Solicitation HTC711-11-R-R003.doc

Section SF 1449 - CONTINUATION SHEET

Unit

Air Transportation and Drone Recovery

FFP

Base Period (01 Oct 2011- 30 Sep 2012).

Fixed-and Rotary-Wing Air Transportation Services of passengers with personal baggage and/or cargo, drone recovery services, and range test support in accordance with the Performance Work Statement (PWS). If an aircraft is required to standby, contractor will be paid in accordance with paragraph 1.3.2.4 of the PWS. Pricing will be provided in Attachment 5. Price shall include positioning and depositioning, fuel costs at the pegged rates stated in "Economic Price Adjustment Based on Actual Cost of Fuel", aborted flight costs, and all Federal, State, and Local Taxes.

FOB: Destination

PURCHASE REQUEST NUMBER: N6312610459100

SIGNAL CODE: A

ESTIMATED

NET AMT

Lot

Reimbursable Expenses

COST

Base Period (01 Oct 2011- 30 Sep 2012).

LANDING/PARKING FEES- If appropriate, the Contractor shall be reimbursed, at cost, for landing/parking fees. All invoices must be accompanied by copies of paid receipts/invoices.

FOOD AND LODGING- In the event crew members are required to stay overnight on a mission, the contractor will be reimbursed consistent with PL 99-234, Federal Civilian Employees and Contractor Travel Expenses Act of 1985 and FAR 31.205-46 (a) (2). Reimbursement for this expense items shall be supported by paid receipts.

FOB: Destination

ESTIMATED COST

Lot

Fuel EPA Reimbursable

Base Period (01 Oct 2011- 30 Sep 2012).

Fuel adjustment in accordance with "Economic Price Adjustment Based on Actual Cost of Fuel".

NOTE: The burn rate shall be consistent with the rates identified in the contract. Separate calculations for different burn rates are required for every aircraft and fuel type used.

ESTIMATED COST

Unit

Air Transportation and Drone Recovery

First Option Period (01 Oct 2012- 30 Sep 2013).

Fixed-and Rotary-Wing Air Transportation Services of passengers with personal baggage and/or cargo, drone recovery services, and range test support in accordance with the Performance Work Statement (PWS). If an aircraft is required to standby, contractor will be paid in accordance with paragraph 1.3.2.4 of the PWS. Pricing will be provided in Attachment 5. Price shall include positioning and depositioning, fuel costs at the pegged rates stated in "Economic Price Adjustment Based on Actual Cost of Fuel", aborted flight costs, and all Federal, State, and Local Taxes.

ESTIMATED

Lot

Reimbursable Expenses

First Option Period (01 Oct 2012 - 30 Sep 2013).

LANDING/PARKING FEES- If appropriate, the Contractor shall be reimbursed, at cost, for landing/parking fees. All invoices must be accompanied by copies of paid receipts/invoices.

FOOD AND LODGING- In the event crew members are required to stay overnight on a mission, the contractor will be reimbursed consistent with PL 99-234, Federal Civilian Employees and Contractor Travel Expenses Act of 1985 and FAR 31.205-46 (a) (2). Reimbursement for this expense items shall be supported by paid receipts.

ESTIMATED COST

Lot

Fuel EPA Reimbursable

First Option Period (01 Oct 2012- 30 Sep 2013).

Fuel adjustment in accordance with "Economic Price Adjustment Based on Actual Cost of Fuel".

NOTE: The burn rate shall be consistent with the rates identified in the contract. Separate calculations for different burn rates are required for every aircraft and fuel type used.

ESTIMATED COST

Unit

Air Transportation and Drone Recovery

Second Year Option Period (01 Oct 2013- 30 Sep 2014)

Fixed-and Rotary- Wing Air Transportation Services of passengers with personal baggage and/or cargo, drone recovery services, and range test support in accordance with the Performance Work Statement (PWS). If an aircraft is required to standby, contractor will be paid in accordance with paragraph 1.3.2.4 of the PWS. Pricing will be provided in Attachment 5. Price shall include positioning and depositioning, fuel costs at the pegged rates stated in "Economic Price Adjustment Based on Actual Cost of Fuel", aborted flight costs, and all Federal, State, and Local Taxes.

ESTIMATED

Lot

Reimbursable Expenses

Second Year Option Period (01 Oct 2013- 30 Sep 2014).

LANDING/PARKING FEES- If appropriate, the Contractor shall be reimbursed, at cost, for landing/parking fees. All invoices must be accompanied by copies of paid receipts/invoices.

FOOD AND LODGING- In the event crew members are required to stay overnight on a mission, the contractor will be reimbursed consistent with PL 99-234, Federal Civilian Employees and Contractor Travel Expenses Act of 1985 and FAR 31.205-46 (a) (2). Reimbursement for this expense items shall be supported by paid receipts.

ESTIMATED COST

Lot

Fuel EPA Reimbursable

Second Year Option Period ( 01 Oct 2013 - 30 Sep 2014).

Fuel adjustment in accordance with "Economic Price Adjustment Based on Actual Cost of Fuel".

NOTE: The burn rate shall be consistent with the rates identified in the contract. Separate calculations for different burn rates are required for every aircraft and fuel type used.

ESTIMATED COST

Unit

Air Transportation and Drone Recovery

Third Option Period (01 Oct 2014- 30 Sep 2015).

Fixed-and Rotary-Wing Air Transportation Services of passengers with personal baggage and/or cargo, drone recovery services, and range test support in accordance with the Performance Work Statement (PWS). If an aircraft is required to standby, contractor will be paid in accordance with paragraph 1.3.2.4 of the PWS. Pricing will be provided in Attachment 5. Price shall include positioning and depositioning, fuel costs at the pegged rates stated in "Economic Price Adjustment Based on Actual Cost of Fuel", aborted flight costs, and all Federal, State, and Local Taxes.

ESTIMATED

Lot

Reimbursable Expenses

Third Year Option Period (01 Oct 2014- 30 Sep 2015).

LANDING/PARKING FEES- If appropriate, the Contractor shall be reimbursed, at cost, for landing/parking fees. All invoices must be accompanied by copies of paid receipts/invoices.

FOOD AND LODGING- In the event crew members are required to stay overnight on a mission, the contractor will be reimbursed consistent with PL 99-234, Federal Civilian Employees and Contractor Travel Expenses Act of 1985 and FAR 31.205-46 (a) (2). Reimbursement for this expense items shall be supported by paid receipts.

ESTIMATED COST

Lot

Fuel EPA Reimbursable

Third Year Option Period (01 Oct 2014- 30 Sep 2015).

Fuel adjustment in accordance with "Economic Price Adjustment Based on Actual Cost of Fuel".

NOTE: The burn rate shall be consistent with the rates identified in the contract. Separate calculations for different burn rates are required for every aircraft and fuel type used.

ESTIMATED COST

Unit

Air Transportation and Drone Recovery

Fourth Year Option Period (01 Oct 2015- 30 Sep 2016).

Fixed-and Rotary-Wing Air Transportation Services of passengers with personal baggage and/or cargo, drone recovery services, and range test support in accordance with the Performance Work Statement (PWS). If an aircraft is required to standby, contractor will be paid in accordance with paragraph 1.3.2.4 of the PWS. Pricing will be provided in Attachment 5. Price shall include positioning and depositioning, fuel costs at the pegged rates stated in "Economic Price Adjustment Based on Actual Cost of Fuel", aborted flight costs, and all Federal, State, and Local Taxes.

ESTIMATED

Lot

Reimbursable Expenses

Fourth Year Option Period (01 Oct 2015- 30 Sep 2016).

LANDING/PARKING FEES- If appropriate, the Contractor shall be reimbursed, at cost, for landing/parking fees. All invoices must be accompanied by copies of paid receipts/invoices.

FOOD AND LODGING- In the event crew members are required to stay overnight on a mission, the contractor will be reimbursed consistent with PL 99-234, Federal Civilian Employees and Contractor Travel Expenses Act of 1985 and FAR 31.205-46 (a) (2). Reimbursement for this expense items shall be supported by paid receipts.

ESTIMATED COST

Lot

Fuel EPA Reimbursable

Fourth Year Option Period (01 Oct 2015- 30 Sep 2016).

Fuel adjustment in accordance with "Economic Price Adjustment Based on Actual Cost of Fuel".

NOTE: The burn rate shall be consistent with the rates identified in the contract. Separate calculations for different burn rates are required for every aircraft and fuel type used.

ESTIMATED COST

Unit

Air Transportation and Drone Recovery

SIX-MONTH EXTENSION IAW FAR 52.217-8. THIS CLIN MAY BE EXERCISED FOLLOWING THE BASE PERIOD OR AFTER ANY OF THE OPTION PERIODS, IF EXERCISED.

Fixed-and Rotary-Wing Air Transportation Services of passengers with personal baggage and/or cargo, drone recovery services, and range test support in accordance with the Performance Work Statement (PWS). If an aircraft is required to standby, contractor will be paid in accordance with paragraph 1.3.2.4 of the PWS. Pricing will be provided in Attachment 5. Price shall include positioning and depositioning, fuel costs at the pegged rates stated in "Economic Price Adjustment Based on Actual Cost of Fuel", aborted flight costs, and all Federal, State, and Local Taxes.

ESTIMATED

Lot

Reimbursable Expenses

SIX-MONTH EXTENSION IAW FAR 52.217-8. THIS CLIN MAY BE EXERCISED FOLLOWING THE BASE PEIOD OR AFTER ANY OF THE OPTION PERIODS IF EXERCISED.

LANDING/PARKING FEES- If appropriate, the Contractor shall be reimbursed, at cost, for landing/parking fees. All invoices must be accompanied by copies of paid receipts/invoices.

FOOD AND LODGING- In the event crew members are required to stay overnight on a mission, the contractor will be reimbursed consistent with PL 99-234, Federal Civilian Employees and Contractor Travel Expenses Act of 1985 and FAR 31.205-46 (a) (2). Reimbursement for this expense items shall be supported by paid receipts.

ESTIMATED COST

Lot

Fuel EPA Reimbursable

SIX-MONTH EXTENSION IAW FAR 52.217-8. THIS CLIN MAY BE EXERCISED FOLLOWING THE BASE PEIOD OR AFTER ANY OF THE OPTION PERIODS IF EXERCISED.

Fuel adjustment in accordance with "Economic Price Adjustment Based on Actual Cost of Fuel".

NOTE: The burn rate shall be consistent with the rates identified in the contract. Separate calculations for different burn rates are required for every aircraft and fuel type used.

ESTIMATED COST

LIST OF AIRCRAFT

LIST OF AIRCRAFT (Applicable to all contract periods.)

The contractor agrees that the following aircraft identified by tail numbers will be either owned or controlled by the company in such a manner as to assure complete control over the aircraft for the performance of this contract. Additional contractor-owned or controlled aircraft may be added during the period of this contract by contract modification after technical approval by the DOD Commercial Airlift Division and approval of the Contracting Officer. Aircraft may be deleted from the list after notification to and approval of the Contracting Officer followed by contract modification. At all times, the list shall provide for sufficient aircraft to meet contractual requirements, as determined by the Contracting Officer.

(HOUR)

AIRCRAFT BLOCK SPEED

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

DELIVERY INFORMATION

30-SEP-2012

30-SEP-2012

30-SEP-2012

30-SEP-2013

30-SEP-2013

30-SEP-2013

30-SEP-2014

30-SEP-2014

30-SEP-2014

30-SEP-2015

30-SEP-2015

30-SEP-2015

30-SEP-2016

30-SEP-2016

30-SEP-2016

31-MAR-2017

31-MAR-2017

31-MAR-2017

CLAUSES INCORPORATED BY REFERENCE

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 01 Oct 2011 through 30 Sep 2012 (01 Oct 2012 through 30 Sep 2013 if Option Year One is exercised; 01 Oct 2013 through 30 Sep 2014 if Option Year Two is exercised; 01 Oct 2014 through 30 Sep 2015 if Option Year Three is exercised; and 01 Oct 2015 through 30 Sep 2016 if Option Year Four is exercised). A Six-Month Extension IAW FAR 52.217-8 may be exercised following the base period or after any of the option periods if exercised.

(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.

(End of clause)

52.216-19 Order Limitations. (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than 12 months of service, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor:

(1) Any order for a single item in excess of 12 months of service.

(2) Any order for a combination of items in excess of 12 months of service.

(3) A series of orders from the same ordering office within 7 days that together call for quantities exceeding the limitation in subparagraph (1) or (2) above.

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

(d) Notwithstanding paragraphs (b) and (c) above, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 7 days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of clause)

52.216-21 REQUIREMENTS (OCT 1995)

(a) This is a requirements contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies or services specified in the Schedule are estimates only and are not purchased by this contract. Except as this contract may otherwise provide, if the Government's requirements do not result in orders in the quantities described as "estimated'' or "maximum" in the Schedule, that fact shall not constitute the basis for an equitable price adjustment.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. Subject to any limitations in the Order Limitations clause or elsewhere in this contract, the Contractor shall furnish to the Government all supplies or services specified in the Schedule and called for by orders issued in accordance with the Ordering clause. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(c) Except as this contract otherwise provides, the Government shall order from the Contractor all the supplies or services specified in the Schedule that are required to be purchased by the Government activity or activities specified in the Schedule.

(d) The Government is not required to purchase from the Contractor requirements in excess of any limit on total orders under this contract.

(e) If the Government urgently requires delivery of any quantity of an item before the earliest date that delivery may be specified under this contract, and if the Contractor will not accept an order providing for the accelerated delivery, the Government may acquire the urgently required goods or services from another source.

(f) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract after 31 Mar 2017.

(End of clause)

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 no later than 30 calendar days before the contract expires.

(End of clause)

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 not later than 30 calendar days before the contract expires; provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least 60 calendar 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 5 years, 6 months.

(End of clause)

52.222-42 STATEMENT OF EQUIVALENT RATES FOR FEDERAL HIRES (MAY 1989)

In compliance with the Service Contract Act of 1965, as amended, and the regulations of the Secretary of Labor (29 CFR Part 4), this clause identifies the classes of service employees expected to be employed under the contract and states the wages and fringe benefits payable to each if they were employed by the contracting agency subject to the provisions of 5 U.S.C. 5341 or 5332.

THIS STATEMENT IS FOR INFORMATION ONLY: IT IS NOT A WAGE DETERMINATION

Employee Class

Monetary Wage-Fringe Benefits

Airplane Pilot GS-2181-11

$27.51

First Officer (Co-Pilot) GS-2181-10

$25.04

252.212-7001 CONTRACT TERMS AND CONDITIONS REQUIRED TO IMPLEMENT STATUTES OR EXECUTIVE ORDERS APPLICABLE TO DEFENSE ACQUISITIONS OF COMMERCIAL ITEMS (DEC 2010) (DEVIATION)

(a) In addition to the clauses listed in paragraph (b) of the Contract Terms and Conditions Required to Implement Statutes or Executive Orders--Commercial Items clause of this contract (FAR 52.212-5) (OCT 2010) (DEVIATION), the Contractor shall include the terms of the following clause, if applicable, in subcontracts for commercial items or commercial components, awarded at any tier under this contract:

252.237-7010

252.237-7019 Prohibition on Interrogation of Detainees by Contractor Personnel (NOV 2010) (Section 1038 of Pub. L. 111-84).

Training for Contractor Personnel Interacting with Detainees (SEP 2006) (Section 1092 of Pub. L. 108-375).

(End of clause)

5552.204-9000 Notification of Government security activity and visitor group security agreements.

NOTIFICATION OF GOVERNMENT SECURITY ACTIVITY AND VISITOR GROUP SECURITY AGREEMENTS (APRIL 2007) This contract contains a DD Form 254, DOD Contract Security Classification Specification, and requires performance at a government location in the U.S. or overseas. Prior to beginning operations involving classified information on an installation identified on the DD Form 254, the contractor shall take the following actions:

(a) At least seven days prior to beginning operations, notify the security police activity shown in the distribution block of the DD Form 254 as to:

(1) The name, address, and telephone number of this contract company’s representative and designated alternate in the U.S. or overseas area, as appropriate;

(2) The contract number and military contracting command;

(3) The highest classification category of defense information to which contractor employees will have access which must coincide with the level of classification granted to the company and cage code located in the Joint Personnel Adjudication System (JPAS);

(4) The installations in the U.S. (in overseas areas, identify only the APO number(s)) where the contract work will be performed;

(5) The date contractor operations will begin on base in the U.S. or in the overseas area;

(6) The estimated completion date of operations on base in the U.S. or in the overseas area; and,

(7) Any changes to information previously provided under this clause.

This requirement is in addition to visit request procedures contained in DOD 5220.22-M, National Industrial Security Program Operating Manual.

(b) Prior to beginning operations involving classified information on an installation identified on the DD Form 254 where the contractor is not required to have a facility security clearance, the contractor shall enter into a Visitor Group Security Agreement (or understanding) with the installation commander to ensure that the contractor’s security procedures are properly integrated with those of the installation. As a minimum, the agreement shall identify the security actions that will be performed:

(1) By the installation for the contractor, such as providing storage and classified reproduction facilities, guard services, security forms, security inspections under DOD 5220.22-M, classified mail services, security badges, visitor control, and investigating security incidents; and

(2) Jointly by the contractor and the installation, such as packaging and addressing classified transmittals, security checks, internal security controls, and implementing emergency procedures to protect classified material.

(End of clause)

5552.204-9001 Facility Clearance

FACILITY CLEARANCE (APRIL 2007)

The offeror must possess, or acquire prior to award of a contract, a facility clearance equal to the highest classification stated on the Contract Security Classification Specification DD Form 254 attached to this solicitation.

(End of clause)

5552.216-9003 USTRANSCOM TASK AND DELIVERY ORDER OMBUDSMAN (JUNE 2009)

In accordance with FAR 16.505(b)(6), the individual identified below is designated as the USTRANSCOM Task and Delivery-Order Ombudsman. The ombudsman is an independent official designated to review contractor complaints and to ensure contractors are afforded a fair opportunity to be considered, consistent with the procedures in the contract. Consulting the ombudsman does not relieve the contractor from performance requirements in the contract, nor alter or postpone any timelines for any other processes. Interested parties should first address their concerns, issues, disagreements, and/or recommendations to the contracting officer for resolution. If resolution cannot be made by the contracting officer, concerned parties may contact:

Chief, Business Support/Policy Division

Telephone Number: 618-220-7021 FAX: 618-220-7959

5552.223-9001 Health and Safety on Government Installations.

HEALTH AND SAFETY ON GOVERNMENT INSTALLATIONS (APRIL 2007)

(a) In performing work under this contract on a Government installation, the contractor shall:

(1) Comply with the specific health and safety requirements established by this contract;

(2) Comply with the health and safety rules of the Government installation that concern related activities not directly addressed in this contract;

(3) Take all reasonable steps and precautions to prevent accidents and preserve the health and safety of contractor and Government personnel performing or in any way coming in contact with the performance of this contract; and

(4) Take such additional immediate precautions as the contracting officer may reasonably require for health and safety purposes.

(b) The contracting officer may, by written order, direct Air Force Occupational safety and Health (AFOSH) Standards and/or health/safety standards as may be required in the performance of this contract and any adjustments resulting from such direction will be in accordance with the Changes clause of this contract.

(c) Any violation of these health and safety rules and requirements, unless promptly corrected as directed by the contracting officer, shall be grounds for termination of this contract in accordance with the Default clause of this contract.

(End of Clause)

5552.237-9001 REQUIREMENTS AFFECTING CONTRACTOR PERSONNEL PERFORMING MISSION ESSENTIAL SERVICES (FEB 2009)

(a) The Contracting Officer has identified all or a portion of the services performed under this contract as “Essential DoD Contractor Services” as defined and described in DoD Instruction (DoDI) 3020.37, “Continuation of Essential DoD Contractor Services During Crises.” Hereafter, the personnel identified by the contractor to perform these services shall be referred to as “Mission Essential Contractor Personnel.”

(b) Within 30 calendar days after contract award or incorporation of this clause into a contract by modification, the Contractor shall provide a written list of all “Mission Essential Contractor Personnel” to the Contracting Officer or designee. The list shall identify names and country(ies) where each employee will perform work under this contract.

(c) As required to comply with or perform pursuant to DoD or USTRANSCOM requirements, the contracting officer shall direct the contractor to comply with requirements intended to safeguard the safety and health of Mission Essential Contractor Personnel. The Contracting Officer may communicate the requirements through a letter of notification or other means, and subsequently modify the contract to incorporate the requirements via full text or by reference. The Contractor may file a proposal for cost or other impacts under the Changes clause or a Request for Equitable Adjustment.

(d) This clause shall be inserted in all subcontracts meeting the criteria in paragraph (a) of this clause.

(End of clause)

5552.247-9000 Air Safety.

AIR SAFETY (APRIL 2007)

(a) Contractor is obligated to comply with generally accepted standards of airmanship, training, and maintenance practices and procedures. Contractor must also satisfy Department of Defense (DOD) quality and safety requirements as described in 32 CFR Part 861, Section 861.4. In addition, contractor shall comply with all provisions of applicable statutes, tenders of service, and contract terms as such may affect flight safety, as well as with all applicable Federal Aviation Administration (FAA) Regulations, Airworthiness Directives, Orders, rules, and standards promulgated under the Federal Aviation Act of 1958, as amended. Compliance with published standards may not, standing alone, constitute compliance with generally accepted standards of airmanship, training, or maintenance.

(b) The cleanliness and orderliness of an aircraft, including the visible components and surfaces thereof affect the ability to inspect an aircraft, may be valid indicators of the overall maintenance level of an aircraft, and may have a direct effect on the security and confidence of passengers. Therefore, contractor's failure to keep and maintain all such components and surfaces of the aircraft used in performance of this contract clean, orderly, and in good state of repair may be deemed a failure to comply with generally accepted standards of maintenance to the extent the failure goes beyond mere cosmetic or housekeeping deficiencies and relates in some manner to confidence in the safety, maintenance, or airworthiness of the aircraft.

(c) Should the government determine that any of the following conditions exist, it may suspend or place in temporary nonuse status contractor's further performance of airlift transportation services for the DOD:

(1) Contractor's failure to meet any of the obligations imposed by the preceding two paragraphs.

(2) Involvement of one of contractor's aircraft in a serious or fatal accident, incident, or operational occurrence (regardless of whether or not such aircraft is being used in the performance of this contract).

(3) Any other condition that affects the safe operation of contractor's flights hereunder.

(d) Such suspension shall be accomplished pursuant to the Department of Defense Commercial Air Transportation Quality and Safety Review Program (32 CFR Part 861), which is hereby incorporated in this contract by reference, or any procedures that supersede same which may be adopted by the Commander (United States Transportation Command) from time to time. The suspension procedures, including the temporary nonuse, reinstatement and appeals processes, set out therein, are binding, final, and conclusive. In no event shall suspension or temporary nonuse proceedings, regardless of outcome, give rise to any liability on the part of the government.

(e) Suspension or temporary nonuse hereunder resulting in unavailability of contractor aircraft to perform service under this contract shall be treated as failure to maintain authorization to engage in air transportation under the clause of the contract 5552.247-9001, “Requirement for Authorization to Engage in Air Transportation.”

(End of Clause)

5552.247-9001 REQUIREMENT FOR AUTHORIZATION TO ENGAGE IN AIR TRANSPORTATION (AUG 2007) ALTERNATE II (AUG 2007).

(a) This contract is conditioned upon the Contractor (if the contractor is a team arrangement, applies to each team member) being an air carrier and holding a Certificate of Public Convenience and Necessity issued under Section 401 of the Federal Aviation Act (FAA of 1958, as amended), or otherwise authorized by the Department of Transportation (DOT) to engage in direct air transportation services, holding an Air Carrier's Operating Certificate issued by the FAA under Part 121 of the Federal Aviation Regulations (14 CFR 121) for airlift operated by the offeror, and participating in the CRAF, if applicable. Furthermore, the Contractor shall not be in a suspension or temporary nonuse status in accordance with clause 5552.247-9000, “AIR SAFETY.”

(b) If at any time during the performance period of this contract the contractor is not in compliance with the requirements of paragraph (a) above, including, but not limited to, instances when the certificate demonstrating compliance with paragraph (a) above is (i) suspended by the pertinent regulatory body for any period of time even though the effect of the suspension is stayed pending review by a court of competent jurisdiction, (ii) canceled or revoked in its entirety by the pertinent regulatory body even though the effect of the cancellation or revocation is stayed pending review by a court of competent jurisdiction, or (iii) such certificate or interim operating authority has expired and has not been renewed, then the contracting officer may elect any one or a combination of the following courses of action:

(1) Suspend the contractor from further performance of all or any part of this contract until such time as the suspension, temporary nonuse, cancellation, or revocation shall have been finally set aside, removed, or otherwise terminated. The period of suspension of this contract will begin when the contracting officer notifies the contractor. Any flights that were scheduled to be flown during the time any such suspension is in effect will be canceled and the government’s obligation reduced by all costs directly attributable to the canceled flights. Any such cancellation is not for the convenience of the government and will be accomplished at no cost to either party, and the substitute service provisions of this contract will not apply to such canceled flights.

(2) Exercise the government’s rights under clause 5552.247-9002, “Contractor’s Failure to Provide Service.”

(3) Terminate this contract for cause in whole or in part under FAR clause 52.212-4, “Contract Terms and Conditions—Commercial Items.”

(End of Clause)

5552.247-9002 Contractor's Failure to Provide Service.

CONTRACTOR’S FAILURE TO PROVIDE SERVICE (AUG 2008) - ALTERNATE II (APRIL 2007)

(a) In the event the contractor’s aircraft is unable to depart from any station, the government may invoke the remedies set forth in this clause, which will not constitute a termination under FAR clause 52.212-4, “Contract Terms and Conditions—Commercial Items.” The rights and remedies provided in this clause are not exclusive, do not give rise to government liability for costs incurred, and are in addition to government rights and remedies provided by law or by this contract.

(b) Substitute Service. This term means substitution of an aircraft to replace contractor’s aircraft, which is unable to perform the required services. If the contractor fails to make an aircraft available to perform services under the terms of the contract, the government may:

(1) Cancel the requirement for further performance of the defaulted flight or services. In that event, the government’s obligation will be reduced by the costs directly attributable to the canceled flight or services.

(2) Require the contractor to obtain substitute service from another DOD-approved carrier to perform the services within such additional time as the contracting officer may allow. The contractor shall arrange for and pay directly all costs involved in performing the services by substitute aircraft. The government will pay the contractor the contract price for the services, irrespective of the amount the contractor pays for the substitute service. The substitute aircraft provided by the contractor must be of like type, must be configured in accordance with the applicable specifications, and must be approved by the contracting officer. In lieu of, or in addition to, providing the above substitute service, the contractor may, at his own expense, purchase the amount of space by common carriage or otherwise needed to transport the passengers or cargo from the defaulted flight. The contracting officer must approve purchase of such space. The government will pay the contractor the contract price for the services, irrespective of the amount the contractor pays for the space.

(3) Purchase substitute service from commercial sources. This may include use of substitute commercial aircraft or purchase of sufficient space to transport by common carriage or otherwise the passengers or cargo from the defaulted flight. In either event, the value of the service will be deducted from the contract minimum (if applicable). The contractor will not be paid for the defaulted flight but will be charged any amount in excess of the contract price that the government had to pay for the substitute service.

(4) Elect to either reschedule the defaulted flight to a later time or move the passengers and/or cargo, or any portion thereof, itself. In the latter event, the value of the service will be deducted from the contract minimum (if applicable). The contractor will not be paid for the defaulted flight but will be charged any amount in excess of the contract price that the government had to pay to transport the passengers and/or cargo.

(End of Clause)

EPA BASED ACTUAL COST OF FUEL

Economic Price Adjustment based on Actual Cost of Fuel – Airlift

In order to protect the contractor and the government from significant market fluctuations in the price of fuel, an adjustment will be made based on actual costs incurred. Adjustments will be made as indicated below.

(a) Economic price adjustment (EPA) pursuant to this clause is limited to changes in the contractor’s cost for fuel only.

(b) Allowable fuel adjustments will be made upward or downward only if the price of fuel varies by more than one cent per gallon from the following pegged rate for fuel:

FUEL TYPE PEGGED RATE (Base Price)

JP-5

$3.0500

JP-8

$3.0300

AVGAS

$3.4600

AVGAS is not available at Pt.Mugu CA or most other DOD airfields. It can be purchased at local metropolitan airports Oxnard CA (KOXR) and Camarillo CA (KCMA).

(1) When the average price per gallon paid by the contractor is greater than the established base price indicated above, the government will reimburse the contractor the difference between the price paid and the established base price.

(2) When the average price per gallon paid by the contractor is below the established base price indicated above, the contractor will reimburse the government the difference between the price paid and the established base price. Under these circumstances, the contracting officer will issue a demand letter and funds will be reimbursed as directed.

(c) Required reports for adjustments shall be received no later than 30 calendar days after the month ends. A sample report format labeled, “Monthly Fuel Report Summary” as follows:

Hours flown in support of the USTRANSCOM contract = 50

Burn rate for aircraft type (in schedule) = 4.21 gallons per hour

Base price of fuel established in the contract = $2.50

Actual average cost per gallon = $2.6308

Calculation:

Hours* Burn Rate * EPA Price Variance = Adjustment

50 * 4.21 = 210.50* $0.1308 = 27.5334

(d) The actual average cost per gallon under this EPA clause shall be rounded to four decimal positions (e.g., $2.6308).

(e) For the contracting officer to consider a request for adjustment, the contractor shall submit data that clearly supports the request for adjustment. At a minimum, the contractor shall submit: 1) total hours flown in performance of the USTRANSCOM contract 2) fuel costs associated with that performance, and 3) associated financial data or receipts, if requested by the Contracting Officer.

(f) Fuel adjustments will be made using the CLIN titled Fuel EPA Reimbursable. The following steps will be taken to determine the adjustment:

(1) The contractor’s fuel burn rate, established in the List of Aircraft in the contract, is multiplied by the total hours flown in performance of the contract. In the case of a substitute aircraft not listed in the schedule, the lower burn rate of the substitute aircraft or the aircraft normally used in performance of the contract shall be used.

(2) The product is then multiplied by the difference between the average price per gallon paid and the established base price in the contract (also known as the variance).

(End of Clause)

LIST OF ATTACHMENTS

ATTACHMENT

NUMBER

TITLE

1 Performance Work Statement (PWS)

2 Wage Determination

3 Department of Defense Additional Standards

4 Wide Area Work Flow- Receipt and Acceptance

5 Requirement Breakdown/Detail Pricing

6 Past Performance Questionaire

7 DD254, DOD Contract Security Classification Specification

PERFORMANCE WORK STATEMENT

ATTACHMENT 1

PERFORMANCE WORK STATEMENT (PWS)

FOR

NAVAL AIR WARFARE CENTER WEAPONS DIVISION (NAWCWD)

LOGISTICS AIRCRAFT AND DRONE RECOVERY SERVICES

1.0 DESCRIPTION OF SERVICES

1.1 BACKGROUND. The Naval Base Ventura County, Pt Mugu, operates and maintains station facilities and provides logistics services and drone recovery for the Naval Air Warfare Center, Weapons Division (NAWCWD) at Pt Mugu, CA and assigned tenants and activities. In support of this mission, commercial services are required to support air transportation of passengers/cargo in and around Pt Mugu as well as drone recovery operations and range test support at the Pt Mugu Sea Test Range as described below.

1.2 SCOPE. Except as otherwise stated, the contractor shall provide all personnel, facilities, equipment, supplies, materials, and services necessary for air transportation of passengers with personal baggage and/or cargo, drone recovery services and range test support to NAWCWD, Pt Mugu, CA. Fixed-wing transportation is required in and around the Southern California area within a 200 nautical mile radius of Pt Mugu, CA. Rotary-wing transportation is required between Ventura County airports (Naval Base Ventura County, Pt Mugu, CA and Oxnard Airport, Oxnard, CA) and San Nicolas Island, CA, Santa Cruz Island, CA, within a 1.5 flight hour duration of Pt Mugu. If possible, occasional flights will be scheduled outside of the 1.5 hour range. Drone recovery operations will be performed on the NAWCWD Pt Mugu Sea Test Range and other ranges as required.

1.3 SPECIFIC REQUIREMENTS/TASKS

1.3.1 AIRCRAFT

1.3.1.1 Fixed Wing. Fixed-wing aircraft providing range test range support are required as follows:

1.3.1.1.1 Fixed-wing aircraft with a minimum payload capability of 800 lbs and flight range of 200 nautical miles and the capability of carrying up to four passengers, cargo, or any combination up to the capacity of the aircraft are required.

1.3.1.1.2 Fixed-wing aircraft with a minimum payload capability of 1600 lbs and flight range of 200 nautical miles and the capability of carrying up to eight passengers, cargo, or any combination up to the capacity of the aircraft are required.

1.3.1.1.3 Fixed-wing aircraft must have a separate cargo area for large, bulky cargo. Aircraft must have the capability to be equipped with UHF radios capable of transmitting and receiving Navy frequencies. If requested by the Government, the UHF radio will be contractor-provided.

1.3.1.2 Rotary-Wing. Rotary-wing aircraft providing test range support are required as follows:

1.3.1.2.1 Rotary-wing aircraft with a minimum payload capability of 600 lbs and flight duration of at least 1.5 hours and the capability of carrying up to three passengers, cargo, or any combination up to the capacity of the aircraft are required.

1.3.1.2.2 Rotary-wing aircraft with a minimum payload capability of 1000 lbs and flight duration at least 1.5 hours and the capability of carrying up to five passengers, cargo, or any combination up to the capacity of the aircraft are required.

1.3.1.2.3 Rotary-wing aircraft with a minimum payload capability of 2500 lbs and flight duration at least 2.0 hours and the capability of carrying up to nine passengers, cargo, or any combination up to the capacity of the aircraft are required.

1.3.1.2.4 Rotary-wing aircraft must be equipped with night-flying equipment and have the capability of landing on pitching and rolling decks of ships at sea. Contractor pilots performing shipboard landings shall have completed training conducted by the Navy and meet subsequent proficiency and currency requirements to ensure standardization with shipboard guidelines.

1.3.1.2.5 Aircraft must have the capability to be equipped with UHF radios capable of transmitting and receiving Navy frequencies. If requested, by the Government, the UHF radio will be contractor-provided.

1.3.1.3 Drone Recovery. Rotary-wing aircraft capable of locating, recovering, and transporting 500 lb and 2500 lb drones from the open sea are required. Drones shall be located using a tracking beacon. Aircraft crew shall be capable of recovering and lifting drones with required equipment operating approximately three feet above the water IAW Federal Aviation Regulation (FAR) Part 133 and transporting recovered drones to Pt Mugu, CA. Drone recovery missions take 1 - 1 1/2 hours to locate and hook up the target. An additional 20-30 minutes is average time to return drone to Pt Mugu CA.

1.3.1.4 Range Test Support. Range test support may include surveillance and clearance of marine vessels on the Sea Test Range, marine mammal monitoring, and the carriage of electronic test equipment and tracking devices as required.

1.3.2 SCHEDULING

1.3.2.1 Prior to the start of the contract, the contractor will furnish to the Contracting Officer and the Contracting Officers Representative (COR) the name, address, telephone number and e-mail address of the agent who shall serve as a liaison between the contractor and the COR. This person must have authority to adjust schedules, engage substitute airlift, and make decisions pertinent to the airlift for the contractor. In addition, the contractor will provide a toll-free telephone number that shall be manned from 0700 to 1700 on all workdays.

1.3.2.2 Flights will normally be scheduled at least 24 hours in advance. Flights with less than 24 hours notice shall be scheduled only by mutual agreement between the contractor and the COR. Normal duty hours are from 0600 to 1800 local time, Monday through Friday. Occasional flights may be required during the night hours, holidays, and weekends.

1.3.2.3 The contractor’s aircraft shall be in position, unless unavoidably delayed by inclement weather or air traffic control delays, so as to depart on time. The contractor shall give timely notification to the Government’s flight scheduler of all delays in accomplishing the flight schedule, including cancellations.

1.3.2.4 When directed, the contractor may be required by the contracting officer representative (COR) to periodically standby for flights performed under the air transportation CLINs. The first hour of standby time, for each standby period, will be at no cost to the Government.