JA DITTR Final Redact_Redacted.pdf

Control No.:2026-12

MICC Legal Counsel:

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Deputy Director, MICC-Ft. Hood:

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Small Business Professional, Small Business Program:

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FAR Part 12 Sole Source Justification and Approval

1. Requiring Activity: United States Army Operational Test Command (USAOTC), Intelligence Electronic Warfare Test Directorate (IEWTD), Fort Huachuca, Arizona

2. Contracting Activity: U.S. Army Mission and Installation Contracting Command (MICC)-Fort Hood, 36000 Darnell Loop, Room 1300B, Fort Hood, TX 76544-5025

3. Description of Action: Request approval to award a new noncompetitive firm-fixed-price (FFP) contract with TLC Solutions, Inc., 120 Cumberland Park Drive, Saint Augustine, Florida 32095, (Cage Code: 3JFJ0). The Government projects award for 19 February 2026. Fiscal year 2026-2027, Research, Development, Test and Evaluation (RDTE) funds will be used for the base period and will be funded each year with appropriate fiscal year RDTE funds. An acquisition plan is not required because this procurement does not meet the threshold in accordance with the Defense Federal Acquisition Regulations Supplement (DFARS) 207.103(d)(i)(B).

This action is a follow-on to contract W91151-20-C-0025. That contract was not competed under authority Simplified Procedures for Certain Commercial Items, 41 U.S.C. 1901 as implemented by FAR Subpart 13.5 .Paragraph �Actions to Increase Competition� of the previous justification stated: Until additional sources are identified and found suitable by IEWTD, continuing preventive maintenance and updates can only be purchased from TLC Solutions, Inc. Purchase of preventive maintenance from more than one source would increase opportunities for full and open competition. As noted above, market research will be conducted to identify competitive sources for future IEWTD DITTR requirements. Those actions were accomplished by conducting market research to find additional Contractors that can work on the existing system. Those actions were not accomplished due to the current Contractor holding proprietary rights on all the software.

4. Description of Supplies/Services: This requirement is a follow-on contract to acquire preventive hardware and software maintenance, license agreements, and warranty support of all the Deployable Integrated Telecommunications Test Range (DITTR) equipment, designed and manufactured by TLC Solutions, Inc. and installed in IEWTD�s Government-owned telecommunications threat systems at Fort Huachuca, AZ.

Preventive maintenance service support includes technical assistance, device remote diagnostics for telecommunications equipment and 24X7 support for critical systems faults. This equipment/software was manufactured by TLC Solutions, Inc., and this company holds all proprietary rights to the product.

2) The second alternative would be to conduct a competitive brand name only acquisition. In April 2020, TLC Solutions Inc. was contacted to discuss authorized distributors/resellers of the DITTR system. TLC Solutions Inc. representative stated that only TLC Solutions Inc. manufactures, installs, and performs all preventive maintenance for their systems. Currently TLC Solutions Inc. has no distributors/resellers. Therefore, this alternative is not viable.

3) The feasible alternative is to award a noncompetitive contract to TLC Solutions, Inc. Negotiating a new service agreement with the original equipment manufacturer is the only viable option to provide continuity of operations and support without jeopardizing IEWTD, USAOTC�s ongoing test, and evaluation mission.

c. Impact if justification not approved: If this requirement is not approved, there will be an IEWTD test mission stoppage. The stoppage is based upon the results of the market research specifying identification of no other competitive sources. Paragraphs 6 and 8 provides additional details. Therefore, it would not be in the best interest of the Government to deny approval.

7. Efforts to Obtain Competition: The Contracting Officer shall publish the notices required by FAR 5.201. A sources sought notice was posted on SAM.gov from 28 July 2025 to 27 August 2025. Unfortunately, no businesses responded to the notice. Given that this is a sole source action, effective competition is not applicable. The purpose of the sources sought notice was to identify any other vendors capable of providing this service. The current contractor has held this contract since 2020.

a. Effective competition: This acquisition is expected to be a sole source acquisition.

b. Subcontracting competition: The incumbent contractor, TLC Solutions, Inc. is a small business, and a subcontracting plan is not required. For any part of the contract that is subcontracted, the contractor shall be required to obtain as much competition as possible and give maximum opportunity to small businesses.

8. Actions to Increase Competition: Until additional sources are identified and deemed suitable by IEWTD, ongoing preventive maintenance and updates can only be procured from TLC Solutions, Inc. Expanding the purchase of preventive maintenance to include multiple sources would enhance opportunities for full and open competition. As previously mentioned, market research will be conducted to identify competitive sources for future IEWTD DITTR requirements. At this time, FAR 12.201-1 will be invoked for a non-competitive follow-on action, as the current contractor holds all proprietary rights to the hardware and software used in the base stations. This action serves as a follow-on to Contract W91151-20-C-0025. A sources sought notice was posted on SAM.gov from 28 July 2025 to 27 August 2025, that resulted in no responses from any vendor able to provide the needed services.

To make this a more competitive action in the future, IEWTD will implement the following:

1.

2. Employ a Tiered and Prioritized Data Rights Strategy:

Not all data is of equal importance. We can negotiate for different levels of rights for different components to save money.

Action: Pursue a tiered rights strategy in negotiation:

Government Purpose Rights (GPR) - High Priority: Only demand GPR for newly developed components or software modifications made under the next contract. This is a standard and fair expectation.

Sustainment Data - Medium Priority: For legacy hardware, negotiate for a less expensive "sustainment data package." This would include just enough data for a third party to perform basic maintenance, repair, and troubleshooting, but not enough to manufacture the component from scratch.

Form, Fit, and Function (FFF) Data - Low Priority: For easily replaceable commercial or COTS components, only require FFF data, which allows the government to source alternatives without needing the original proprietary designs.

Cost Impact: This surgical approach is far cheaper than demanding unlimited rights to the entire legacy system. It focuses the investment on the data that is most essential for future competition.

3. Leverage Government Expertise to Reduce Contractor Costs:

Instead of paying the incumbent a premium to create all documentation from scratch, use government resources to assist.

Action: Assign government engineers and technical subject matter experts to work alongside the contractor during the period of performance. Their role would be to observe, document, and validate system architecture and interfaces independently.

Cost Impact: This reduces the labor hours the contractor must bill for creating and validating the TDP, directly lowering the cost of the associated CLIN. It also builds invaluable organic expertise within the government team.

In the prior Justification and Approval (Control No. 2020-68), the section titled �Actions to Increase Competition� stated: �Until additional sources are identified and found suitable by IEWTD, continuing preventive maintenance and updates can only be purchased from TLC Solutions, Inc. The purchase of preventive maintenance from more than one source would increase opportunities for full and open competition. As noted above, market research will be conducted to identify competitive sources for future IEWTD DITTR requirements.� These actions were not accomplished. The previous Justification and Approval was signed and approved by the MICC Alternate Advocate for Competition on 10 August, 2020.

9. Market Research:

In accordance with Defense Federal Acquisition Regulation Supplement (DFARS) 212.102-70(a), which refers to DFARS 206.104-71(a)(2) and DFARS Procedures, Guidance and Information (PGI) 206.104-71(1), a sources sought was posted to SAM.Gov on 28 July 2025 for 30 days and the results were no other entity was interested or had the ability to perform the services needed for this requirement.

Market research has been conducted by IEWTD and MICC-Fort Hood for this buy since the requirement was received in July 2025. A search of SAM.gov utilizing the term �DITTR�, returned contracts for TLC Solutions, Inc., with the United States Air Force for upgrades to the same software system as this procurement action. No other contractors were returned on this search or another search using keywords from the system name.

The contractor was consulted with and advised that no other entity has permission to work on or provide services to their software/hardware system.

10. Interested Sources: To date, no other sources have written to express interest in the acquisition.

11. Other Facts:

a. Procurement History Prior to the current contract W91151-20-C-0025, this particular requirement was fulfilled by various CHESS purchase orders.

In addition to the sources sought notice and market research conducted for this requirement as described in the preceding Market Research section, prior market research supported the fact that TLC Solutions Inc. manufactured and designed all DITTR equipment and