N00024-15-R-6271_LWWAA.pdf

CODE

(Hour)

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94 - 127 X H 128 - 137 danielle.tyler1@navy.mil

RATING PAGE OF PAGES

7. ISSUED BY

(Date)

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official written notice.

Previous Edition is Unusable 33-134 STANDARD FORM 33 (REV. 9-97)

Prescribed by GSA FAR (48 CFR) 53.214(c)

DO-A7 1 137

(If other than Item 7)

15A. NAME 16. NAME AND TITLE OF PERSON AUTHORIZED TO

AND

ADDRESS

SIGN OFFER (Type or print)

OF

OFFEROR

AMENDMENT NO. DATE

15B. TELEPHONE NO (Include area code) 17. SIGNATURE 15C. CHECK IF REMITTANCE ADDRESS

IS DIFFERENT FROM ABOVE - ENTER

SUCH ADDRESS IN SCHEDULE.

18. OFFER DATE

1. THIS CONTRACT IS A RATED ORDER

UNDER DPAS (15 CFR 700)

2. CONTRACT NO.

N00024 8. ADDRESS OFFER TO

See Item 7

9. Sealed offers in original and 10 copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if handcarried, in the depository located in

CAUTION - LATE Submissions, Modifications, and Withdrawals: See Section L, Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and conditions contained in this solicitation.

10. FOR INFORMATION

CALL:

A. NAME (NO COLLECT CALLS)

DANIELLE C TYLER 202-781-0828

11. TABLE OF CONTENTS

SOLICITATION/ CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/ COSTS

2 - 23

X I CONTRACT CLAUSES

DESCRIPTION/ SPECS./ WORK STATEMENT X

PACKAGING AND MARKING

24 - 34 J LIST OF ATTACHMENTS

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

36 - 38 39 - 41

X K

REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

CONTRACT ADMINISTRATION DATA 42 - 45 X

SPECIAL CONTRACT REQUIREMENTS

OFFER (Must be fully completed by offeror) 46 - 56 X M

L INSTRS., CONDS., AND NOTICES TO OFFERORS

EVALUATION FACTORS FOR AWARD

NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

is inserted by the offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT

(See Section I, Clause No. 52.232-8)

14. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments

AMENDMENT NO. DATE

to the SOLICITATION for offerors and related documents numbered and dated):

FACILITY

12. In compliance with the above, the undersigned agrees, if this offer is accepted within calendar days (60 calendar days unless a different period

X

(X) SEC. DESCRIPTION (X) SEC. DESCRIPTION PAGE(S)

PART I - THE SCHEDULE

26. NAME OF CONTRACTING OFFICER (Type or print) 27. UNITED STATES OF AMERICA 28. AWARD DATE

EMAIL: TEL: (Signature of Contracting Officer)

CODE CODE

B. TELEPHONE (Include area code) C. E-MAIL ADDRESS

AWARD (To be completed by Government)

19. ACCEPTED AS TO ITEMS NUMBERED 20. AMOUNT 21. ACCOUNTING AND APPROPRIATION

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION:

10 U.S.C. 2304(c)( ) 41 U.S.C. 253(c)( ) (4 copies unless otherwise specified)

23. SUBMIT INVOICES TO ADDRESS SHOWN IN ITEM

24. ADMINISTERED BY (If other than Item 7) CODE 25. PAYMENT WILL BE MADE BY CODE

PART IV - REPRESENTATIONS AND INSTRUCTIONS

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS

57 - 81

PART II - CONTRACT CLAUSES

NAVAL SEA SYSTEMS COMMAND (HQ)

1333 ISAAC HULL AVE SE

WASHINGTON NAVY YARD DC 20376-2060

FAX:

TEL:

FAX:

TEL:

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

SOLICITATION

6. REQUISITION/PURCHASE NO.:

N00024-15-NR-94169

5. DATE ISSUED 4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

[ X ]

3. SOLICITATION NO.

N00024-15-R-6271

SOLICITATION, OFFER AND AWARD

N00024-15-R-6271

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

CLIN

Number

30,000 Hours

Engineering and Technical Services

CPIF

Engineering and Technical Services for LWWAA and WAA

Base Year (FY17)

See Notes A and B

FOB: Origin

TARGET COST

TARGET FEE

TOTAL TGT COST + FEE

MINIMUM FEE

MAXIMUM FEE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

Material, Travel and Subsistence

COST

In Support of Item 0001

This CLIN is for informational purposes only, and all prices shall be at the priced

SLIN(s).

Base Year (FY17)

See Notes B and C

ESTIMATED COST

0002AA

Lot

Material

COST

Material in support of Item 0001

Estimated Cost: $485,092.00

Base Year (FY17)

0002BA

Travel and Subsistence

COST

Travel and Subsistence in support of Item 0001

Estimated Cost: $53,899.00

Base Year (FY17)

Each

SBSCIF for 0001

COST

Small Business Subcontracting Incentive Fee (SBSCIF)

Associated with Incentive earned under CLIN 0001

Fee (For Payment Purposes Only)

Base Year (FY17)

See Note H

Orders (CPIF)

CPIF

Estimated Cost: $5,000,000.00

The ordering period for this CLIN is for the duration of the Contract.

This CLIN is for informational purposes only, all prices should be at the priced

SLIN(S).

See Note D

Orders (FFP)

FFP

Estimated Cost: $5,000,000.00

The ordering period for this CLIN is for the duration of the Contract.

This CLIN is for informational purposes only, all prices should be at he priced SLIN(S).

See Note D

NET AMT

Data (NSP)

Data (NSP)

Data for Items 0001, 0002, 0004 and 0005; and (if Option(s) are exercised)

Items 0101, 0102, 0201, 0202, 0301, 0302, 0401 and 0402

The delivery dates are in accordance with applicable CDRL

See Note E

FOB: Destination

NET AMT

OPTION Engineering and Technical Services

CPIF

Engineering and Technical Services for LWWAA and WAA

Option Year 1 (FY18)

See Notes A, B, and G

OPTION Material, Travel and Subsistence

In Support of Item 0101

This CLIN is for informational purposes only, and all prices shall be at the priced

SLIN(S).

Option Year 1 (FY18 )

See Notes B, C, and G

0102AA

OPTION Material

COST

Material in support of Item 0101

Estimated Cost: $494,793.00

Option Year 1 (FY18)

See Notes B, C and G

0102BA

OPTION Travel and Subsistence

COST

Travel and Subsistence in support of Item 0101

Estimated Cost: $54,977.00

Option Year 1 (FY18)

OPTION SBSCIF for 0101

COST

Small Business Subcontracting Incentive Fee (SBSCIF)

Option Year 1 (FY18)

Associated with Incentive earned under CLIN 0101

Fee (For Payment Purposes Only)

See Notes G and H

CPIF

Engineering and Technical Services for LWWAA and WAA

Option Year 2 (FY19)

In Support of Item 0201

This CLIN is for informational purposes only, and all prices shall be at the priced

SLIN(S)

Option Year 2 (FY19)

0202AA

COST

Material in support of Item 0201

Estimated Cost: $504,689.00

Option Year 2 (FY19)

0202BA

COST

Travel and Subsistence in support of Item 0201

Estimated Cost: $56,077.00

Option Year 2 (FY19)

OPTION SBSCIF for 0201

COST

Small Business Subcontracting Incentive Fee (SBSCIF)

Option Year 2 (FY19)

Associated with Incentive earned under CLIN 0201

Fee (For Payment Purposes Only)

CPIF

Engineering and Technical Services for LWWAA and WAA

Option Year 3 (FY20)

In Support of Item 0301

This CLIN is for informational purposes only, and all prices shall be at the priced

SLIN(S)

Option Year 3 (FY20)

0302AA

COST

Material in support of Item 0301

Estimated Cost: $514,783.00

Option Year 3 (FY20)

0302BA

COST

Travel and Subsistence in support of Item 0301

Estimated Cost: $57,198.00

Option Year 3 (FY20)

OPTION SBSCIF for 0301

COST

Small Business Subcontracting Incentive Fee (SBSCIF)

Option Year 3 (FY20)

Associated with Incentive earned under CLIN 0301

Fee (For Payment Purposes Only)

CPIF

Engineering and Technical Services for LWWAA and WAA

Option Year 4 (FY21)

In Support of Item 0401

This CLIN is for informational purposes only, and all prices shall be at the priced

SLIN(s)

Option Year 4 (FY21)

0402AA

COST

Material in support of Item 0401

Estimated Cost: $525,079.00

Option Year 4 (FY21)

0402BA

COST

Travel and Subsistence in support of Item 0401

Estimated Cost: $58,342.00

Option Year 4 (FY21)

OPTION SBSCIF for 0401

COST

Small Business Subcontracting Incentive Fee (SBSCIF)

Option Year 4 (FY21)

Associated with Incentive earned under CLIN 0401

Fee (For Payment Purposes Only)

EST. OF FEE, NOTES, AND SCH.

ESTABLISHMENT OF TARGET FEE (Applicable to Items 0001, 0004, and (if options are exercised) 0101, 0201, 0301, and 0401)

The Target Fee percentage applicable to all Engineering and Technical Services Items and any negotiated Cost Plus

Incentive Fee (CPIF) Order is hereby established to be:

Min. Fee = No more than 0%

Target Fee = No more than 8%

Max Fee = No more than 10%

Underrun Ratio = 60/40

Overrun Ration = 50/50

ESTABLISHMENT OF PROFIT ON ORDERS (Applicable to Item 0005)

Orders placed under this Item shall be Firm Fixed Price. The Profit percentage applicable to any negotiated order is hereby established to be no more than 12%.

FEE SCHEDULE FOR CPIF ENGINEERING SERVICE ITEMS

FEE SCHEDULE FOR CPIF ENGINEERING SERVICES ITEMS**

ITEM HOURS

TARGET

COST

(TC)*

TC

HOURLY

RATE

TARGET

FEE (TF)

TF

HOURLY

RATE

TOTAL TARGET

AMOUNT

* - The Target Cost amount shown above includes Cost of Money, however, the Target Fee potential calculation excluded Cost of Money.

** Offeror shall insert the applicable rates in accordance with their offer.

The clause entitled “LIMITATION OF COST” (FAR 52.232-20) or “LIMITATION OF FUNDS” (FAR 52.232-22), as appropriate, shall apply separately and independently to each separately identified estimated cost.

NOTES:

NOTE A

1. The target cost and target fee pool amounts of the contract are set forth in the above table entitled Fee Schedule for CPIF Engineering Services Items. The final target cost and target fee pool amounts shall be based upon the actual level of effort the contractor provides as explained in paragraphs 2 through 5 of this Note A.

2. The final CPIF target cost for ITEMS 0001, and (if options are exercised) 0101, 0201, 0301, and 0401 shall be determined by multiplying the allowable hours worked, including subcontractor hours, under ITEMS 0001, and

(if options are exercised) 0101, 0201, 0301, and 0401 by the rate/hr. in the target cost column including cost of money, of the preceding table. The final CPIF target fee for each Item shall be determined by multiplying the allowable hours worked, including subcontractor hours, under each Item by the rate/hr in the target fee column of the preceding table.

3. The share ratio for the CPIF portion of the fee structure is 60/40 for underruns and 50/50 for overruns. The fee earned under the CPIF portion of the fee structure will be based on the total allowable cost incurred by the contractor in comparison to the final target cost for each of the aforementioned CLINs. See paragraphs 4 and 5 of this Note A and the Incentive Fee clause (FAR 52.216-10) in Section I of this contract for further information on how the target cost and target fee are determined and the fee earned is calculated.

4. The following examples illustrate how the final target cost and target fee pool amounts for ITEMS 0001, and (if options are exercised) 0101, 0201, 0301, and 0401 are determined and how the actual fee earned thereof is calculated (all rates used in the following examples are from the preceding table):

Example 1 – Slight Underrun

Actual Hours Worked Not to Exceed Hours Authorized by TIs: 300,000 under CLIN 0001

Actual Cost Incurred: $31,000,000 (including Cost of Money)

Rate A (Target Cost) = $110 Rate B (Target Fee 8%) = $8.80

Min Fee (0%) = $0 Max Fee (10%) = $3,300,000

Final Target Cost: 300,000 X $ 110= $33,000,000 (including Cost of Money)

Final Target Fee: 300,000 X $ 8.80 = $2,640,000

Incentive Fee = 40% X ($33,000,000- $31,000,000) = $800,000

Actual Fee earned under CPIF portion of fee structure for CLIN 0001:

$2,640,000 + $800,000 =$3,440,000 (Subject to the Minimum and Maximum Fees)

Total Cost plus Fee paid by Government for CLIN 0001:

$31,000,000 + 3,440,000 = $34,440,000

Example 2 – Slight Overrun

Actual Cost Incurred: $34,000,000 (including Cost of Money)

Rate A (Target Cost) = $110 Rate B (Target Fee 8%) = $8.80

Min Fee (0%) = $0 Max Fee (10%) = $3,300,000

Final Target Cost: 300,000 X $ 110= $33,000,000 (including Cost of Money)

Final Target Fee: 300,000 X $ 8.80 = $2,640,000

Incentive Fee = 50% X ($33,000,000- $34,000,000) = -$500,000

$2,640,000 + (-$500,000) =$2,140,000 (Subject to the Minimum and Maximum Fees)

$34,000,000 + $2,140,000 = $36,140,000

Example 3 – Big Overrun

Actual Cost Incurred: $37,000,000 (including Cost of Money)

Rate A = $110 Rate B = $8

Final Target Cost: 300,000 X $110= $33,000,000 (including Cost of Money)

Final Target Fee: 300,000 X $8.80 = $2,640,000

Incentive Fee = 50% X ($33,000,000- $37,000,000) = -$2,000,000

$2,640,000 + (-$2,000,000) =$640,000 (Subject to the Minimum and Maximum Fees)

$37,000,000 + $640,000 = $37,640,000

5. Separate Target Fee pools have been established for ITEMS 0001, and (if options are exercised) 0101, 0201, 0301, and 0401. Accordingly, the cost performance on one (or more) of the Items in the above table cannot be used by the Contractor to offset the cost performance on one or more of the other CLINs in the above table. For example, if the contractor under-runs Item 0001 this under-run cannot be used by the Contractor to offset an overrun on Item 0101.

NOTE B - Subline Items identifying funding appropriation, FY designation, and Program Office customer will be assigned at the time of contract award, Option exercise, and/or allotment of funds.

NOTE C - The Government will provide the amount for Support Items, including the distribution between material, travel, and subsistence, but the Contractor shall differentiate between the different burden rates (which will be used to evaluate these items). The Government will fund these items as needed during contract performance.

Subsistence, travel and incidental material costs incurred by the Contractor during the performance of this contract will be reimbursed at cost only. Incidental material shall include all hardware, software and other material needed to maintain or upgrade the Contractor’s development, integration and test facilities to enable the Contractor to perform under the Engineering Services efforts for the duration of the contract.

NOTE D - The Contractor shall furnish the supplies and services when ordered by the Contracting Officer in accordance with the terms and conditions set forth in the Order.

NOTE E - This line item is Not Separately Priced (NSP).

NOTE F - RESERVED

NOTE G - Option item to which the clause in SECTION I entitled “OPTION TO EXTEND THE TERM OF THE

CONTRACT” applies and which is to be supplied only if and to the extent said option is exercised.

NOTE H - Item to which the clause in Section B entitled “SMALL BUSINESS PARTICIPATION AND SMALL

BUSINESS SUBCONTRACTING INCENTIVE” applies.

CLAUSES INCORPORATED BY FULL TEXT

HQ B-2-0004 EXPEDITING CONTRACT CLOSEOUT (NAVSEA) (DEC 1995)

(a) As part of the negotiated fixed price or total estimated amount of this contact, both the Government and the

Contractor have agreed to waive any entitlement that otherwise might accrue to either party in any residual dollar amount of $500 or less at the time of final contract closeout. The term “residual dollar amount” shall include all money that would otherwise be owed to either party at the end of the contract, except that, amounts connected in any way with taxation, allegations of fraud and/or antitrust violations shall be excluded. For purposes of determining residual dollar amounts, offsets of money owed by one party against money that would otherwise be paid by that party may be considered to the extent permitted by law.

(b) This agreement to waive entitlement to residual dollar amounts has been considered by both parties. It is agreed that the administrative costs for either party associated with collecting such small dollar amounts could exceed the amount to be recovered.

HQ B-2-0014 PAYMENTS OF FEE (S) (COMPLETION) (NAVSEA) (MAY 1993)

(Applicable to Item 0004)

(a) For purposes of this contract, "fee" means "target fee" in cost-plus-incentive-fee type contracts, "base fee" in cost-plus-award-fee type contracts, "fixed fee" in cost-plus-fixed-fee type contracts for completion and phase type contracts.

(b) The Government shall make payments to the Contractor, subject to and in accordance with the clause in this contract entitled "FIXED FEE" (FAR 52.216-8) or "INCENTIVE FEE", (FAR 52.216-10), as applicable. Such payments shall be equal to no more than ten percent (10%) of the allowable cost of each invoice submitted by and payable to the Contractor pursuant to the clause of this contract entitled "ALLOWABLE COST AND PAYMENT"

(FAR 52.216-7), subject to the withholding terms and conditions of the "FIXED FEE" or "INCENTIVE FEE" clause, as applicable (percentage of fee is based on fee dollars divided by estimated cost dollars, including facilities capital cost of money). Total fee(s) paid to the Contractor shall not exceed the fee amount(s) set forth in this contract.

(c) In the event of discontinuance of the work under this contract, or any specified phase of the contract, in accordance with the clause of this contract entitled "LIMITATION OF FUNDS" (FAR 52.232-22) or

"LIMITATION OF COST" (FAR 52.232-20), as applicable, the fee shall be equitably adjusted by mutual agreement to reflect the diminution of work. If the adjusted fee is less than the sum of all fee payments made to the Contractor under this contract, the Contractor shall repay the excess amount to the Government. If the adjusted fee exceeds all payments made to the Contractor under this contract, the Contractor shall be paid the additional amount, subject to the availability of funds. In no event shall the Government be required to pay the Contractor any amount in excess of the funds obligated under this contract at the time of the discontinuance of work.

(d) Fee(s) withheld pursuant to the terms and conditions of this contract shall not be paid until the contract has been modified to reduce the fee(s) in accordance with paragraph (c) above, or until the Procuring Contracting Officer has advised the paying office in writing that no fee adjustment is required.

HQ B-2-0015 PAYMENT OF FEES(S) (LEVEL OF EFFORT – ALTERNATE I) (NAVSEA) (MAY 2010)

Applicable to Items 0001 and (if options are exercised) 0101, 0201, 0301, and 0401

(a) For purposes of this contract, "fee" means "target fee" in cost-plus-incentive-fee type contracts, "base fee" in cost-plus-award-fee type contracts, or "fixed fee" in cost-plus-fixed-fee type contracts for level of effort type contracts.

(b) The Government shall make payments to the Contractor, subject to and in accordance with the clause in this contract entitled "FIXED FEE" (FAR 52.216-8) or "INCENTIVE FEE", (FAR 52.216-10), as applicable. Such payments shall be submitted by and payable to the Contractor pursuant to the clause of this contract entitled "ALLOWABLE COST

AND PAYMENT" (FAR 52.216-7), subject to the withholding terms and conditions of the "FIXED FEE" or

"INCENTIVE FEE" clause, as applicable, and shall be paid at the hourly rate(s) specified above per man-hour performed and invoiced. Total fee(s) paid to the Contractor shall not exceed the fee amount(s) set forth in this contract.

In no event shall the Government be required to pay the Contractor any amount in excess of the funds obligated under this contract.

HQ B-2-0016 PROVISIONING TECHNICAL DOCUMENTATION – WITHHOLDING OF PAYMENT

(NAVSEA) (SEP 1990)

(a) For the purpose of paragraph (c) of the "PROGRESS PAYMENTS" clause of this contract, if included, the requirement that the Contractor develop and deliver Provisioning Technical Documentation (PTD) is considered to be a

"material requirement of this contract," and Contractor failure to make adequate progress in the development of PTD, or to deliver acceptable PTD on a timely basis, may result in reduction or suspension of Progress Payments as provided in said paragraph.

(b) The PTD is considered to be a part of the "Technical Data" specified to be delivered under this contract for the purposes of the "TECHNICAL DATA--WITHHOLDING OF PAYMENT" (DFARS 252.227-7030) clause. The terms and conditions of the clause entitled "LIMITATION ON WITHHOLDING OF PAYMENTS (FAR 52.232-9), if included in this contract, shall not apply to withholding of payment for failure to make timely delivery of the PTD or delivery of deficient PTD.

HQ B-2-0020 TRAVEL COSTS - ALTERNATE I (NAVSEA) (DEC 2005)

(a) Except as otherwise provided herein, the Contractor shall be reimbursed for its reasonable actual travel costs in accordance with FAR 31.205-46. The costs to be reimbursed shall be those costs accepted by the cognizant DCAA.

(b) Reimbursable travel costs include only that travel performed from the Contractor's facility to the worksite, in and around the worksite, and from the worksite to the Contractor's facility.

(c) Relocation costs and travel costs incident to relocation are allowable to the extent provided in FAR 31.205-35;

however, Contracting Officer approval shall be required prior to incurring relocation expenses and travel costs incident to relocation.

(d) The Contractor shall not be reimbursed for the following daily local travel costs:

(i) travel at U.S. Military Installations where Government transportation is available,

(ii) travel performed for personal convenience/errands, including commuting to and from work, and

(iii) travel costs incurred in the replacement of personnel when such replacement is accomplished for the

Contractor's or employee's convenience.

HQ B-2-0023 CONTRACT SUMMARY FOR PAYMENT OFFICE (COST/FIXED PRICE) (FEB 1997)

This contract includes the following mixture of cost reimbursement and fixed price line items:

Item(s) Type

0001, 0004, 0101, 0201, 0301 and 0401 CPIF

0002, 0102, 0202, 0302 and 0402 COST

0006 NSP

0005 FFP

0003, 0103, 0203, 0303, 0403 COST (Payment Purposes Only)

SMALL BUSINESS PARTICIPATION AND SMALL BUSINESS SUBCONTRACTING INCENTIVE

(Applicable to Items 0001 and (if options are exercised) 0101, 0201, 0301, and 0401; payable under Items 0003 and

(if options are exercised) 0103, 0203, 0303, and 0403)

(a) Objective:

PEO Submarine is committed to increasing small business participation in submarine system and subsystem development, production and support efforts consistent with cost/benefit considerations and attainment of acquisition objectives. Therefore, of the total dollars the Government plans to obligate each contract year under this contract, the

Contractor is encouraged to award 15% or more to first-tier, small businesses. In addition, the Contractor may earn a

Small Business Subcontracting Incentive Fee (SBSIF) under this contract for exceeding the Small Business

Subcontracting Goals identified in the table below. No Small Business Subcontracting Incentive will be earned unless the contractor is making timely deliveries and is in compliance with the specifications for the software and hardware being acquired. The PCO will make the determination of whether the Contractor has met this prerequisite to be considered for the Incentive. In the event that the PCO determines that the Contractor’s performance is not satisfactory, the Contractor will not be eligible for the Special Incentive. The specifics for evaluation of the SBSIF are set forth in paragraphs that follow.

(b) Small Business Subcontracting Goals:

The following table identifies the percentages against which the Contractor’s performance for the purposes of the

SBSIF will be measured for the evaluation periods.

Subcontract Category Goal*

Small Business (SB)* 36.7%

HUBZone Small Business (HUBZone) 3.0%

Service-Disabled Veteran-Owned Small Business (SDVOSB) 3.0%

Small Disadvantaged Business (SDB)** 5.0%

Women-Owned Small Business (WOSB) 5.0%

Historically Black Colleges & Universities and Minority Institutions (HBCU/MI)*** 3.5%

Base for measurement is total subcontract dollar obligations.

*This is a Team Submarine specified goal and exceeds DoD goal.

**Small Disadvantaged Business awards include 8(a) awards.

***Defense Components are not required by DoD to establish separate HBCU/MI subcontracting goals. This is the

FY12 PEO SUB specified goal.

(c) Periods and SBSIF Available:

The SBSIF described in this clause is available for Items 0001and (if options are exercised) 0101, 0201, 0301, and

0401), if and to the extent the option is exercised. The evaluations will be accomplished for the CLINs identified in the table below based on the value of small business subcontracting during each period. The SBSIF pool contingency in each of these periods will be 1% of the total amount obligated against target cost on the engineering services

Contract Line Item Numbers/Subline Item Numbers (CLINs/SLINs). The Final SBSIF pool in each of these periods will be 1% of the value determined by multiplying the actual labor hours worked during the evaluation period, up to but not to exceed the number of authorized/funded labor hours, by the rate/hour for the applicable CLINs/SLINs.

(d) SBSIF Earned:

Percentage of Final SBSIF Pool available by Small

Business Category

Percentages Apply to Each Separate Period

Small Business

Category

0001* 0101* 0201* 0301* 0401*

65% 65% 65% 65% 65%

SB 2% 2% 2% 2% 2%

HUBZone 6% 6% 6% 6% 6%

SDVOSB 9% 9% 9% 9% 9%

SDB 9% 9% 9% 9% 9%

WOSB 9% 9% 9% 9% 9%

HBCU/MI

*If and to the extent options are exercised and award terms are earned and retained

(i) The amount of the Final SBSIF pool will be allocated to the Small Business Categories based on the percentages in the table above. The Contractor may earn the amount available under each category in each period if its subcontracting percentage for the applicable category during that period exceeds the goal established in paragraph

(b) above.

(ii) The Contractor will not earn any of the amounts available under each category if its subcontracting percentage during the period does not exceed the goal for the applicable category established in paragraph (b) above.

(iii) The incentive fee under this clause will be earned or not earned in each category in each period on an individual basis. Failure to earn the amount available under one or more of the categories does not preclude the Contractor from earning the amount available under the remaining category/categories.

(iv) In the event that the SBSIF earned under a category exceeds the total subcontracted dollars obligated under that category, the SBSIF earned will be adjusted downward to be equal to the value of the total subcontracted dollars obligated under that category.

(e) Procedures:

(i) Within 30 calendar days of the end of each evaluation period identified in paragraph (c), the Contractor shall submit to the COR and PCO a Subcontracting Program Performance Report similar to format 294 or equivalent that includes the information required for the Government to determine the amount of SBSIF earned. At a minimum, the

Contractor’s Report shall include the total amount obligated against target cost for applicable CLINs/SLINs, the total labor hours worked during the evaluation period by CLIN/SLIN, and any other data required for the Government to evaluate the Contractor’s Small Business Subcontracting performance.

(ii) Within fifteen (15) calendar days of receipt of the Contractor’s Report, the COR will review and evaluate the

Contractor’s Report to determine if all required data was provided and if any SBSIF was earned. If the Contractor’s input is inadequate the COR will ask the Contractor to correct the inadequacies of their Report and to submit a revised Report.

(iii) Within thirty (30) calendar days of receipt of the Contractor’s Report, the COR will meet with the PCO to make a final determination of whether any such Special Incentive has been earned. The PCO will issue a unilateral modification providing earned Special Incentive.

(f) Finality of PCO’s Determination:

The parties agree that determinations of the PCO with respect to the amount of special incentive to be paid to the

Contractor are unilateral decisions made solely at the discretion of the Government. Notwithstanding other term or condition of the contract, a payment under this incentive is not incurred or earned until the effective date of a written contract modification. There will be no rolling forward of unearned SBS incentive fee and there will be no advance payment of SBS incentive fee.

(g) Payment of Special Incentive:

The Contractor will be paid the special incentive amount(s) earned upon submittal of proper invoices to the cognizant Payment Office. The Contractor’s invoice shall show the amount of special performance incentive payable by contract line item. The Contractor’s invoice must cite the appropriate accounting data in order for payment to be effected.

The following table summarizes the maximum SBSIF available to be earned by the contractor for each of the following line items:

LINE ITEM MAXIMUM SBSIF

AVAILABLE TO BE

EARNED*

PAYABLE

UNDER

LINE ITEM

0001 0003

0101 0103

0201 0203

0301 0303

0401 0403

* To be completed by the Offeror.

(h) Single Point of Contact:

The Contractor shall establish a single point of contact to deal with the Government on its small business subcontracting activities relating to this contract. The Government encourages the Contractor to pursue activities that will support increasing the level of small business subcontracting participation under this contract including, but not limited to, internal education and training, participation in matchmaking conferences and other outreach efforts, and the use of SUB-Net to post subcontracting opportunities.

Section C - Descriptions and Specifications

ITEM 0001 AND (IF OPTION(S) ARE EXERCISED) ITEM(S) 0101, 0201, 0301, AND 0401 (ENGINEERING

AND TECHNICAL SERVICES FOR LIGHT WEIGHT WIDE APERTURE ARRAY (LWWAA) AND WIDE

APERTURE ARRAY (WAA))

(a) Upon receipt of Technical Instructions (TIs) issued in accordance with the Special Contract Requirement entitled

“Technical Instructions”, the Contractor shall provide engineering services (including, but not limited to, hardware design, systems integration, software development, testing, logistic support development, and associated program management) of LWWAA and WAA Systems in accordance with Attachment 1 “Statement of Work for the Light

Weight Wide Aperture Array (LWWAA) and Wide Aperture Array (WAA)” and Attachment 6 “AN/BQQ-10(V) Light

Weight Wide Aperture Array (LWWAA) and Wide Aperture Array (WAA) In-Board Processing Specification”. These support services to include failure data collection, review and analysis; spares depot operation; system installation and test engineering support; integrated logistics support; training; production/maintainability engineering; software support;

configuration management; reliability support; repair, refurbishment and conversion; and perform on-the-job instruction and training of Navy personnel (military and/or civilian).

(b) For purposes of this requirement, the following definitions apply:

(1) "Domestic services" means services rendered within the United States (U.S.) and/or on Navy vessels in ports within the U.S. or at sea, provided the vessel does not enter port outside the U.S.

(2) "Foreign services" means services other than domestic.

(3) "United States" means the United States, its possessions, Puerto Rico, and any other place subject to its jurisdiction, but does not include leased bases or trust territories.

(4) "Man day" means the services of one engineer for one day of eight hours, Monday through Friday

(excluding holidays).

(5) "Holidays" means all Federally recognized holidays.

(c) The engineering services shall be performed within the limits, if any, as to place(s) and period(s) specified therefor, as authorized by the NAVSEA/DRPM/PCO/COR.

(d) When authorized under paragraph (c) above, each engineer shall perform engineering services in accordance with supplemental instructions provided by the Contract Administration Office (CAO) cognizant of vessel construction/conversion contract, a representative of the authorizing activity or a representative of the activity where the engineering services are performed, as applicable. However, each engineer shall at all times be in the employ and under the direction and control of the Contractor and shall not be considered an employee of the Government.

(e) Travel time necessary for performance of such services shall be included in computing the man days of service.

When services are performed at sea and the engineer(s) is unable to leave the vessel when work is completed, the remaining time aboard the vessel shall be considered travel time for purposes of computing the man days of services.

However, the Contractor shall be paid for no more than one man day of service per calendar day for each engineer while in travel status.

(f) Passports, visas, inoculations and other medical requirements necessary for performance of engineering services shall be at the sole responsibility and expense of the Contractor.

(g) Each time services are performed, the engineer(s) shall obtain a certification of performance from a responsible U.S.

Government official aboard the vessel or at the activity where the services were performed, citing tasks satisfactorily performed and hours worked each day.

(h) The maximum liability of the Government for each engineering services item shall not exceed the amount set forth in the Schedule, or the amount obligated whichever is less. If, at any time, the Contractor has reason to believe that the amounts it expects to incur in the performance of each engineering services item in the next succeeding sixty (60) days, when added to all amounts previously incurred, will exceed seventy-five percent (75%) of the amount then set forth in the Schedule; or if, at any time, the Contractor has reason to believe that the man days and/or amount for the full performance of each engineering services item will be greater than or substantially less than that set forth in the

Schedule, the Contractor shall notify the Contracting Officer in writing, giving its revised estimate of the man days and/or amount for the performance of said item. The Contractor shall not exceed the obligated amount for each engineering services item, unless and until such amount has been increased in writing by the Contracting Officer.

(i) In the event the Government does not designate time(s) and place(s) sufficient for performance of the total quantity of engineering services set forth in the Schedule within the period(s) provided therefor, those services not furnished shall be deemed to be terminated for the convenience of the Government at no cost to the Government. Such termination shall be evidenced by a written document signed by the Contracting Officer and mailed or otherwise furnished to the

Contractor.

ITEM 0002 (MATERIAL, TRAVEL AND SUBSISTENCE SUPPORT FOR ITEM 0001) AND (IF

OPTION(S) ARE EXERCISED) ITEM(S) 0102, 0202, 0302, AND 0402

The Contractor shall provide materials and supplies necessary for the completion of Technical Instructions (TIs) issued in accordance with the Special Contract Requirement entitled "Technical Instructions" within the

Government’s estimated amount. The Contractor shall be reimbursed for actual, allowable and allocable costs less any discounts taken, plus applicable burdens, incurred in the performance of these items.

ITEMS 0004 AND 0005 - ORDERS

The Contractor shall furnish supplies under items specified in Section B of the Schedule in accordance with the detailed specifications or requirements set forth in orders issued by the Contracting Officer in accordance with the special contract requirement(s) of this contract entitled “ORDERS”. The Government reserves the right to order supplies which meet its requirement by means other than this contractual vehicle.

ITEM 0006 - DATA REQUIREMENTS (NAVSEA) (SEP 1992)

The data to be furnished hereunder shall be prepared in accordance with the Contract Data Requirements List, DD Form

1423, Exhibit(s) A attached hereto.

HQ C-1-0007 PROVISIONING TECHNICAL DOCUMENTATION (NAVSEA) (FEB 1994)

The Provisioning Technical Documentation (PTD) shall be in accordance with the Provisioning Requirements

Statement (PRS), including NAVSEA Addendum for PTD Requirements dated January 1993, the Provisioning

Performance Schedule and the Contract Data Requirements List, DD Form 1423, Exhibit A, attached hereto.

HQ C-1-0008 SUPPORT FOR ENGINEERING SERVICES (NAVSEA) (JUN 1992)

Applicable to Items 0002, and if Options are exercised, 0102, 0202, 0302, and 0402.

(a) The Contractor shall be reimbursed for its reasonable actual subsistence and transportation costs incurred in the performance of the related engineering services item(s) in accordance with FAR 31.205-46. The costs to be reimbursed shall be those costs accepted by the cognizant DCAA.

(b) Overtime shall be performed as required by the using activity and to the extent authorized by the applicable

NAVSEA/DRPM/PEO code identified in Section C under Engineering Services.

(c) The maximum liability of the Government for each support item shall not exceed the estimated amount set forth in the Schedule. If, at any time, the Contractor has reason to believe that the costs it expects to incur in the performance of each support item in the next succeeding sixty (60) days, when added to all costs previously incurred, will exceed seventy-five percent (75%) of the amount then set forth in the Schedule; or if, at any time, the Contractor has reason to believe that the costs to the Government for the full performance of each support item will be greater than or substantially less than the amount set forth in the Schedule, the Contractor shall notify the Contracting

Officer in writing, giving its revised estimate of such costs for the performance of said item. The Contracting Officer may, upon receipt of such notice or whenever the Contracting Officer considers it necessary, increase or further increase the total estimated amount for the performance of each support item. When and to the extent the estimated amount for a support item has been so increased, any amounts expended or incurred by the Contractor for performance in excess of the estimated amount therefor prior to the increase, shall be paid or reimbursed to the same extent as if expended or incurred after the increase.

HQ C-2-0002 ACCESS TO PROPRIETARY DATA OR COMPUTER SOFTWARE (NAVSEA) (JUN 1994)

(a) Performance under this contract may require that the Contractor have access to technical data, computer software, or other sensitive data of another party who asserts that such data or software is proprietary. If access to such data or software is required or to be provided, the Contractor shall enter into a written agreement with such party prior to gaining access to such data or software. The agreement shall address, at a minimum, (1) access to, and use of, the proprietary data or software exclusively for the purposes of performance of the work required by this contract, and (2) safeguards to protect such data or software from unauthorized use or disclosure for so long as the data or software remains proprietary. In addition, the agreement shall not impose any limitation upon the

Government or its employees with respect to such data or software. A copy of the executed agreement shall be provided to the Contracting Officer. The Government may unilaterally modify the contract to list those third parties with which the Contractor has agreement(s).

(b) The Contractor agrees to: (1) indoctrinate its personnel who will have access to the data or software as to the restrictions under which access is granted; (2) not disclose the data or software to another party or other Contractor personnel except as authorized by the Contracting Officer; (3) not engage in any other action, venture, or employment wherein this information will be used, other than under this contract, in any manner inconsistent with the spirit and intent of this requirement; (4) not disclose the data or software to any other party, including, but not limited to, joint venturer, affiliate, successor, or assign of the Contractor; and (5) reproduce the restrictive stamp, marking, or legend on each use of the data or software whether in whole or in part.

(c) The restrictions on use and disclosure of the data and software described above also apply to such information received from the Government through any means to which the Contractor has access in the performance of this contract that contains proprietary or other restrictive markings.

(d) The Contractor agrees that it will promptly notify the Contracting Officer of any attempt by an individual, company, or Government representative not directly involved in the effort to be performed under this contract to gain access to such proprietary information. Such notification shall include the name and organization of the individual, company, or Government representative seeking access to such information.

(e) The Contractor shall include this requirement in subcontracts of any tier which involve access to information covered by paragraph (a), substituting "subcontractor" for "Contractor" where appropriate.

(f) Compliance with this requirement is a material requirement of this contract.

HQ C-2-0008 ASSIGNMENT AND USE OF NATIONAL STOCK NUMBERS (NAVSEA) (MAY 1993)

To the extent that National Stock Numbers (NSNs) or preliminary NSNs are assigned by the Government for the identification of parts, pieces, items, subassemblies or assemblies to be furnished under this contract, the Contractor shall use such NSNs or preliminary NSNs in the preparation of provisioning lists, package labels, packing lists, shipping containers and shipping documents as required by applicable specifications, standards or Data item

Descriptions of the contract or as required by orders for spare and repair parts. The cognizant Government Contract

Administration Office shall be responsible for providing the Contractor such NSNs or preliminary NSNs which may be assigned and which are not already in possession of the Contractor.

HQ C-2-0009 ASSIGNMENT OF SERIAL NUMBER(S) (NAVSEA) (SEP 1990)

The Contractor shall request serial number assignment, in writing, from the Cognizant Technical Program Office, with a copy to the cognizant Contract Administration Office. The request for serial number assignment shall contain the following minimum information:

(a) Contract number;

(b) Assigned line item number and description;

(c) Assigned type designation;

(d) Assigned model number;

(e) Top drawing number and ID (List of Drawings) number;

(f) Exact quantity for which serial numbers are being requested, including preproduction samples required by the contract; and

(g) National Stock Number

HQ C-2-0011 COMPUTER SOFTWARE AND/OR COMPUTER DATABASE(S) DELIVERED TO AND/OR

RECEIVED FROM THE GOVERNMENT (NAVSEA) (APR 2004)

(a) The Contractor agrees to test for viruses all computer software and/or computer databases, as defined in the clause entitled "RIGHTS IN NONCOMMERCIAL COMPUTER SOFTWARE AND NONCOMMERCIAL

COMPUTER SOFTWARE DOCUMENTATION" (DFARS 252.227-7014), before delivery of that computer software or computer database in whatever media and on whatever system the software is delivered. The Contractor warrants that any such computer software and/or computer database will be free of viruses when delivered.

(b) The Contractor agrees to test any computer software and/or computer database(s) received from the Government for viruses prior to use under this contract.

(c) Unless otherwise agreed in writing, any license agreement governing the use of any computer software to be delivered as a result of this contract must be paid-up and perpetual, or so nearly perpetual as to allow the use of the computer software or computer data base with the equipment for which it is obtained, or any replacement equipment, for so long as such equipment is used. Otherwise the computer software or computer database does not meet the minimum functional requirements of this contract. In the event that there is any routine to disable the computer software or computer database after the software is developed for or delivered to the Government, that routine shall not disable the computer software or computer database until at least twenty-five calendar years after the delivery date of the affected computer software or computer database to the Government.

(d) No copy protection devices or systems shall be used in any computer software or computer database delivered under this contract to restrict or limit the Government from making copies. This does not prohibit license agreements from specifying the maximum amount of copies that can be made.

(e) Delivery by the Contractor to the Government of certain technical data and other data is now frequently required in digital form rather than as hard copy. Such delivery may cause confusion between data rights and computer software rights. It is agreed that, to the extent that any such data is computer software by virtue of its delivery in digital form, the Government will be licensed to use that digital-form with exactly the same rights and limitations as if the data had been delivered as hard copy.

(f) Any limited rights legends or other allowed legends placed by a Contractor on technical data or other data delivered in digital form shall be digitally included on the same media as the digital-form data and must be associated with the corresponding digital-form technical data to which the legends apply to the extent possible. Such legends shall also be placed in human readable form on a visible surface of the media carrying the digital-form data as delivered, to the extent possible.

HQ C-2-0014 CONTRACTOR'S PROPOSAL (NAVSEA) (MAR 2001)

(a) Performance of this contract by the Contractor shall be conducted and performed in accordance with detailed obligations to which the Contractor committed itself in Proposal TBD dated TBD in response to NAVSEA Solicitation

No. N00024-15-R-6271.

(b) The TBD volume(s) of the Contractor's proposal is incorporated by reference and hereby made subject to the provisions of the "ORDER OF PRECEDENCE" (FAR 52.215-8) clause of this contract. Under the "ORDER OF

PRECEDENCE" clause, the technical volume of the Contractor's proposal referenced herein is hereby designated as item (f) of the clause, following "the specification" in the order of precedence.

HQ C-2-0015 DATE/TIME PROCESSING REQUIREMENT—INFORMATION TECHNOLOGY (NAVSEA) (SEP

2009)

(a) All information technology (IT), whether commercial or noncommercial, delivered under this contract that will be required to perform date/time processing involving dates subsequent to December 31, 1999, shall be Year 2000 compliant if properly installed, operated, and maintained in accordance with the contract specifications and applicable documentation. If the contract requires that specific deliverables operate together as a system, this requirement shall apply to those deliverables as a system.

(b) "Information Technology" or "IT," as used in this requirement, means "information technology" as that term is defined at FAR 2.101, and further including those items that would otherwise be excluded by paragraph (c) of that definition. "Year 2000 compliant" (as defined at FAR 39.002) means that the IT accurately processes date/time data

(including), but not limited to, calculating, comparing, and sequencing) from, into, and between the twentieth and twenty-first centuries, and the years 1999 and 2000 and leap year calculations, to the extent that other IT, used in combination with the IT being delivered, properly exchanges date/time data with it. The "proper exchange" of date/time data shall be in accordance with the interface requirements specification(s) of the contract.

(c) For line item deliverables which are commercial items (as defined at FAR 2.101), and which include commercial IT, the terms and conditions of the standard commercial warranty covering such commercial IT shall apply in addition to, and to the extent such terms and conditions are consistent with, this requirement. Any applicable commercial warranty shall be incorporated into this contract by attachment.

(d) Notwithstanding any provision to the contrary in any other warranty of this contract, or in the absence of any such warranty(ies), the remedies available to the Government under this requirement shall include those provided in the

Inspection clause(s) of this contract. Nothing in this requirement shall be construed to limit any rights or remedies the

Government may otherwise have under this contract.

(e) Unless specified elsewhere in the contract, the Contractor will also deliver to the Government a report summarizing any Year 2000 compliance testing that was performed, and the results thereof.

(f) The remedies available to the Government for noncompliance with this requirement shall remain available for one hundred eighty (180) days after acceptance of the last deliverable IT item under this contract (including any option exercised hereunder).

HQ C-2-0024 EXTENSION OF COMMERCIAL WARRANTY (NAVSEA) (NOV 1996)

The Contractor shall extend to the Government the full coverage of any standard commercial warranty normally offered in a similar commercial sale, provided that such warranty is available at no additional cost to the

Government. The Contractor shall provide a copy of the standard commercial warranty with the item. The standard commercial warranty period shall begin upon the final acceptance of the applicable material or software.

Acceptance of the standard commercial warranty does not waive the Government’s rights under the “Inspection” clause, nor does it limit the Government’s rights with regard to other terms and conditions of the contract. In the event of a conflict, the terms and conditions of the contract shall take precedence over the standard commercial warranty.

HQ C-2-0032 INFORMATION AND DATA FURNISHED BY THE GOVERNMENT - ALTERNATE II (NAVSEA)

(SEP 2009)

(a) NAVSEA Form 4340/2 or Schedule C, as applicable, Government Furnished Information, attached hereto, incorporates by listing or specific reference, all the data or information which the Government has provided or will provide to the Contractor except for

(1) The specifications set forth in Section C, and

(2) Government specifications, including drawings and other Government technical documentation which are referenced directly or indirectly in the specifications set forth in Section C and which are applicable to this contract as specifications, and which…