(If applicable)

6. ISSUED BY

3. EFFECTIVE DATE

04-May-2018

CODE

MISSILE DEFENSE AGENCY (MDA)

CONTRACTS DIRECTORATE

BLDG 5222 MARTIN RD

REDSTONE ARSENAL AL 35898-0001

HQ0147 7. ADMINISTERED BY (If other than item 6)

4. REQUISITION/PURCHASE REQ. NO.

CODE

See Item 6

FACILITY CODECODE

EMAIL:TEL:

HQ0147-18-R-0004

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

The following items are applicable to this modification:

PURPOSE

The purpose of this Amendment is to:

1. Update Blocks 10A, 10B and 10C of the SF 33;

2. Change the contract type for Contract Data Requirement List CLINs 0003, 1003, and 2003 from COST to

FFP Not Separately Priced and revise the extended CLIN description as reflected in Section B – Supplies or

Services and Prices,

3. Update the extended CLIN description for ITMA Surge Support CLIN 0004 as reflected in Section B;

4. ICT Other Direct Costs CLINs 0005, 1005 and 2005 now reference “Placeholder CLIN”, as explained in

Section B. The CLINs will be deleted at contract award;

5. CLIN 3001 Option to Extend Services is no longer a CLIN on the contract. The CLIN is now a

“Placeholder CLIN”, as explained in Section B. This CLIN will be deleted at contract award;

6. Add “SHIP TO ADDRESS” for all CLINs as reflected in Section F – Deliveries or Performance in the

Summary of Changes;

7. Update Section G Contract Administration Data as reflected in the Summary of Changes;

8. Update Section H Special Contract Requirements as reflected in the Summary of Changes;

9. Update Section I Contract Clauses as reflected in the Summary of Changes;

10. Update Section J List of Documents, Exhibits and Other Attachments as reflected in the Summary of

Changes;

11. Update Section K Representations, Certifications and other Statements of Offerors as reflected as reflected in the Summary of Changes;

12. Provide revised Section J Attachment J-01 Performance Work Statement, J-02 Quality Assurance

Surveillance Plan and J-05 ITMA Labor Competencies. In addition attachment J-05 is hereby incorporated into

Section J;

14. Update Section L – Instructions, Conditions and Notices to Bidders as reflected in the Summary of

Changes;

15. Provide revised Section L continuation to the RFP;

16. Provide revised attachment L-03 Consent Letter, L-07 Excel Pricing Workbook, L-10 ITMA Historical

Information and provide L-12 Bidders Library Index omitted during the solicitation FBO posting.

17. Provide revised Section M continuation to the RFP;

18. Provide industry questions and responses as an attachment with this solicitation;

19. Remove attachment J-01a Key Product Table;

20. NAICS code 541712 (Research and Development in the Physical, Engineering, and Life Sciences (except

Biotechnology)) has been replaced by 541715 (Research and Development in the Physical, Engineering, and Life

Sciences (except Nanotechnology and Biotechnology)).

The proposed due date and time is extended to 2:00PM May 25, 2018.

All other terms and requirements of this solicitation remain unchanged.

SUMMARY OF CHANGES

SECTION A - SOLICITATION/CONTRACT FORM

The standard size code has changed from 1,250 to 1,000.

The required response date/time has changed from 05-Feb-2018 02:00 PM to 25-May-

2018 02:00 PM.

SECTION B - SUPPLIES OR SERVICES AND PRICES

CLIN 0003

The contract type has changed from COST to FFP.

The CLIN extended description has changed from:

Not Separately Priced.Base Period will be 3 years After Date of Contract (ADC).

To:

Firm Fixed Price Not Separately Priced. Data Item deliverable as identified in Section J, Exhibit A - Contract Data

Requirements List (CDRL) and PWS.

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

0003 1 Job Contract Data Requirement List (CDRL)

FFP

Firm Fixed Price Not Separately Priced. Data Item deliverable as identified in

Section J, Exhibit A - Contract Data Requirements List (CDRL) and PWS.

FOB: Destination

NET AMT

FSC CD: R425

CLIN 0004

This CLIN is an option that may be exercised more than once within 5 years After Date of Contract (ADC), as required, in accordance with H-44 "Incremental Exercise of Options". Upon Government request, the Contractor shall provide, within 2 business days, a cost estimate which will be used to obtain funding and to exercise a portion of the Surge CLIN. Once the surge effort is exercised, the value of the Surge CLIN ceiling will be decreased and the applicable labor CLIN will be increased or a new Labor CLIN will be created. No funding will be provided under the Surge CLIN, but will be added to the current Labor CLIN.

This option CLIN is a placeholder CLIN that may be incrementally exercised more than once within 5 years After

Date of Contract (ADC), as required, in accordance with H-44 Incremental Exercise of Options. Upon Government request, the Contractor shall provide, within 2 business days, a cost estimate commensurate with pricing established in the Labor CLINs, which will be used to obtain funding and to exercise a portion of the Surge CLIN. This Surge supports CLINs 0201, 0202, 0203, 0204, 0205, 1201, 1202, 1203, 1204, 1205, 2201, 2202, 2203, 2204 and 2205.

Once the surge effort is exercised, the value of the Surge CLIN Ceiling will be decreased and the applicable Labor

CLIN Ceiling will be increased commensurately. No funding will be provided under the Surge CLIN, but will be added to the appropriate Labor CLIN.

CLIN 0005

The CLIN description has changed from ICT Other Direct Costs to Placeholder CLIN.

This CLIN is for Other Direct Costs that are incidental to the services provided under this contract. Fee is not allowed.

This CLIN is Not Separately Priced. Due to system procedural limitations, this CLIN could not be deleted after the initial RFP release, and is hereby considered a "placeholder CLIN". This CLIN will be deleted at contract award.

The pricing detail quantity has decreased by 1.00 from 1.00 to 0.00.

The cost constraint NSP has been added.

0005 Job Placeholder CLIN

FFP

This CLIN is Not Separately Priced. Due to system procedural limitations, this

CLIN could not be deleted after the initial RFP release, and is hereby considered a

"placeholder CLIN". This CLIN will be deleted at contract award.

CLIN 1003

Not Separately Priced. Option Period 1 may be exercised No Later Than (NLT) 3 years After Date of Contract

(ADC) with a 12-month Option Period of Performance (PoP), unless otherwise extended by contract modification.

Firm Fixed Price Not Separately Priced. Data Item deliverable as identified in Section J, Exhibit A - Contract Data

Requirements List (CDRL) and PWS.

1003 Job OPTION Contract Data Requirement List (CDRL)

FFP

Firm Fixed Price Not Separately Priced. Data Item deliverable as identified in

Section J, Exhibit A - Contract Data Requirements List (CDRL) and PWS.

CLIN 1005

This CLIN is for Other Direct Costs that are incidental to the services provided under this contract. Fee is not

This CLIN is Not Separately Priced. Due to system procedural limitations, this CLIN could not be deleted after the initial RFP release, and is hereby considered a "placeholder CLIN". This CLIN will be deleted at contract award.

1005 Job OPTION Placeholder CLIN

FFP

This CLIN is Not Separately Priced. Due to system procedural limitations, this

CLIN could not be deleted after the initial RFP release, and is hereby considered a

CLIN 2003

Not Separately Priced. Option Period 2 may be exercised No Later Than (NLT) 4 years After Date of Contract

(ADC) with a 12-month Option Period of Performance (PoP), unless otherwise extended by contract modification.

FFP Not Separately Priced. Data Item deliverable as identified in Section J, Exhibit A - Contract Data Requirements

List (CDRL) and PWS.

2003 1 Job OPTION Contract Data Requirement List (CDRL)

FFP

FFP Not Separately Priced. Data Item deliverable as identified in Section J, Exhibit

A - Contract Data Requirements List (CDRL) and PWS.

CLIN 2005

This CLIN is for Other Direct Costs that are incidental to the services provided under this contract. Fee is not

This CLIN is Not Separately Priced. Due to system procedural limitations, this CLIN could not be deleted after the initial RFP release, and is hereby considered a "placeholder CLIN". This CLIN will be deleted at contract award.

2005 Job OPTION Placeholder CLIN

FFP

This CLIN is Not Separately Priced. Due to system procedural limitations, this

CLIN could not be deleted after the initial RFP release, and is hereby considered a

CLIN 3001

The contract type has changed from CPFF to FFP.

The CLIN description has changed from Option to Extend Services to Placeholder CLIN.

This CLIN may be exercised, if required, in accordance with FAR 52.217-8, Option to Extend Services. If the CLIN is exercised, the value of the CLIN ceiling will be one-half of the final option period estimated value for each stakeholder.

This CLIN is Not Separately Priced. Due to system procedural limitations, this CLIN could not be deleted after the initial RFP release, and is hereby considered a "placeholder CLIN". This CLIN will be deleted at contract award.

3001 Job OPTION Placeholder CLIN

FFP

This CLIN is Not Separately Priced. Due to system procedural limitations, this

CLIN could not be deleted after the initial RFP release, and is hereby considered a

SECTION F - DELIVERIES OR PERFORMANCE

The following Delivery Schedule item for CLIN 0003 has been changed from:

DELIVERY DATE QUANTITY SHIP TO ADDRESS DODAAC /

CAGE

3 yrs. ADC 1 N/A

3 yrs. ADC 1 MISSILE DEFENSE AGENCY (MDA)

BLDG 5222 MARTIN RD

REDSTONE ARSENAL AL 35898-0001

HQ0147

The following Delivery Schedule item for CLIN 0004 has been changed from:

5 yrs. ADC 1 N/A

5 yrs. ADC 1 MISSILE DEFENSE AGENCY (MDA)

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 0005 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 0101 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 0102 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 0103 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 0104 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 0201 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 0202 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 0203 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 0204 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 0205 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1003 has been changed from:

4 yrs. ADC 1 N/A

4 yrs. ADC 1 MISSILE DEFENSE AGENCY (MDA)

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1005 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1101 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1102 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1103 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1104 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1201 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1202 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1203 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1204 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 1205 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2003 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2005 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2101 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2102 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2103 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2104 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2201 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2202 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2203 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2204 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 2205 has been changed from:

REDSTONE ARSENAL AL 35898-0001

The following Delivery Schedule item for CLIN 3001 has been changed from:

6 yrs. ADC 1 N/A

REDSTONE ARSENAL AL 35898-0001

SECTION G - CONTRACT ADMINISTRATION DATA

The following have been added by full text:

DFARS 252.204-0012

CLINS are multifunded with different sources of funding of various tasks.

ACRNs are tied to specific tasks. Therefore, pay from the ACRN cited on the specific invoices submitted by CLIN.

PGI 204.7108 Payment instructions

The payment office shall allocate and record the amounts paid to the accounting classification citations in the contract based on the type of payment request submitted (see DFARS 252.232-7006) and the type of effort using the table found at https://www.acq.osd.mil/dpap/dars/pgi/pgi_htm/current/PGI204_71.htm#payment_instructions.

The following have been modified:

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).

Cost Voucher (FAR 52.216-7,)

Contractor shall bill by CLIN, SLIN and ACRN

(2) Inspection/acceptance location. The Contractor shall select the following inspection/acceptance location(s) in

WAWF, as specified by the contracting officer.

(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 HQ0623

Issue By DoDAAC HQ0147

Admin DoDAAC HQ0147

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) ____

(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 email address identified below in the “Send

Additional Email Notifications” field of WAWF once a document is submitted in the system.

TO BE DETERMINE AT AWARD

(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.

MDA e-Business Service Desk ebiz@mda.mil

(256) 450-1776 or

Mr. Kyle Swift

Phone: 719-721-9292

Email: kyle.swift@mda.mil

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

(End of clause)

G-01 CONTRACT ADMINISTRATION (MAY 2012)

Notwithstanding the Contractor’s responsibility for total management during the performance of this contract, the administration of the contract will require maximum coordination between the Government and the Contractor. The following individuals will be the Government points of contact during the performance of this contract:

a. CONTRACTING OFFICERS

All contract administration will be effected by the Procuring Contracting Officer (PCO) or designated

Administrative Contracting Officer (ACO). Communication pertaining to the contract administration should be addressed to the Contracting Officer. Contract administration functions (see FAR 42.302 and DFARS 242.302) are assigned to the cognizant contract administration office. No changes, deviations, or waivers shall be effective without a modification of the contract executed by the Contracting Officer or his duly authorized representative authorizing such changes, deviations, or waivers.

The point of contact for all contractual matters is:

Name: Kyle Swift

Organizational Code: MDA/DAC

Telephone Number: 719-721-9292

E-Mail Address: kyle.swift@mda.mil

b. CONTRACTING OFFICER’S REPRESENTATIVE/CONTRACTING OFFICER’S TECHNICAL

REPRESENTATIVE

Neither the Contracting Officer’s Representative (COR) nor the Contracting Officer’s Technical

Representative (COTR) is authorized to change any of the terms and conditions of the contract. The Contractor is advised that only the Contracting Officer can change or modify the contract terms or take any other action which obligates the Government. Then, such action must be set forth in a formal modification to the contract. The authority of the COR and the COTR is strictly limited to him/her, without redelegation, to the specific duties set forth in his/her letter of appointment, a copy of which is furnished to the Contractor. Contractors who rely on direction from other than the Contracting Officer, a COR or a COTR acting outside the strict limits of his/her mailto:ebiz@mda.mil responsibilities as set forth in his/her letter of appointment do so at their own risk and expense. Such actions do not bind the Government contractually. Any contractual questions shall be directed to the Contracting Officer.

The COR under this contract is:

Name: To be completed at time of award

Organizational Code: MDA/XXX

Telephone Number:

E-Mail Address: _________________@mda.mil

The COTR under this contract is:

Name: To be completed at time of award

Organizational Code: MDA/XXX

Telephone Number:

E-Mail Address: _________________@mda.mil

The following have been deleted:

252.204-0002

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H-05 AUTHORIZED TRAVEL AND TRAVEL COSTS AS SPECIFIED UNDER A TRAVEL CLIN (MAR

2014)

a. All contractor travel that is directly billed under this contract as a specific travel CLIN must be authorized in writing by the Contracting Officer’s Representative (COR) and/or by the Procuring Contracting

Officer (PCO). Travel is authorized when the COR and/or PCO approve the MDA Form 110. The Government will not reimburse travel costs for unauthorized travel.

b. Travel (non-local).

(1) All contractor travel (non-local) that is directly billed under this contract as a specific travel CLIN must be approved in writing by the COR and/or by PCO using MDA Form 110.

(2) Approval should be obtained in advance whenever possible. In the event mission requirements don’t allow sufficient time for advance approval, the PCO may provide post-travel approval. In those cases, the PCO will describe the extenuating circumstances in the remarks section of the MDA Form 110.

c. Extended Commuting Travel.

(1) Extended Commuting Travel is travel that occurs regularly in the performance of this contract where an individual or individuals travel back and forth from their normal place, or city of employment to another location or locations over a 30 day (or longer) period.

(2) Extended commuting travel may be authorized for up to 90 days at a time and must be authorized in advance.

(3) All extended commuting travel under this contract must be approved by the COR and by the PCO using MDA Form 110. Extended commuting travel under this contract will be authorized only after review and government acceptance of contractor documentation showing that extended commuting travel is the most effective means of fulfilling the government’s requirements – cost and other factors considered.

H-44 INCREMENTAL EXERCISE OF OPTIONS (SEP 2012)

The Government may exercise from time to time, either in whole or in part, some or all the option line items, CLIN

0004, 1003, 1101-1104, 1201-1205, 2003, 2101-2104 and 2201-2205. Specific contract line items or sub-line items delineating a description of the supplies or services, quantity requirements, and a corresponding delivery schedule for the exercised options shall be identified in a unilateral contract modification. The Contracting Officer may exercise such an option by written notice to the Contractor within 30 days prior to the end of the current contract period.

SECTION I - CONTRACT CLAUSES

The following have been added by reference:

52.215-11

52.215-13

52.215-14

52.219-8

52.219-14

52.232-23 Alt I

52.232-25

52.233-3

52.237-10

252.204-7015

252.227-7019

252.246-7006

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 30 days.

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

(a) The Government may extend the term of this contract by written notice to the Contractor within 30 days prior to the expiration of the contract; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 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.

52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (JULY 2013)

Long-term contract means a contract of more than five years in duration, including options. However, the term does not include contracts that exceed five years in duration because the period of performance has been extended for a cumulative period not to exceed six months under the clause at 52.217-8, Option to Extend Services, or other appropriate authority.

Small business concern means a concern, including its affiliates, that is independently owned and operated, not dominant in the field of operation in which it is bidding on Government contracts, and qualified as a small business under the criteria in 13 CFR part 121 and the size standard in paragraph (c) of this clause. Such a concern is ``not dominant in its field of operation'' when it does not exercise a controlling or major influence on a national basis in a kind of business activity in which a number of business concerns are primarily engaged. In determining whether dominance exists, consideration shall be given to all appropriate factors, including volume of business, number of employees, financial resources, competitive status or position, ownership or control of materials, processes, patents, license agreements, facilities, sales territory, and nature of business activity.

(b) If the Contractor represented that it was a small business concern prior to award of this contract, the Contractor shall rerepresent its size status according to paragraph (e) of this clause or, if applicable, paragraph (g) of this clause, upon the occurrence of any of the following:

(1) Within 30 days after execution of a novation agreement or within 30 days after modification of the contract to include this clause, if the novation agreement was executed prior to inclusion of this clause in the contract.

(2) Within 30 days after a merger or acquisition that does not require a novation or within 30 days after modification of the contract to include this clause, if the merger or acquisition occurred prior to inclusion of this clause in the contract.

(3) For long-term contracts--

(i) Within 60 to 120 days prior to the end of the fifth year of the contract; and

(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any option thereafter.

(c) The Contractor shall rerepresent its size status in accordance with the size standard in effect at the time of this rerepresentation that corresponds to the North American Industry Classification System (NAICS) code assigned to this contract. The small business size standard corresponding to this NAICS code can be found at http://www.sba.gov/content/table-small-business-size-standards.

(d) The small business size standard for a Contractor providing a product which it does not manufacture itself, for a contract other than a construction or service contract, is 500 employees.

(e) Except as provided in paragraph (g) of this clause, the Contractor shall make the representation required by paragraph (b) of this clause by validating or updating all its representations in the Representations and Certifications section of the System for Award Management (SAM) and its other data in SAM, as necessary, to ensure that they reflect the Contractor's current status. The

Contractor shall notify the contracting office in writing within the timeframes specified in paragraph (b) of this clause that the data have been validated or updated, and provide the date of the validation or update.

(f) If the Contractor represented that it was other than a small business concern prior to award of this contract, the

Contractor may, but is not required to, take the actions required by paragraphs (e) or (g) of this clause.

(g) If the Contractor does not have representations and certifications in SAM, or does not have a representation in

SAM for the NAICS code applicable to this contract, the Contractor is required to complete the following rerepresentation and submit it to the contracting office, along with the contract number and the date on which the rerepresentation was completed:

The Contractor represents that it ( ) is, ( ) is not a small business concern under NAICS Code 541715- assigned to contract number To Be Included At Award.

(Contractor to sign and date and insert authorized signer's name and title).

52.227-11 PATENT RIGHTS--OWNERSHIP BY THE CONTRACTOR (MAY 2014)

(a) As used in this clause--

Invention means any invention or discovery that is or may be patentable or otherwise protectable under title 35 of the U.S. Code, or any variety of plant that is or may be protectable under the Plant Variety Protection Act (7 U.S.C.

2321, et seq.)

Made means--

(1) When used in relation to any invention other than a plant variety, the conception or first actual reduction to practice of the invention; or

(2) When used in relation to a plant variety, that the Contractor has at least tentatively determined that the variety has been reproduced with recognized characteristics.

Nonprofit organization means a university or other institution of higher education or an organization of the type described in section 501(c)(3) of the Internal Revenue Code of 1954 (26 U.S.C. 501(c)) and exempt from taxation under section 501(a) of the Internal Revenue Code (26 U.S.C. 501(a)), or any nonprofit scientific or educational organization qualified under a State nonprofit organization statute.

Practical application means to manufacture, in the case of a composition of product; to practice, in the case of a process or method; or to operate, in the case of a machine or system; and, in each case, under such conditions as to establish that the invention is being utilized and that its benefits are, to the extent permitted by law or Government regulations, available to the public on reasonable terms.

Subject invention means any invention of the Contractor made in the performance of work under this contract.

(b) Contractor's rights. (1) Ownership. The Contractor may retain ownership of each subject invention throughout the world in accordance with the provisions of this clause.

(2) License. (i) The Contractor shall retain a nonexclusive royalty-free license throughout the world in each subject invention to which the Government obtains title, unless the Contractor fails to disclose the invention within the times specified in paragraph (c) of this clause. The Contractor's license extends to any domestic subsidiaries and affiliates within the corporate structure of which the Contractor is a part, and includes the right to grant sublicenses to the extent the Contractor was legally obligated to do so at contract award. The license is transferable only with the written approval of the agency, except when transferred to the successor of that part of the Contractor's business to which the invention pertains.

(ii) The Contractor's license may be revoked or modified by the agency to the extent necessary to achieve expeditious practical application of the subject invention in a particular country in accordance with the procedures in

FAR 27.302(i)(2) and 27.304-1(f).

(c) Contractor's obligations. (1) The Contractor shall disclose in writing each subject invention to the Contracting

Officer within 2 months after the inventor discloses it in writing to Contractor personnel responsible for patent matters. The disclosure shall identify the inventor(s) and this contract under which the subject invention was made.

It shall be sufficiently complete in technical detail to convey a clear understanding of the subject invention. The disclosure shall also identify any publication, on sale (i.e., sale or offer for sale), or public use of the subject invention, or whether a manuscript describing the subject invention has been submitted for publication and, if so, whether it has been accepted for publication. In addition, after disclosure to the agency, the Contractor shall promptly notify the Contracting Officer of the acceptance of any manuscript describing the subject invention for publication and any on sale or public use.

(2) The Contractor shall elect in writing whether or not to retain ownership of any subject invention by notifying the

Contracting Officer within 2 years of disclosure to the agency. However, in any case where publication, on sale, or public use has initiated the 1-year statutory period during which valid patent protection can be obtained in the

United States, the period for election of title may be shortened by the agency to a date that is no more than 60 days prior to the end of the statutory period.

(3) The Contractor shall file either a provisional or a nonprovisional patent application or a Plant Variety Protection

Application on an elected subject invention within 1 year after election. However, in any case where a publication, on sale, or public use has initiated the 1-year statutory period during which valid patent protection can be obtained in the United States, the Contractor shall file the application prior to the end of that statutory period. If the Contractor files a provisional application, it shall file a nonprovisional application within 10 months of the filing of the provisional application. The Contractor shall file patent applications in additional countries or international patent offices within either 10 months of the first filed patent application (whether provisional or nonprovisional) or 6 months from the date permission is granted by the Commissioner of Patents to file foreign patent applications where such filing has been prohibited by a Secrecy Order.

(4) The Contractor may request extensions of time for disclosure, election, or filing under paragraphs (c)(1), (c)(2), and (c)(3) of this clause.

(d) Government's rights--(1) Ownership. The Contractor shall assign to the agency, on written request, title to any subject invention--

(i) If the Contractor fails to disclose or elect ownership to the subject invention within the times specified in paragraph (c) of this clause, or elects not to retain ownership; provided, that the agency may request title only within

60 days after learning of the Contractor's failure to disclose or elect within the specified times.

(ii) In those countries in which the Contractor fails to file patent applications within the times specified in paragraph

(c) of this clause; provided, however, that if the Contractor has filed a patent application in a country after the times specified in paragraph (c) of this clause, but prior to its receipt of the written request of the agency, the Contractor shall continue to retain ownership in that country.

(iii) In any country in which the Contractor decides not to continue the prosecution of any application for, to pay the maintenance fees on, or defend in reexamination or opposition proceeding on, a patent on a subject invention.

(2) License. If the Contractor retains ownership of any subject invention, the Government shall have a nonexclusive, nontransferable, irrevocable, paid-up license to practice, or have practiced for or on its behalf, the subject invention throughout the world.

(e) Contractor action to protect the Government's interest. (1) The Contractor shall execute or have executed and promptly deliver to the agency all instruments necessary to--

(i) Establish or confirm the rights the Government has throughout the world in those subject inventions in which the

Contractor elects to retain ownership; and

(ii) Assign title to the agency when requested under paragraph (d) of this clause and to enable the Government to obtain patent protection and plant variety protection for that subject invention in any country.

(2) The Contractor shall require, by written agreement, its employees, other than clerical and nontechnical employees, to disclose promptly in writing to personnel identified as responsible for the administration of patent matters and in the Contractor's format, each subject invention in order that the Contractor can comply with the disclosure provisions of paragraph (c) of this clause, and to execute all papers necessary to file patent applications on subject inventions and to establish the Government's rights in the subject inventions. The disclosure format should require, as a minimum, the information required by paragraph (c)(1) of this clause. The Contractor shall instruct such employees, through employee agreements or other suitable educational programs, as to the importance of reporting inventions in sufficient time to permit the filing of patent applications prior to U.S. or foreign statutory bars.

(3) The Contractor shall notify the Contracting Officer of any decisions not to file a nonprovisional patent application, continue the prosecution of a patent application, pay maintenance fees, or defend in a reexamination or opposition proceeding on a patent, in any country, not less than 30 days before the expiration of the response or filing period required by the relevant patent office.

(4) The Contractor shall include, within the specification of any United States nonprovisional patent or plant variety protection application and any patent or plant variety protection certificate issuing thereon covering a subject invention, the following statement, “This invention was made with Government support under (identify the contract) awarded by (identify the agency). The Government has certain rights in the invention.”

(f) Reporting on utilization of subject inventions. The Contractor shall submit, on request, periodic reports no more frequently than annually on the utilization of a subject invention or on efforts at obtaining utilization of the subject invention that are being made by the Contractor or its licensees or assignees. The reports shall include information regarding the status of development, date of first commercial sale or use, gross royalties received by the Contractor, and other data and information as the agency may reasonably specify. The Contractor also shall provide additional reports as may be requested by the agency in connection with any march-in proceeding undertaken by the agency in accordance with paragraph (h) of this clause. The Contractor also shall mark any utilization report as confidential/proprietary to help prevent inadvertent release outside the Government. As required by 35 U.S.C.

202(c)(5), the agency will not disclose that information to persons outside the Government without the Contractor's permission.

(g) Preference for United States industry. Notwithstanding any other provision of this clause, neither the Contractor nor any assignee shall grant to any person the exclusive right to use or sell any subject invention in the United States unless the person agrees that any products embodying the subject invention or produced through the use of the subject invention will be manufactured substantially in the United States. However, in individual cases, the requirement for an agreement may be waived by the agency upon a showing by the Contractor or its assignee that reasonable but unsuccessful efforts have been made to grant licenses on similar terms to potential licensees that would be likely to manufacture substantially in the United States, or that under the circumstances domestic manufacture is not commercially feasible.

(h) March-in rights. The Contractor acknowledges that, with respect to any subject invention in which it has retained ownership, the agency has the right to require licensing pursuant to 35 U.S.C. 203 and 210(c), and in accordance with the procedures in 37 CFR 401.6 and any supplemental regulations of the agency in effect on the date of contract award.

(i) Special provisions for contracts with nonprofit organizations. If the Contractor is a nonprofit organization, it shall--

(1) Not assign rights to a subject invention in the United States without the written approval of the agency, except where an assignment is made to an organization that has as one of its primary functions the management of inventions, provided, that the assignee shall be subject to the same provisions as the Contractor;

(2) Share royalties collected on a subject invention with the inventor, including Federal employee co-inventors (but through their agency if the agency deems it appropriate) when the subject invention is assigned in accordance with

35 U.S.C. 202(e) and 37 CFR 401.10;

(3) Use the balance of any royalties or income earned by the Contractor with respect to subject inventions, after payment of expenses (including payments to inventors) incidental to the administration of subject inventions for the support of scientific research or education; and

(4) Make efforts that are reasonable under the circumstances to attract licensees of subject inventions that are small business concerns, and give a preference to a small business concern when licensing a subject invention if the

Contractor determines that the small business concern has a plan or proposal for marketing the invention which, if executed, is equally as likely to bring the invention to practical application as any plans or proposals from applicants that are not small business concerns; provided, that the Contractor is also satisfied that the small business concern has the capability and resources to carry out its plan or proposal. The decision whether to give a preference in any specific case will be at the discretion of the Contractor.

(5) Allow the Secretary of Commerce to review the Contractor's licensing program and decisions regarding small business applicants, and negotiate changes to its licensing policies, procedures, or practices with the Secretary of

Commerce when the Secretary's review discloses that the Contractor could take reasonable steps to more effectively implement the requirements of paragraph (i)(4) of this clause.

(j) Communications. (Complete according to agency instructions.)

(k) Subcontracts. (1) The Contractor shall include the substance of this clause, including this paragraph (k), in all subcontracts for experimental, developmental, or research work to be performed by a small business concern or nonprofit organization.

(2) The Contractor shall include in all other subcontracts for experimental, developmental, or research work the substance of the patent rights clause required by FAR Subpart 27.3.

(3) At all tiers, the patent rights clause must be modified to identify the parties as follows: references to the

Government are not changed, and the subcontractor has all rights and obligations of the Contractor in the clause.

The Contractor shall not, as part of the consideration for awarding the subcontract, obtain rights in the subcontractor's subject inventions.

(4) In subcontracts, at any tier, the agency, the subcontractor, and the Contractor agree that the mutual obligations of the parties created by this clause constitute a contract between the subcontractor and the agency with respect to the matters covered by the clause; provided, however, that nothing in this paragraph is intended to confer any jurisdiction under the Contract Disputes statute in connection with proceedings under paragraph (h) of this clause.

52.244-2 SUBCONTRACTS (OCT 2010)

Approved purchasing system means a Contractor's purchasing system that has been reviewed and approved in accordance with Part 44 of the Federal Acquisition Regulation (FAR).

Consent to subcontract means the Contracting Officer's written consent for the Contractor to enter into a particular subcontract.

Subcontract means any contract, as defined in FAR Subpart 2.1, entered into by a subcontractor to furnish supplies or services for performance of the prime contract or a subcontract. It includes, but is not limited to, purchase orders, and changes and modifications to purchase orders.

(b) When this clause is included in a fixed-price type contract, consent to subcontract is required only on unpriced contract actions (including unpriced modifications or unpriced delivery orders), and only if required in accordance with paragraph (c) or (d) of this clause.

(c) If the Contractor does not have an approved purchasing system, consent to subcontract is required for any subcontract that—

(1) Is of the cost-reimbursement, time-and-materials, or labor-hour type; or

(2) Is fixed-price and exceeds—

(i) For a contract awarded by the Department of Defense, the Coast Guard, or the National Aeronautics and Space

Administration, the greater of the simplified acquisition threshold or 5 percent of the total estimated cost of the contract; or

(ii) For a contract awarded by a civilian agency other than the Coast Guard and the National Aeronautics and Space

Administration, either the simplified acquisition threshold or 5 percent of the total estimated cost of the contract.

(d) If the Contractor has an approved purchasing system, the Contractor nevertheless shall obtain the Contracting

Officer’s written consent before placing the following subcontracts:

To be completed at contract award.

(e)(1) The Contractor shall notify the Contracting Officer reasonably in advance of placing any subcontract or modification thereof for which consent is required under paragraph (b), (c), or (d) of this clause, including the following information:

(i) A description of the supplies or services to be subcontracted.

(ii) Identification of the type of subcontract to be used.

(iii) Identification of the proposed subcontractor.

(iv) The proposed subcontract price.

(v) The subcontractor’s current, complete, and accurate certified cost or pricing data and Certificate of Current Cost or Pricing Data, if required by other contract provisions.

(vi) The subcontractor’s Disclosure Statement or Certificate relating to Cost Accounting Standards when such data are required by other provisions of this contract.

(vii) A negotiation memorandum reflecting—

(A) The principal elements of the subcontract price negotiations;

(B) The most significant considerations controlling establishment of initial or revised prices;

(C) The reason certified cost or pricing data were or were not required;

(D) The extent, if any, to which the Contractor did not rely on the subcontractor’s certified cost or pricing data in determining the price objective and in negotiating the final price;

(E) The extent to which it was recognized in the negotiation that the subcontractor’s certified cost or pricing data were not accurate, complete, or current; the action taken by the Contractor and the subcontractor; and the effect of any such defective data on the total price negotiated;

(F) The reasons for any significant difference between the Contractor’s price objective and the price negotiated; and

(G) A complete explanation of the incentive fee or profit plan when incentives are used. The explanation shall identify each critical performance element, management decisions used to quantify each incentive element, reasons for the incentives, and a summary of all trade-off possibilities considered.

(2) The Contractor is not required to notify the Contracting Officer in advance of entering into any subcontract for which consent is not required under paragraph (c), (d), or (e) of this clause.

(f) Unless the consent or approval specifically provides otherwise, neither consent by the Contracting Officer to any subcontract nor approval of the Contractor’s purchasing system shall constitute a determination—

(1) Of the acceptability of any subcontract terms or conditions;

(2) Of the allowability of any cost under this contract; or

(3) To relieve the Contractor of any responsibility for performing this contract.

(g) No subcontract or modification thereof placed under this contract shall provide for payment on a…