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Universal City Studios Productions – Television Programming

JUSTIFICATION FOR OTHER THAN FULL

AND OPEN COMPETITION (OTFAOC)

FAR Part 6 Justification, Supporting Procurements under

FAR Part 12, FAR Subpart 13.501, and FAR Part15

Purchase Request Number: N/A Contract Number: HQ0516-22-A-0008 Task/Delivery Order Number: NA Procurement Title: Universal City Studios Television Programming Contracting Office: DMA Riverside, CA Estimated Value: $5,000,000.00 NTE Statutory Authority: 10 U.S.C. Section 2304(c)(1)

JUSTIFICATION FOR OTHER THAN FULL AND OPEN COMPETITION

(OTFAOC)

Upon the basis of the following justification, I, as the Procuring Agency Competition Advocate, hereby approve the use of other than full and open competition of the proposed contractual action pursuant to the authority of 10 U.S.C. Section 2304(c)(1)

JUSTIFICATION

Justification for OTFAOC Number: HQ0516-FY-22-1004

1. REQUIRING AGENCY AND CONTRACTINGOFFICE:

a. Requiring Agency: AFN-BC, Riverside, CA

b. Contracting Office: DMA, Riverside, CA

2. NATURE/DESCRIPTION OF ACTION(S):

a. This requirement is to procure permission for AFN to broadcast each program or portions of programs that is limited to such rights as Universal City Studios LLLP may actually have upon the date a request for permission to record and/or distribute such program is granted. This purchase of the programming is to enable the American Forces Network – Broadcast Center (AFN-BC) to support the American Forces Network (AFN) mission. AFN currently support troops around the world and afloat. Universal City Studios LLLP brand name products include but is not limited to non-gratis programming such as The Voice, Kelly Clarkson, Law & Order: SVU, as well as many others that Universal has sole proprietary ownership. The contractor also supplies gratis programming such as MSNBC (all), CNBC (all), NBC Early Today, Today, NBC Nightly News, Dateline, Meet the Press, The Chris Matthews Show, Tonight Show with Jimmy Fallon, Late Night with Seth Myers, Saturday Night Live, and Saturday Night Live Specials, National Dog Show, Westminster Dog Show, Macy’s Thanksgiving Day Parade, Breeder’s Cup, Christmas in Rockefeller Center, and other programs that can be mutually agreed upon.

b. Each program will be awarded as a Firm-Fixed-Price (FFP) delivery order. The period of performance is date of award, estimated 1February 2022, through 31 January 2027. The estimated life cycle cost is

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Universal City Studios Productions – Television Programming

3. DESCRIPTION OFSUPPLIES/SERVICES: This sole source procurement is to acquire the broadcast distribution rights for a mixture of prime time and non-prime time television programming materials for AFN outlets overseas. The materials will enable the American Forces Network – Broadcast Center (AFN-BC) to support the American Forces Network (AFN) mission. This mission is to provide balanced representative selection of popular television information and entertainment programs of particular interest to both the primary AFN audience of DoD personnel stationed overseas and their family members. This programming has been selected in response to requirements established by the military services and AFN survey data on interest/trends/likes/dislikes. It is also required to ensure the accomplishment of the AFN mission to effectively communicate command information to DoD personnel stationed overseas and their family members, while simultaneously providing the level of entertainment needed to make a positive impact on their morale. It will also provide the most efficient medium to ensure the effective communication of information messages inserted within the program as spot announcements in support of DoD internal information themes, goals, and objectives. AFN’s mission tasking per DoD Directive 5120.20 is to support the Internal Communications mission of the Department of Defense by providing a broad range of information and entertainment programming to DoD personnel and their family members overseas, thus attracting an audience for Internal Communications messages placed within AFN programming.

4. IDENTIFICATION OF STATUTORY AUTHORITY: 10 U.S.C. 2304(c)(1), Only one responsible source and no other supplies or services will satisfy agency requirements, (FAR 6.302-1/DFARS 206-302-1)

5. DEMONSTRATION OF CONTRACTOR’S UNIQUE QUALIFICATIONS:

a. Description of events. Procurement by other than full and open competition is necessary because broadcast distribution rights for copyright-protected program materials are only available from the copyright/distribution rights holders. Only one source owns the necessary rights to the programming sought. If sources other than the copyright/distribution rights holder did propose to provide programming materials, such an offer would violate federal copyright laws. (Title 17 of the US Code). The Government complies with all intellectual property laws when it acquires programming from the copyright/distribution rights holders. Past sole source contracts include MDA113-01-D- 0012, HQ0028-06-D-0003, HQ0028-11-D- 0001 and HQ0028-16-D-0001.

b. Justification

(1) Minimum Government Requirements. Minimum estimated requirements are based on specific titles and release dates. Programming is selected based on popularity and viewership derived from ratings services.

(2) Proposed sole source contractor. This programming is only available from:

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Universal City Studios Productions LLP 100 Universal City Plaza Building 1440/30th Floor Universal City, CA 91608

(3) Discussion regarding cause of the sole source situation. Broadcast distribution rights for copyright-protected program materials are only available from the copyright/distribution rights holders. Only one source owns the necessary rights to the programming sought. If sources other than the copyright/distribution rights holder did propose to provide programming materials, such an offer would violate federal copyright laws. (Title 17 of the US Code). The Government complies with all intellectual property laws when it acquires programming from the copyright/distribution rights holders.

(4) Demonstration of unique source. Broadcast distribution rights for copyright-protected program materials are only available from the copyright/distribution rights holders.

(5) Procurement discussion. The programming required is provided from Universal

City Studios only; the Government complies with all intellectual property laws when it acquires programming from the copyright/distribution rights holders. Each contractor has produced evidence that the Government is protected against claims and suits for patent infringements. The Chief of Television, American Forces Network or his designate, routinely exercise the rights to request contractors to produce evidence that they have obtained distribution rights for each program prior to award of the contract.

(6) Impact. AFN will suffer severe losses of key, high profile and highly rated entertainment programming resulting in an extreme lack of competitive programming for the American Forces Television services.

6. FEDBIZOPPS ANNOUNCEMENT/POTENTIAL SOURCES: A Source Sought notice will be posted on the Federal Business Opportunities (FBO) website for a period of 15 calendar days followed by a Notice of Intent to Sole Source to Universal City Studios Productions for a period of 15 calendar days. It is anticipated that no responses will be received based on knowledge of the

Page 4 of 6 Pages industry, federal copyright/distribution laws, and historical data from prior award(s) over the last several years, HQ0028-06-D-0003, HQ0028-11-D-0001, and HQ0028-16-D-0001.

7. DETERMINATION OF FAIR AND REASONABLE COST: The Contracting Officer will determine a fair and reasonable cost and represents the best value to the government. Based on historical data, it is anticipated that the cost to the Government for this requirement will be equal or less than current commercial market pricing. A determination will be made by the Contracting Officer that the contract represents the best value to the Government and results in the lowest overall cost alternative.

8. MARKET RESEARCH: Further market research is not possible due to the sole source nature of broadcast distribution rights for copyright-protected program materials. Distribution rights are only available from the copyright/distribution rights holders. Only one source owns the necessary rights to the programming sought. If sources other than the copyright/distribution rights holder did propose to provide programming materials, such an offer would violate federal copyright laws (Title 17 of the US Code). The Government complies with all intellectual property laws when it acquires programming from the copyright/distribution rights holders.

9. ANY OTHER SUPPORTING FACTS: None.

10. LISTING OF INTERESTED SOURCES:

(a) None. Historically, no other sources expressed interest in this requirement due to federal copyright laws. As stated in Para. 6 above, a sources sought and a notice of intent to sole source will be published prior contract award.

11. ACTIONS THE AGENCY MAY TAKE TO REMOVE OR OVERCOME BARRIERS

THAT LED TO THE EXCEPTION TO FULL AND OPEN COMPETITION:

(a) Procurement History.

(1) HQ0028-16-D-0001, Base + 4 Options, 4/1/2016 – 3/31/2021 HQ0028-11-D-0001, Base + 4 Options, 4/19/2011 – 3/31/2016 HQ0028-06-D-0003, Base + 4 Options, 4/1/2006 – 3/31/2011

(2) All actions were sole sourced to Universal Studios

(b) No actions can be taken to overcome barriers to competition due to the regulations and laws surrounding copyright/distribution rights. Any attempt to deviate from the sole source would result in violation of federal copyright/distribution law.

12. REFERENCE TO THE APPROVED ACQUISITION PLAN (AP): Acquisition Plan was accomplished February 2022.

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