HQ014718R0007_Protocol_Draft_4-24-18.docx

HQ014718R0007

Section A - Solicitation/Contract Form

SMALL BUSINESS SET ASIDE

THIS SOLICITATION IS ISSUED ON A WOMAN-OWNED SMALL BUSINESS SET ASIDE.

This requirement is for Protocol.

Section B - Supplies or Services and Prices

AB Labor-Protocol Services

FFP

Protocol Services in support of the MDA/AB in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 1 man-years (MY) of effort and services on a monthly basis.

FOB: Destination

NET AMT

FSC CD: R408

DS Labor-Protocol Services

Protocol Services in support of the MDA/DS in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 10.25 man-years (MY) of effort and services on a monthly basis.

NET AMT

IC Labor-Protocol Services

Protocol Services in support of the MDA/IC in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 6 man-years (MY) of effort and services on a monthly basis.

NET AMT

CDRLS

Contract Data Requirements List (CDRL)

NET AMT

AB Travel-Protocol Services

COST

This CLIN will be used for Government approved travel in accordance with procedures set forth in the H-05 clause entitled, "Authorized Travel and Travel Costs as specified under a Travel CLIN." Cost will be in accordance with the Joint Travel Regulation (JTR). Fee is not allowed.

ESTIMATED COST

FSC CD: V999

DS Travel-Protocol Services

This CLIN will be used for Government approved travel in accordance with procedures set forth in the H-05 clause entitled, "Authorized Travel and Travel Costs as specified under a Travel CLIN." Cost will be in accordance with the Joint Travel Regulation (JTR). Fee is not allowed.

ESTIMATED COST

DS Other Direct Costs (ODCs)

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

ESTIMATED COST

CPFF

This CLIN is surge services to support Protocol in accordance with paragraph 10.0 of the PWS. Surge services will be provided in accordance with COR direction.

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

FFP

Protocol Services in support of the MDA/AB in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 1 man-years (MY) of effort and services on a monthly basis. For ease of administration, the Government intends to exercise option CLIN 1001 into the corresponding Base period CLIN. The option CLIN value will decrease to $0, and the scope will transfer to the corresponding Base CLIN, increasing its value commensurately.

NET AMT

FFP

Protocol Services in support of the MDA/DS in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 10.25 man-years (MY) of effort and services on a monthly basis. For ease of administration, the Government intends to exercise option CLIN 1002 into the corresponding Base period CLIN. The option CLIN value will decrease to $0, and the scope will transfer to the corresponding Base CLIN, increasing its value commensurately.

NET AMT

FFP

Protocol Services in support of the MDA/IC in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 6 man-years (MY) of effort and services on a monthly basis. For ease of administration, the Government intends to exercise option CLIN 1003 into the corresponding Base period CLIN. The option CLIN value will decrease to $0, and the scope will transfer to the corresponding Base CLIN, increasing its value commensurately.

NET AMT

COST

This CLIN will be used for Government approved travel in accordance with procedures set forth in the H-05 clause entitled, "Authorized Travel and Travel Costs as specified under a Travel CLIN." Cost will be in accordance with the Joint Travel Regulation (JTR). Fee is not allowed.

NET AMT

COST

This CLIN will be used for Government approved travel in accordance with procedures set forth in the H-05 clause entitled, "Authorized Travel and Travel Costs as specified under a Travel CLIN." Cost will be in accordance with the Joint Travel Regulation (JTR). Fee is not allowed.

NET AMT

COST

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

NET AMT

CPFF

This CLIN is surge services to support Protocol in accordance with paragraph 10.0 of the PWS. Surge services will be provided in accordance with COR direction.

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

FFP

Protocol Services in support of the MDA/AB in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 1 man-years (MY) of effort and services on a monthly basis. For ease of administration, the Government intends to exercise option CLIN 2001 into the corresponding Base period CLIN. The option CLIN value will decrease to $0, and the scope will transfer to the corresponding Base CLIN, increasing its value commensurately.

NET AMT

FFP

Protocol Services in support of the MDA/DS in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 10.25 man-years (MY) of effort and services on a monthly basis. For ease of administration, the Government intends to exercise option CLIN 2002 into the corresponding Base period CLIN. The option CLIN value will decrease to $0, and the scope will transfer to the corresponding Base CLIN, increasing its value commensurately.

NET AMT

FFP

Protocol Services in support of the MDA/IC in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 6 man-years (MY) of effort and services on a monthly basis. For ease of administration, the Government intends to exercise option CLIN 2003 into the corresponding Base period CLIN. The option CLIN value will decrease to $0, and the scope will transfer to the corresponding Base CLIN, increasing its value commensurately.

NET AMT

COST

This CLIN will be used for Government approved travel in accordance with procedures set forth in the H-05 clause entitled, "Authorized Travel and Travel Costs as specified under a Travel CLIN." Cost will be in accordance with the Joint Travel Regulation (JTR). Fee is not allowed.

NET AMT

COST

This CLIN will be used for Government approved travel in accordance with procedures set forth in the H-05 clause entitled, "Authorized Travel and Travel Costs as specified under a Travel CLIN." Cost will be in accordance with the Joint Travel Regulation (JTR). Fee is not allowed.

NET AMT

COST

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

NET AMT

CPFF

This CLIN is surge services to support Protocol in accordance with paragraph 10.0 of the PWS. Surge services will be provided in accordance with COR direction.

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

FFP

Protocol Services in support of the MDA/AB in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 1 man-years (MY) of effort and services on a monthly basis. For ease of administration, the Government intends to exercise option CLIN 3001 into the corresponding Base period CLIN. The option CLIN value will decrease to $0, and the scope will transfer to the corresponding Base CLIN, increasing its value commensurately.

NET AMT

FFP

Protocol Services in support of the MDA/DS in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 10.25 man-years (MY) of effort and services on a monthly basis. For ease of administration, the Government intends to exercise option CLIN 3002 into the corresponding Base period CLIN. The option CLIN value will decrease to $0, and the scope will transfer to the corresponding Base CLIN, increasing its value commensurately.

NET AMT

FFP

Protocol Services in support of the MDA/IC in accordance with the Performance Work Statement (PWS) (Attachment 1). The Contractor will provide all objectives in Attachment 1 with the equivalent of 6 man-years (MY) of effort and services on a monthly basis. For ease of administration, the Government intends to exercise option CLIN 3003 into the corresponding Base period CLIN. The option CLIN value will decrease to $0, and the scope will transfer to the corresponding Base CLIN, increasing its value commensurately.

NET AMT

COST

This CLIN will be used for Government approved travel in accordance with procedures set forth in the H-05 clause entitled, "Authorized Travel and Travel Costs as specified under a Travel CLIN." Cost will be in accordance with the Joint Travel Regulation (JTR). Fee is not allowed.

NET AMT

COST

This CLIN will be used for Government approved travel in accordance with procedures set forth in the H-05 clause entitled, "Authorized Travel and Travel Costs as specified under a Travel CLIN." Cost will be in accordance with the Joint Travel Regulation (JTR). Fee is not allowed.

NET AMT

COST

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

NET AMT

CPFF

This CLIN is surge services to support Protocol in accordance with paragraph 10.0 of the PWS. Surge services will be provided in accordance with COR direction.

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

CLAUSES INCORPORATED BY FULL TEXT

C-01 SCOPE OF WORK (MAY 2005)

The Contractor shall perform the work specified in the Statement of Objectives/ Statement of Work (SOO/SOW) or other Attachments and Exhibits in Section J of this contract. The Contractor shall provide all necessary materials, labor, equipment and facilities incidental to the performance of this requirement.

Section D - Packaging and Marking

D-01 PACKAGING AND MARKING OF TECHNICAL DATA (APR 2009)

Technical data items shall be preserved, packaged, packed, and marked in accordance with the best commercial practices to meet the packaging requirements of the carrier and insure safe delivery at destination. Classified reports, data and documentation shall be prepared for shipment in accordance with the current National Industrial Security Program Operating Manual (NISPOM), DOD 5220.22-M.

Section E - Inspection and Acceptance

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLAUSES INCORPORATED BY REFERENCE

Section F - Deliveries or Performance

DELIVERY INFORMATION

CONTRACTS DIRECTORATE

BLDG 5222 MARTIN RD

REDSTONE ARSENAL AL 35898-0001

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BLDG 5222 MARTIN RD

REDSTONE ARSENAL AL 35898-0001

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CONTRACTS DIRECTORATE

BLDG 5222 MARTIN RD

REDSTONE ARSENAL AL 35898-0001

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BLDG 5222 MARTIN RD

REDSTONE ARSENAL AL 35898-0001

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CONTRACTS DIRECTORATE

BLDG 5222 MARTIN RD

REDSTONE ARSENAL AL 35898-0001

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BLDG 5222 MARTIN RD

REDSTONE ARSENAL AL 35898-0001

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Section G - Contract Administration Data

252.204-7006 BILLING INSTRUCTIONS (OCT 2005)

When submitting a request for payment, the Contractor shall--

(a) Identify the contract line item(s) on the payment request that reasonably reflect contract work performance; and

(b) Separately identify a payment amount for each contract line item included in the payment request.

(End of clause)

252.232-7003 ELECTRONIC SUBMISSION OF PAYMENT REQUESTS AND RECEIVING REPORTS (JUNE 2012)

(a) Definitions. As used in this clause–

(1) Contract financing payment and invoice payment have the meanings given in section 32.001 of the Federal Acquisition Regulation.

(2) Electronic form means any automated system that transmits information electronically from the initiating system to all affected systems. Facsimile, e-mail, and scanned documents are not acceptable electronic forms for submission of payment requests. However, scanned documents are acceptable when they are part of a submission of a payment request made using Wide Area WorkFlow (WAWF) or another electronic form authorized by the Contracting Officer.

(3) Payment request means any request for contract financing payment or invoice payment submitted by the Contractor under this contract.

(4) Receiving report means the data required by the clause at 252.246-7000, Material Inspection and Receiving Report.

(b) Except as provided in paragraph (c) of this clause, the Contractor shall submit payment requests and receiving reports using WAWF, in one of the following electronic formats that WAWF accepts: Electronic Data Interchange, Secure File Transfer Protocol, or World Wide Web input. Information regarding WAWF is available on the Internet at https://wawf.eb.mil/.

(c) The Contractor may submit a payment request and receiving report using other than WAWF only when–

(1) The Contracting Officer administering the contract for payment has determined, in writing, that electronic submission would be unduly burdensome to the Contractor. In such cases, the Contractor shall include a copy of the Contracting Officer's determination with each request for payment;

(2) DoD makes payment for commercial transportation services provided under a Government rate tender or a contract for transportation services using a DoD-approved electronic third party payment system or other exempted vendor payment/invoicing system (e.g., PowerTrack, Transportation Financial Management System, and Cargo and Billing System);

(3) DoD makes payment for rendered health care services using the TRICARE Encounter Data System (TEDS) as the electronic format; or

(4) When the Governmentwide commercial purchase card is used as the method of payment, only submission of the receiving report in electronic form is required.

(d) The Contractor shall submit any non-electronic payment requests using the method or methods specified in Section G of the contract.

(e) In addition to the requirements of this clause, the Contractor shall meet the requirements of the appropriate payment clauses in this contract when submitting payments requests.

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 / 2 in 1invoice Contractor shall bill by CLIN, SLIN ACRN

(Contracting Officer: Insert applicable document type(s). Note: If a “Combo” document type is identified but not supportable by the Contractor's business systems, an “Invoice” (stand-alone) and “Receiving Report” (stand-alone) document type may be used instead.)

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

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(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

(*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 email address identified below in the “Send Additional Email Notifications” field of WAWF once a document is submitted in the system.

Not Applicable

(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-Biz Service Desk, ebiz@mda.mil, 256-450-1776

Not Applicable

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

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: Bradley Price Organizational Code: MDA/DACM Telephone Number: 256-450-3257 E-Mail Address: bradley.price@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 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: Pamela Parker Organizational Code: MDA/DACM Telephone Number: 256-450-1533 E-Mail Address: pamela.parker@mda.mil

The COTR under this contract is:

Name: Michael Lehr Organizational Code: MDA/DS Telephone Number: 256-450-2603 E-Mail Address: michael.lehr@mda.mil

G-06 ALLOTMENT OF FUNDS (MAY 2005)

Pursuant to FAR 52.232-22, “Limitation of Funds,” and DFAR 252.232-7007, the total amount of funds presently available for payment and allotted to this contract (which covers all items, including fee payable), and the estimated period of performance said funds cover, are as follow:

In accordance with the spreadsheet at Attachment J-11 Allotment of Funds

G-13 NOTICE OF THE GOVERNMENT'S USE OF OUTSIDE CONTRACTORS TO REVIEW SUBMITTED INVOICES, PAYMENT REQUESTS, AND MATERIAL INSPECTION AND RECEIVING REPORTS (MAY 2009)

The Government may utilize support contractors to assist the Government in the review and evaluation of the offeror's invoices, payment requests, material inspection and receiving reports, and similar requests for payment or evidence of delivery. These contractors will be provided access to these and other records which may contain the proprietary information of the offeror, to include awarded contracts, to support Government officials in reviewing and reconciling invoices, payment records, and the Government's financial and budgetary records, and in facilitating the timely payment of submitted invoices.

The support contractors are prohibited from obtaining proprietary information to which their employees will have access in the performance of their responsibilities, and are required to promptly notify the contracting officer of any breach of their employees' non-disclosure obligations. Each of the contractor employees has also been required to execute a non-disclosure agreement which acknowledges their responsibilities to only use proprietary information in performance of the above tasks and for no other reason; that they will not share proprietary information with their employers; that they will not use such information for personal or other benefit; and that they will promptly notify their employers of any breaches of their responsibilities.

Unless the offeror specifically objects in writing, the offeror agrees, by the submission of a proposal, to allow the Government's support contractors to have access to the offeror's proprietary information for the purposes described above.

PAYMENT INSTRUCTIONS

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.

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 Technical Representative (COTR) and/or by the Contracting Officer’s Representative (COR). Travel is authorized when the COTR and/or COR 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 COTR, or by the COR in the COTR’s absence, may provide post-travel approval. In those cases, the COTR (or COR) will describe the extenuating circumstances in the remarks section of the MDA Form 110.

H-06 INSURANCE (Apr 2009)

In accordance with FAR Part 28.307-2, Liability, the Contractor shall maintain the types of insurance and coverage listed below:

TYPES OF INSURANCE MINIMUM AMOUNT

when not covered by Workmen's Compensation above

General Liability (Comprehensive) Bodily Injury $500,000 per occurrence

Automobile Liability (Comprehensive)

H-08 PUBLIC RELEASE OF INFORMATION (Jun 2013)

a. The policies and procedures outlined herein apply to information submitted by the Contractor and his subcontractors for approval for public release. Prior to public release, all information must be cleared as shown in the “National Industrial Security Program Operations Manual” (DoD 5220.22-M). At a minimum, these materials may be technical papers, presentations, articles for publication and speeches or mass media material, such as press releases, photographs, fact sheets, advertising, posters, compact discs, videos, etc.

b. All materials which relate to the work performed by the contractor under this contract must be submitted to MDA for review and approval prior to release to the public. Subcontractor public information materials must be submitted for approval through the prime contractor to MDA.

c. Upon request, the Contracting Officer’s Representative (COR) will provide the contractor the MDA Form 003, “Security and Policy Review” or any superseding MDA form. The contractor must complete Sections A-C and E-H of the Form 003 (or comply with the instructions of any superseding form) and submit it to the COR with the materials to be cleared. If the information was previously cleared, provide the Public Release Case Number, if available, and a copy of the previous document highlighting the updated information.

d. The contractor must submit the following to the COR at least 60 days in advance of the proposed release date:

e. The items submitted must be complete. Photographs must have captions.

f. Outlines, rough drafts, marked-up copy (with handwritten notes), incorrect distribution statements, For Official Use Only (FOUO) information, export controlled, or International Traffic in Arms Regulations ( ITAR) information will not be accepted or cleared.

g. Abstracts or abbreviated materials may be submitted if the intent is to determine the feasibility of going further in preparing a complete paper for clearance. However, clearance of abstracts or abbreviated materials does not satisfy the requirement for clearance of the entire paper.

h. The MDA Director of Public Affairs (MDA/PA) is responsible for coordinating the public release review. MDA/PA will work directly with the COR if there are questions or concerns regarding submissions. MDA/PA will not work with contractors who have not gone through their COR.

i. The COR will notify the contractor of the agency’s final decision regarding the status of the request.

j. Once information has been cleared for public release, it is in the public domain and must always be used in its originally cleared context and format. Information previously cleared for public release but containing new, modified or further developed information must be submitted again for public release following the steps outlined in items a. through h. above.

H-09 ORGANIZATIONAL CONFLICT OF INTEREST (Jun 2012)

a. Purpose: The primary purpose of this clause is to aid in ensuring that:

(1) the Contractor's objectivity and judgment are not biased because of its present or planned interests which relate to work under this contract;

(2) the Contractor does not obtain unfair competitive advantage by virtue of its access to non-public information regarding the Government's program plans and actual or anticipated resources; and

(3) the Contractor does not obtain unfair competitive advantage by virtue of its access to proprietary information belonging to others.

b. Scope: Organizational Conflict of Interest (OCI) rules, procedures and responsibilities as described in FAR Subpart 9.5 shall be applicable to this contract and any resulting subcontracts.

(1) The general rules in FAR 9.505-1 through 9.505-4 and the restrictions described herein shall apply to performance or participation by the Contractor and any of its affiliates or their successors-in-interest (hereinafter collectively referred to as "Contractor") in the activities covered by this contract as prime Contractor, subcontractor, co-sponsor, joint venturer, consultant, or in any similar capacity.

(2) The Missile Defense Agency’s OCI policy is in Attachment J-12 of this contract.

c. Access to and Use of Nonpublic Information: If the Contractor, in performance of this contract, obtains access to nonpublic information such as plans, policies, reports, studies, financial plans, or data which has not been released or otherwise made available to the public, the Contractor agrees that without prior written approval of the Contracting Officer, it shall not:

(1) use such information for any private purpose;

(2) release such information.

d. Access to and Protection of Proprietary Information: The Contractor agrees to exercise diligent effort to protect proprietary information from misuse or unauthorized disclosure in accordance with the provisions of FAR 9.505-4. The Contractor may be required to enter into a written non-disclosure agreement with the third party asserting proprietary restrictions.

e. Subcontracts: The Contractor shall include this clause in consulting agreements, teaming agreements, subcontracts, or other arrangements for provision of services or supplies of any tier. The terms "contract", "Contractor", and "Contracting Officer" shall be appropriately modified to preserve the Government's rights.

f. Representations and Disclosures:

(1) The Contractor represents that it has disclosed to the Contracting Officer, prior to award, all facts relevant to the existence or potential existence of organizational conflicts of interest as that term is used in FAR Subpart 9.5. To facilitate disclosure and Contracting Officer approval, the Contractor shall complete an OCI Analysis/Disclosure Form for each MDA, Ballistic Missile Defense (BMD), and BMD-related contract or subcontract (form shall be requested from the Procuring Contracting Officer).

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

g. Remedies and Waiver:

(1) For breach of any of the above restrictions or for non-disclosure or misrepresentation of any relevant facts required to be disclosed concerning this contract, the Government may: terminate this contract for default; disqualify the Contractor from subsequent related contractual efforts if necessary to neutralize a resulting organizational conflict of interest; and pursue such other remedies as may be permitted by law or this contract. If, however, in compliance with this clause, the Contractor discovers and promptly reports an organizational conflict of interest (or the potential thereof) subsequent to contract award, the Contracting Officer may terminate this contract for convenience if such termination is deemed to be in the best interest of the Government or take other appropriate actions.

(2) The parties recognize that this clause has potential effects which will survive the performance of this contract and that it is impossible to foresee each circumstance to which it might be applied in the future. Accordingly, the Contractor may at any time seek a waiver from the Director, MDA, (via the Contracting Officer) by submitting a full written description of the requested waiver and the reasons in support thereof.

H-11 MDA VISIT AUTHORIZATION PROCEDURES (Aug 2014)

a. The Contractor shall submit all required visit clearances in accordance with current NISPOM regulations. Visit clearances shall identify the contract number.

For Visit Requests to the National Capital Region send to:

For Visit Requests to Huntsville, AL send to:

For Visit Requests to Colorado Springs, CO send to:

b. The COR is authorized to approve visit requests for the Contracting Officer.

H-12 CONTROL OF ACCESS TO MDA SPACES AND INFORMATION SYSTEMS (SEP 2013)

a. To maintain the security of the MDA spaces and information systems, the contractor shall notify the COR in writing whenever a prime or subcontractor employee included on the current visit authorization request/letter no longer supports this contract. This requirement shall apply to both contractor and employee initiated termination of services and to temporary suspension of services.

b. The contractor will cooperate with COR in facilitating the employee’s return of all government issued credentials, e.g., badges, common access cards (CACs), SIPRNet tokens. Specifically, upon notification, the COR will work with the organization’s Security Operations Center and the MDA Service Desk to ensure timely action to:

(1) remove the employee from the current visit authorization request/letter;

(2) cancel Government issued credentials pursuant to the visit authorization request/letter; and,

(3) terminate the MDA LAN account/access privileges.

c. In addition to actions related to MDA access control, the contractor shall maintain accountability for Government issued credentials provided under this contract. Government issued credentials are the property of the U.S. Government and shall not be retained by cardholders upon expiration, replacement, or when the DoD affiliation of employees has been terminated. The contractor shall coordinate with the COR to ensure government issued credentials are retrieved in accordance with local command or installation procedures. Unauthorized possession of an official credential, like a CAC, can be prosecuted criminally under section 701, title 18, United States Code.

d. The contractor shall identify the reason for and date of termination or expected period of suspension and submit the notification to the COR within five (5) working days prior to service discontinuation. For unplanned termination or suspension of services, notification shall be made on the same working day as the termination/suspension action.

H-14 PERSONNEL QUALIFICATIONS (MAY 2005)

a. The Contractor shall promptly notify the Contracting Officer and Contracting Officer’s Representative prior to making any changes in key staff. If replacing key staff the Contractor shall adhere to the following: (1) replacement person’s qualifications are equal to or better than the qualifications of the person being replaced; or (2) the added person’s qualifications are equal to or better than the core capabilities of this contract. Key staff positions are defined as: Contract Program Manager (CPM), Regional Lead and Technical Lead/Assistant.

See Attachment J-05, Protocol Labor Competency Descriptions

b. All Contractor notifications must provide the name and departure date for the incumbent leaving, a complete resume for the proposed substitute, and any other pertinent information requested by the Contracting Officer. The Government shall be provided the opportunity to review the proposed substitution regarding qualifications, security matters or any other concerns which could, in its opinion, affect performance under this contract.

c. This clause does not, in any way, abrogate the contractor’s authority to hire or assign personnel as it sees fit, or its responsibility to fill key positions with qualified personnel.

H-23 CONTRACTOR EMPLOYEE OUT-PROCESSING (SEP 2012)

Prior to the departure of contractor personnel who have been issued MDA Common Access Cards (CACs), building passes and/or MDA computers, cell phones or other associated peripherals, the departing employee shall complete the MDA Form 14, Out-Processing Checklist, as required by MDA Instruction 1400.06-INS, and return the completed checklist, with all required signatures, to the cognizant Contracting Officer's Representative (COR). The COR will ensure the completed Out-Processing Checklist is provided to the MDA Contracting Officer for retention in the official contract file.

H-39 COMPLIANCE WITH FAR 52.219-14, LIMITATION ON SUBCONTRACTING (FEB 2012)

a. The period of time used to determine compliance with FAR 52.219-14, Limitation on Subcontracting, will be the base contract period of performance or ordering period in the case of an Indefinite-Delivery Indefinite-Quantity (IDIQ) contract. Small business contractors do not have to comply with the percentage of the cost of contract performance incurred for each individual order placed under an IDIQ. In the case of Options, the Option periods will be used to determine compliance.

b. A concern is defined at FAR 19.001. For the purpose of making affiliation findings see FAR 19.101.

c. Pursuant to 13 CFR Section 121.103(h), a joint venture may or may not be in the form of a separate legal entity.

d. In accordance with 13 CFR Section 125.6(i), if the contractor is a joint venture and meets the following requirements, compliance with the “50% rule” will apply to the cooperative effort of the joint venture, not its individual members:

(1) The joint venture contractor is exempt from affiliation under 13 CFR Section 121.103(h)(3); and,

(2) The joint venture contractor qualifies as a small business concern.

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 1001, 1002, 1003, 1005, 1006, 1007, 1008, 2001, 2002, 2003, 2005, 2006, 2007, 2008, 3001, 3002, 3003, 3005, 3006, 3007 and 3008. 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