N00024-15-R-6401_Conformed_Through_Amendment_0002.pdf

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142 - 183

X H 184 - 199 shanna.laging@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 A5 1 199

(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. SIGNATURE15C. 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

See Section L, Paragraph 1.2 conditions contained in this solicitation.

10. FOR INFORMATION

CALL:

A. NAME (NO COLLECT CALLS)

SHANNA M. LAGING 202-781-0917

11. TABLE OF CONTENTS

SOLICITATION/ CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/ COSTS

2 - 31

X I CONTRACT CLAUSES

DESCRIPTION/ SPECS./ WORK STATEMENT X

PACKAGING AND MARKING

32 - 74

75 - 77

J LIST OF ATTACHMENTS

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

78 - 83

84 - 86 X K

REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

CONTRACT ADMINISTRATION DATA 87 - 90 X

SPECIAL CONTRACT REQUIREMENTS

OFFER (Must be fully completed by offeror) 91 - 95 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

SOLICITATION, OFFER AND AWARD

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 - REPRESENTATIO NS AND INSTRUCTIO NS

PART III - LIST O F DO CUMENTS, EXHIBITS AND O THER ATTACHMENTS

96 - 120

PART II - CO NTRACT 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

121 - 122

6. REQUISITION/PURCHASE NO.5. DATE ISSUED

17 Jul 2015

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

[ X ]

3. SOLICITATION NO.

N00024-15-R-6401

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

CLIN

Number

8 Each

MK48 MOD 7 AB/TC Section POM

FPI

Base Year - MK48 MOD 7 AB/TC Section Proof of Manufacture (POM)

Units/First Article (See Note A)

FOB: Origin

TARGET COST

TARGET PROFIT

TOTAL TARGET PRICE

CEILING PRICE

SHARE RATIO ABOVE TARGET

SHARE RATIO BELOW TARGET

MK48 MOD 7 AB/TC Section

FFP

Each

Base Year - MK48 MOD 7 AB/TC Section - Stepladder Pricing (See Note F)

NET AMT

Auto Electrical Power Source (AEPS)

1 Each

Base Year - Auto Electrical Power Source (AEPS) Test Set - Stepladder Pricing (See Note

F)

1 Lot

Other Direct Costs (ODC)

COST

Base Year - Other Direct Costs (ODC) (See Note I)

ESTIMATED COST

MK48 MOD 7 Data

MK48 MOD 7 Data - Not Separately Priced (NSP)

60,000 Hours

Engineering Services and Support

Base Year - Engineering Services and Support (See Notes B and E)

CPFF

FIXED FEE

TOTAL EST COST + FEE

8,000 Hours

Hardware Repair and Maintenance

Base Year - Hardware Repair and Maintenance (See Notes C and E)

Spare Components

OPTION Base Year - Spare Components (See Note H)

Production Support Material (PSM)

OPTION Base Year - Production Support Material (PSM) (See Note H)

Small Business Subcontracting Incentive

Small Business Subcontracting Incentive (See Note D)

Provisioned Items Orders (PIO)

Provisioned Items Orders (PIO) for Factory Test Equipment Component Spares (See Note

G)

Reserved

OPTION Option Year 1 - MK48 MOD 7 AB/TC Section - Stepladder Pricing (See Notes F and H)

OPTION Engineering Services and Support

Option Year 1 - Engineering Services and Support (See Notes B, E, and H)

OPTION Hardware Repair and Maintenance

Option Year 1 - Hardware Repair and Maintenance (See Notes C, E, and H)

OPTION Option Year 1 - Spare Components (See Note H)

OPTION Option Year 1 - Production Support Material (PSM) (See Note H)

OPTION Option Year 2 - MK48 MOD 7 AB/TC Section - Stepladder Pricing (See Notes F and H)

Option Year 2 - Engineering Services and Support (See Notes B, E, and H)

Option Year 2 - Hardware Repair and Maintenance (See Notes C, E, and H)

OPTION Option Year 2 - Spare Components (See Note H)

OPTION Option Year 2 - Production Support Material (PSM) (See Note H)

OPTION Option Year 3 - MK48 MOD 7 AB/TC Section - Stepladder Pricing (See Notes F and H)

Auto Electrical Power Source (AEPS)

OPTION Option Year 3 - Auto Electrical Power Source (AEPS) Test Set - Stepladder Pricing (See

Notes F and H)

COST

Option Year 3 - Engineering Services and Support (See Notes B, E, and H)

Option Year 3 - Hardware Repair and Maintenance (See Notes C, E, and H)

OPTION Option Year 3 - Spare Components (See Note H)

OPTION Option Year 3 - Production Support Material (PSM) (See Note H)

OPTION Option Year 4 - MK48 MOD 7 AB/TC Section - Stepladder Pricing (See Notes F and H)

Option Year 4 - Engineering Services and Support (See Notes B, E and H)

Option Year 4 - Hardware Repair and Maintenance (See Notes C, E and H)

OPTION Option Year 4 - Spare Components (See Note H)

OPTION Option Year 4 - Production Support Material (PSM) (See Note H)

NOTES

NOTE A

The Contractor shall propose a Fixed Price Incentive (FPI) structure for these CLIN(s).

The Contractor shall propose within the following Government/Contractor shareline boundaries:

CLIN UNDERRUN OVERRUN

0001 50/50 50/50

Ceiling Price – 125% of Target Cost.

NOTE B

The Government may issue Technical Instructions in accordance with NAVSEA 5252.242-9115 TECHNICAL

INSTRUCTIONS (APR 1999) included in Section H of this contract. The Government estimate for Engineering

Services is approximately 60,000 man-hours during the base year and all option years. These are estimated amounts of labor hours, and do not indicate that the Government will necessarily require this amount or any at all. These

CLINs are Cost Plus Fixed Fee (CPFF). The Government anticipates funding efforts under this CLIN using WPN, OM&N, and RDT&E. Additional SLINs will be added as required. Any Other Direct Costs associated with the performance of Technical Instructions shall be reimbursed on CLIN 0004. A composite hourly labor rate and hourly fixed fee amount will be calculated using the successful Offeror’s fully burdened labor rates proposed in Table L-2 for CLINs 0006 and (IF OPTIONS EXERCISED) 0106, 0206, 0306, and 0406. Upon award, the composite hourly labor rates and hourly fixed fee amounts will be incorporated in the FIXED FEE INSTRUCTIONS table in Section B and will be utilized on all work efforts performed under these CLINs.

NOTE C

The Government may issue Technical Instructions in accordance with NAVSEA 5252.242-9115 TECHNICAL

INSTRUCTIONS (APR 1999) included in Section H of this contract. The Government Estimate is approximately

8,000 man-hours per year for Hardware Repair and Maintenance as described in Section C. This is an estimated amount of labor hours, and does not indicate that the Government will necessarily require this amount or any at all.

These CLINs are Cost Plus Fixed Fee (CPFF). Any Other Direct Costs associated with the performance of

Technical Instructions shall be reimbursed on CLIN 0004. A composite hourly labor rate and hourly fixed fee amount will be calculated using the successful Offeror’s fully burdened labor rates proposed in Table L-2 for CLINs

0007 and (IF OPTIONS EXERCISED) 0107, 0207, 0307, and 0407. Upon award, the composite hourly labor rates and hourly fixed fee amounts will be incorporated in the FIXED FEE INSTRUCTIONS table in Section B and will be utilized on all work efforts performed under these CLINs.

NOTE D

Small Business Subcontracting Incentive: CLIN 0010

(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, the Contractor may earn a Small Business Subcontracting Incentive Fee (SBSIF) under this contract for exceeding the Subcontracting Goals identified in the table below. The specifics for evaluation of the

SBSIF are set forth in paragraphs that follow:

(b) 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.

Goal*

Small Business (SB) 5.0%

HUBZone Small Business (HUBZone) 1.0%

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

Small Disadvantaged Business (SDB) 5.0%

Women-Owned Small Business (WOSB) 5.0%

Veteran-Owned Small Business 3.0%

*Base for measurement is total subcontract dollars.

(c) Periods and SBSIF Available:

The SBSIF is available for each column in the table below. The evaluation will be based on the value of small business subcontracting under each column up through delivery of the last system. The SBSIF pools for each category in each year will be calculated by applying the percentages specified in the table below to the total amount obligated on the specified Contract Line Item Number (CLIN).

*Percentages Apply to Each Separate Column as defined below.

Subcontract Category Base

CLIN 0002

*Option 1

CLIN 0102

*Option 2

CLIN 0202

*Option 3

CLIN 0302

*Option 4

CLIN 0402

SB 0.05 % 0.05 % 0.05 % 0.05 % 0.05 %

HUBZone 0.01 % 0.01 % 0.01 % 0.01 % 0.01 %

SDVOSB 0.01 % 0.01 % 0.01 % 0.01 % 0.01 %

SDB 0.01 % 0.01 % 0.01 % 0.01 % 0.01 %

WOSB 0.01 % 0.01 % 0.01 % 0.01 % 0.01 %

VOSB 0.01 % 0.01 % 0.01 % 0.01 % 0.01 %

*If and to the extent exercised in accordance with FAR 52.217-7 entitled “OPTION FOR INCREASED

QUANTITY—SEPARATELY PRICED LINE ITEM.”

(i) The Contractor may earn the amount available under each category if its subcontracting percentage meets or exceeds the goal for each category established in paragraph (b) above.

(ii) The Contractor will not earn any of the amounts available if its subcontracting percentage is below the goal for the applicable category established in paragraph (b) above.

(iii) The incentive categories under this clause will be earned or not earned 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.

(d) SF294 Subcontracting Reports:

The Contractor, unless a small business itself, shall submit semi-annual SF294s Subcontracting Report for Individual

Contracts submitted by the Contractor even if under a Comprehensive Plan that does not normally require SF294s.

(e) Procedures:

i. Within one month of completion of effort and delivery of the last MK 48 MOD 7 AB/TC Section under each separate effort identified in paragraph (c), the Contractor shall submit to the Contracting Officer in writing a self-evaluation of its performance under this clause. This self-evaluation will include, at a minimum, the SF 294s for the period and any other data used by the Contractor in determining its self-evaluation.

ii. Within fifteen (15) working days of receipt of the Contractor’s self-evaluation, the Contracting Officer’s

Representative (COR) will review and evaluate the Contractor’s self-evaluation or revised self-evaluation to determine if all required data was provided and if any SBSIF was earned. If the Contractor’s input is inadequate the COR shall ask the Contractor to correct the inadequacies of their self-evaluation and to resubmit a revised self-evaluation.

iii. Within thirty (30) working days of receipt of the Contractor’s self-evaluation, the COR will meet with the

PCO to make a final determination of whether any such SBSIF has been earned. The PCO will issue a unilateral modification providing earned SBSIF. Determinations made under this paragraph are unilateral decisions made solely at the discretion of the Government.

iv. No Small Business Subcontracting Incentive Fee will be earned unless the contractor is making timely deliveries and is in compliance with the specifications for the hardware being acquired. The PCO will make the determination of whether the Contractor has met this prerequisite to be considered for the SBSIF. In the event that the PCO determines that the Contractor’s performance is not satisfactory, the Contractor will not be eligible for the SBSIF.

(f) Finality of PCO’s Determination:

The parties agree that determinations of the PCO with respect to the amount of SBSIF to be paid to the Contractor are unilateral decisions made solely at the discretion of the Government. Notwithstanding anything else in this incentive or contract, a payment under this incentive is not incurred or earned until the effective date of a written contract modification.

(g) Payment of SBSIF:

The Contractor will be paid the SBSIF amount(s) earned upon submittal of proper invoices to the cognizant Payment

Office. The Contractor’s invoice shall show the amount of SBSIF payable by contract line item. The Contractor’s invoice must cite the appropriate accounting data in order for payment to be effected.

(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.

NOTE E

Level of effort Item in accordance with NAVSEA Clause 5252.216.9122 entitled “LEVEL OF EFFORT” ALT 1 to the Contract. The hours shown in the schedule are the maximum hours for each CLIN to be performed within the period established under Section F of the contract entitled “DELIVERIES OF PERFORMANCE” and include both prime and subcontracts hours.

NOTE F

These CLINs consist of stepladder quantities which may range from the stated minimum quantities through the stated maximum quantities for each respective CLIN. Maximum steps are provided for each respective CLIN and shall not be exceeded. Offerors shall provide stepladder pricing in the “Stepladder Pricing Table”. The Pricing proposed in the “Stepladder Pricing Table” will be moved to the Section B CLIN Table at Contract Award.

STEPLADDER GUIDELINES

Stepladder guidelines for CLIN 0002:

Minimum Quantity: 1

Maximum Quantity: 20

Maximum Number of Steps: 4

Stepladder guidelines for CLINs 0102 and 0202:

Maximum Quantity: 50

Maximum Number of Steps: 6

Stepladder guidelines for CLINs 0302 and 0402:

Maximum Quantity: 100

Maximum Number of Steps: 8

Stepladder guidelines for CLINs 0003 and 0303:

Maximum Quantity: 6

Maximum Number of Steps: 3

STEPLADDER PRICING TABLE (TO BE FILLED IN BY OFFEROR)

STEPLADDER NAME

ITEM

NO

Step

Number

FROM

QUANTITY

TO QUANTITY

UNIT

PRICE

MK48 MOD 7 AB/TC

Section Base 0002 1

NO

Step

Number

FROM

QUANTITY

TO QUANTITY

UNIT

PRICE

Option Year 1 - MK48

MOD 7 AB/TC Section 0102 1

NO

Step

Number

FROM

QUANTITY

TO QUANTITY

UNIT

PRICE

Option Year 2 - MK48

0202 1

NO

Step

Number

FROM

QUANTITY

TO QUANTITY

UNIT

PRICE

Option Year 3 - MK48

0302 1

NO

Step

Number

FROM

QUANTITY

TO QUANTITY

UNIT

PRICE

Option Year 4 - MK48

0402 1

NO

Step

Number

FROM

QUANTITY

TO QUANTITY

UNIT

PRICE

Auto Electrical Power

Source (AEPS) Test 0003 1

NO

Step

Number

FROM

QUANTITY

TO QUANTITY

UNIT

PRICE

Option Year 3 - Auto

Electrical Power Source

(AEPS) Test

0303 1

NOTE G

The Provisioned Item Order (PIO) for Factory Test Equipment Component Spares CLIN 0011 will be implemented by separate contract modifications in accordance with Section C: PROVISIONED ITEMS ORDERS (NAVSEA)

(APR 1999). Pricing will be set forth on each order. Offerors shall propose a profit percentage in the table below.

The proposed profit percentage will be utilized on all orders issued under CLIN 0011. The CLIN 0011 profit amount will be equal to the proposed profit percentage multipled by $2,000,000. The profit amount is then added to the $2M to calculate the Firm Fixed Priced, Not-to-Exceed amount for CLIN 0011. The CLIN 0011 Not-To-Exceed amount will be used in the calculation of the Government Total Evaluated Price. (GTEP).

Proposed Profit Percentage

CLIN 0011 – PIO %

NOTE H

Option Item to which OPTION clause in SECTION I applies and which is to be supplied only if and to the extent said Option is exercised.

NOTE I

The Government estimates ODCs inclusive of travel costs for the entire life of this contract to be no more than

$3,750,000 (CLIN 0004). This estimate must be proposed in Section B of the offer for CLIN 0004. CLIN 0004 is a non-fee bearing CLIN and shall be priced as cost-only. Non-fee bearing refers to fee (i.e., profit), not allowable indirect costs or burdens.

CLAUSES INCORPORATED BY FULL TEXT

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

(APPLICABLE TO ALL FFP and FPI CLINs)

(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-2-0007 LIMITATION OF COST/LIMITATION OF FUNDS (NAVSEA) (SEP 1990)

(APPLICABLE TO CLINs 0004, 0006, 0007, 0106, 0107, 0206, 0207, 0306, 0307, 0406, and 0407)

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.

HQ B-2-0012 PAYMENT FOR ENGINEERING SERVICES AND SUPPORT (NAVSEA) (JAN 2008)

(APPLICABLE TO CLINs 0004, 0006, 0007, 0106, 0107, 0206, 0207, 0306, 0307, 0406, and 0407)

(a) Invoices for engineering services and overtime shall contain the name(s) of engineer(s), date(s) and place(s) of performance, and a brief description of the services performed. This information may be included in the Comments tab of the applicable WAWF document. Each invoice shall be accompanied by a copy of the authorization for services and the original certification of performance. These documents may be attached to the invoice as described in the Invoice Instructions in Section G. A copy of each invoice shall be furnished to the applicable

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

(b) Invoices for subsistence and transportation shall be supported by a statement of actual costs incurred by the

Contractor and claimed to be reimbursable and shall be in such form and reasonable detail as required by the cognizant

Defense Contract Audit Agency (DCAA). The Government shall make provisional payment after submission of each invoice and statement of costs. At any time prior to final payment, DCAA may audit the invoice(s) and statement(s) of costs, as appropriate.

(c) Each provisional payment for subsistence and transportation costs shall be subject to reduction to the extent any amount included in the related invoice and statement of costs is found not to be reimbursable under the support item(s) and shall also be subject to reduction for overpayment or to increase for underpayment on preceding invoices. Any disputes under this requirement shall be determined in accordance with the clause of this contract entitled "DISPUTES"

(FAR 52.233-1).

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

(APPLICABLE TO CLINs 0006 and 0007 and OPTION CLINs 0106, 0107, 0206, 0207, 0306, 0307, 0406, 0407)

(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.

FIXED FEE INSTURCTIONS (APPLICABLE TO ALL CPFF CLINS)

Cost and Fee amounts for Cost Plus Fixed Fee CLINs can be found in the table below. Estimated hourly rate

(composite rate) is determined by including all allowable costs (including COM, if applicable). Fee/hour is calculated on cost less COM (if applicable). If COM is proposed necessary columns may be added.

FIXED FEE TABLE

Hourly Rates Totals

CLIN Qty (Hrs) Estimated Hourly Rate (Rate)

Fixed Fee/Hour (FF)

Fixed Fee (Hrs * FF)

Estimated Cost (Hrs * Rate)

0006 60,000

0007 8,000

0106 60,000

0107 8,000

0206 60,000

0207 8,000

0306 60,000

0307 8,000

0406 60,000

0407 8,000

HQ B-2-0017 REFUNDS (SPARES AND SUPPORT EQUIPMENT) (NAVSEA) (SEP 1990)

(APPLICABLE TO OPTION CLINs 0008, 0009, 0011, 0108, 0109, 0208, 0209, 0308, 0309, 0408, 0409)

(a) In the event that the price of a spare part or item of support equipment delivered under this contract significantly exceeds its intrinsic value, the Contractor agrees to refund the difference. Refunds will only be made for the difference between the intrinsic value of the item at the time an agreement on price was reached and the contract price. Refunds will not be made to recoup the amount of cost decreases that occur over time due to productivity gains (beyond economic purchase quantity considerations) or changes in market conditions.

(b) For purposes of this requirement, the intrinsic value of an item is defined as follows:

(1) If the item is one which is sold or is substantially similar or functionally equivalent to one that is sold in substantial quantities to the general public, intrinsic value is the established catalog or market price, plus the value of any unique requirements, including delivery terms, inspection, packaging, or labeling.

(2) If there is no comparable item sold in substantial quantities to the general public, intrinsic value is defined as the price an individual would expect to pay for the item based upon an economic purchase quantity as defined in

FAR 52.207-4, plus the value of any unique requirements, including delivery terms, inspection, packaging or labeling.

(c) At any time up to two years after delivery of a spare part or item of support equipment, the Contracting Officer may notify the Contractor that based on all information available at the time of the notice, the price of the part or item apparently exceeds its intrinsic value.

(d) If notified in accordance with paragraph (c) above, the Contractor agrees to enter into good faith negotiations with the Government to determine if, and in what amount, the Government is entitled to a refund.

(e) If agreement pursuant to paragraph (d) above cannot be reached, and the Navy's return of the new or unused item to the Contractor is practical, the Navy, subject to the Contractor's agreement, may elect to return the item to the

Contractor. Upon return of the item to its original point of Government acceptance, the Contractor shall refund in full the price paid. If no agreement pursuant to paragraph (d) above is reached, and return of the item by the Navy is impractical, the Contracting Officer may, with the approval of the Head of the Contracting Activity, issue a

Contracting Officer's final decision on the matter, subject to Contractor appeal as provided in the "DISPUTES" clause (FAR 52.233-1).

(f) The Contractor will make refunds, as required under this requirement, in accordance with instructions from the

Contracting Officer.

(g) The Contractor shall not be liable for a refund if the Contractor advised the Contracting Officer in a timely manner that the price it would propose for a spare part or item of support equipment exceeded its intrinsic value, and with such advice, specified the estimated proposed price, the estimated intrinsic value and known alternative sources or item, if any, that can meet the requirement.

(h) This requirement does not apply to any spare parts or items of support equipment whose price is determined through adequate price competition. This requirement also does not apply to any spare part or item of support equipment with a unit price in excess of $100,000; or in excess of $25,000 if the Contractor submitted, and certified the currency, accuracy and completeness of, cost or pricing data applicable to the item.

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

(APPLICABLE TO CLIN 0004)

(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)

(APPLICABLE TO ALL CLINs)

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

CLIN Type (FPI, FFP, CPFF, COST ONLY, NSP, Reserved CLINs)

0001 FPI

0002, 0003, 0008, 0009, 0010, 0011

0102, 0108, 0109

0202, 0208, 0209

0302, 0303, 0308, 0309

0402, 0408, 0409

FFP

0006, 0007

0106, 0107

0206, 0207

0306, 0307

0406, 0407

0004 COST ONLY

0005 NSP

0101, 0103, 0104, 0105, 0201, 0203, 0204, 0205, 0301, 0304, 0305, 0401, 0403, 0404, 0405

RESERVED

Section C - Descriptions and Specifications

PART 1 - CLIN DESCRIPTIONS

CLIN 0001 – MK48 MOD 7 Afterbody/Tailcone (AB/TC) Section Proof of Manufacture (POM) / First

Article

The Contractor shall fabricate, procure, test, and deliver MK48 MOD 7 AB/TC Sections in accordance with the

Preserved Condition Drawing 6105286 and Attachment 1, the Build-to-Print Technical Data Package (TDP). The

Contractor shall perform Factory Acceptance Testing on the MK 48 MOD 7 AB/TC Sections to the requirements of

Attachment 2 (First Article and Factory Acceptance Testing Requirements). The MK48 MOD 7 AB/TC Section

POM units shall meet and conform to all requirements including lower level drawings, interface documentation, fabrication specifications, and performance specifications as detailed in the Build-to-Print TDP (Attachment 1).

All CLIN 0001 POM units delivered to the Government may be utilized during the Government’s First Article testing in accordance with Section C, Paragraph 3.3.10.1. The Government reserves the right to use less than the total quantity of POM units for First Article testing.

The CLIN 0001 effort shall also include all Non-Recurring Engineering (NRE) efforts required under CLINs 0001, 0002, 0003, and 0005. NRE efforts shall include, but not be limited to: the design and engineering of the CLIN

0003 Auto Electrical Power Source (AEPS) test set; the analysis and redlining of the Government’s Assembly procedures provided under Attachment 1 in accordance with Section C, Paragraph 3.3.11.1; and the design of any other contractor-owned test equipment/solutions required for Factory Acceptance Testing (FAT).

The following “4T” materials are not required to be delivered by the Contractor:

1) Chamber & Valve - NALC: 4W11 - PN: 6558157 (MK5-Mod2),

2) Fuel Valve & Cap - NALC: CWRS - PN: 5905700,

3) Receptacle - NALC: CWLD - PN: 6990490, and

4) Crossover Battery - NALC: CWRG - PN: 6300534-01.

CLIN 0002, and (IF OPTIONS EXERCISED) CLINs 0102, 0202, 0302, and 0402 – MK 48 MOD 7 AB/TC

Sections

The Contractor shall fabricate, procure, test, and deliver MK48 MOD 7 AB/TC Sections in accordance with the

Preserved Condition Drawing 6105286 and Attachment 1, the Build-to-Print Technical Data Package (TDP). The

Contractor shall perform Factory Acceptance Testing on the MK48 MOD 7 AB/TC Sections to the requirements of

Attachment 2 (First Article and Factory Acceptance Testing Requirements). The MK48 MOD 7 AB/TC Sections shall meet and conform to all requirements including lower level drawings, interface documentation, fabrication specifications, and performance specifications as detailed in the Build-to-Print TDP (Attachment 1).

The following “4T” materials are not required to be delivered by the Contractor:

1) Chamber & Valve - NALC: 4W11 - PN: 6558157 (MK5-Mod2),

2) Fuel Valve & Cap - NALC: CWRS - PN: 5905700,

3) Receptacle - NALC: CWLD - PN: 6990490, and

4) Crossover Battery - NALC: CWRG - PN: 6300534-01.

The Contractor may, per DFARS 225.7303-2, submit their negotiated offset agreement to the PCO at the time of

Letter of Offer and Acceptance (LOA) approval after contract award. With concurrence from PMS404, the

Contracting Officer will review and approve adjustments to CLIN/SLIN FMS pricing IAW with DFARS 225.7303-2 for which the offset agreement has been negotiated between the Country and the Contractor.

CLIN 0003 and (IF OPTION EXERCISED) CLIN 0303 – Auto Electrical Power Source (AEPS) Test Set

The Contractor shall fabricate and/or procure, assemble, test and deliver Auto Electrical Power Source (AEPS) Test

Set that are capable of performing the Factory Acceptance Tests (FAT) defined in Attachment 3, Auto Electrical

Power Source (AEPS) Test Requirements, for both the Alternator Assembly (P/N: 6935009) and EPS Regulator

Assembly (P/N: 5894200). The AEPS Test Set shall also meet all requirements defined in Attachment 4 (Auto

Electrical Power Source (AEPS) System Requirements Document (SRD)).

CLIN 0004 – Other Direct Cost

The Contractor shall invoice the costs of supplies, ancillary piece parts, subsistence, transportation and overtime incurred, as authorized by a Technical Instruction (TI) in accordance with (IAW) Section H clause 5252.242-9115

TECHNICAL INSTRUCTIONS (APR 1999), for Engineering Services and Hardware Repair and Maintenance that are provided under CLINs 0006 and 0007 and (IF OPTIONS EXERCISED) 0106, 0206, 0306, 0406, 0107, 0207, 0307, and 0407 in accordance with:

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

(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.

CLIN 0005 – MK48 MOD 7 Data

The data to be furnished hereunder shall be prepared in accordance with:

HQ C-1-0001 Data Requirements (NAVSEA) (1992)

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

1423, Exhibit(s) A and B, attached hereto.

CLINs 0006 and (IF OPTIONS EXERCISED) 0106, 0206, 0306, and 0406 – Engineering Services and

Support

The Contractor shall, subject to Technical Instructions issued in accordance with (IAW) 5252.242-9115

TECHNICAL INSTRUCTIONS (APR 1999) below, furnish qualified engineers to conduct studies, provide services, testing, prototyping for future torpedo variants, obsolescence risk mitigation for MK 48 Torpedo components, and/or analyses of design and/or production related issues for the MK 48 MOD 7 AB/TC Sections and/or test equipment.

The engineering services shall be performed within the limits, if any, as to place(s) and period(s) specified therefore, as authorized by Technical Instructions issued by the COR (see Section G).

The maximum liability of the Government for each engineering service 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 service 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.

5252.242-9115 TECHNICAL INSTRUCTIONS (APR 1999)

(a) Performance of the work hereunder may be subject to written technical instructions signed by the Contracting

Officer's Representative specified in Section G of this contract. As used herein, technical instructions are defined to include the following:

(1) Directions to the Contractor which suggest pursuit of certain lines of inquiry, shift work emphasis, fill in details or otherwise serve to accomplish the contractual statement of work.

(2) Guidelines to the Contractor which assist in the interpretation of drawings, specifications or technical portions of work description.

(b) Technical instructions must be within the general scope of work stated in the contract. Technical instructions may not be used to: (1) assign additional work under the contract; (2) direct a change as defined in the "CHANGES" clause of this contract; (3) increase or decrease the contract price or estimated contract amount (including fee), as applicable, the level of effort, or the time required for contract performance; or (4) change any of the terms, conditions or specifications of the contract.

(c) If, in the opinion of the Contractor, any technical instruction calls for effort outside the scope of the contract or is inconsistent with this requirement, the Contractor shall notify the Contracting Officer in writing within ten (10) working days after the receipt of any such instruction. The Contractor shall not proceed with the work affected by the technical instruction unless and until the Contractor is notified by the Contracting Officer that the technical instruction is within the scope of this contract.

(d) Nothing in the foregoing paragraph shall be construed to excuse the Contractor from performing that portion of the contractual work statement which is not affected by the disputed technical instruction.

CLIN 0007 and (IF OPTIONS EXERCISED) 0107, 0207, 0307, and 0407 – Hardware Repair and

Maintenance

The Contractor shall provide cost-reimbursable hardware repair services for Government-Owned hardware delivered under this contract that are not covered under the manufacturer's or a third-party’s warranty. The Government will provide to the Contractor Government-Furnished Equipment (GFE) in need of rework or repair. The Contractor shall provide a cost estimate and schedule for rework or repair and retest to the Government within 10 working days of receipt of GFE needing rework or repair. The Government will assess that information and notify the Contractor in writing within 10 days as to whether or not the repair is authorized. The Contractor shall not proceed with the repair if it does not receive any written notification from the Government.

The Contractor shall provide cost-reimbursable hardware repair services for Contractor Owned hardware that has been damaged by the Government due to no fault of the Contractor. The Government will provide to the Contractor the damaged equipment in need of rework or repair. The Contractor shall provide a cost estimate and schedule for rework or repair and retest to the Government within 10 working days of receipt of equipment needing rework or repair. The Government will assess that information and notify the Contractor as to whether or not the repair is authorized. The Contractor shall not proceed with the repair if it does not receive any written notification from the

Government.

The Contractor shall, subject to Technical Instructions issued in accordance with Section H clause NAVSEA

5252.242-9115 TECHNICAL INSTRUCTIONS (APR 1999), repair the Government hardware under this contract as hereby specified. Prior to the Contractor performing any hardware repair services the Contracting Officer’s designated Contracting Officer’s Representative (COR) (See Section G) will authorize all repairs.

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.

CLINs 0008, 0108, 0208, 0308, and 0408 – Spare Components (IF OPTIONS EXERCISED)

The Contractor shall fabricate and/or procure, assemble, test, and deliver MK 48 MOD 7 AB/TC individual Section components as specified in Exhibit C (MK 48 MOD 7 AB/TC Section Spares List). Varying quantities of spares may be ordered dependent upon need and quantities ordered in CLIN 0002 and (If Options Exercised) CLINs

0102, 0202, 0302 and 0402 and based upon per-unit pricing in Exhibit C.

CLINs 0009, 0109, 0209, 0309, and 0409 – Production Support Material (IF OPTIONS EXERCISED)

The Contractor shall fabricate and/or procure, assemble, test, and deliver MK 48 MOD 7 AB/TC individual Section components as specified in Exhibit D (MK 48 MOD 7 AB/TC Section Production Support Material). Varying quantities of production support material may be ordered dependent upon need and based upon per unit pricing in

Exhibit D.

CLIN 0010 – Small Business Subcontracting Incentive

Refer to Small Business Subcontracting Incentive clause (Note D) in Section B.

CLIN 0011 – Provisioned Items Orders for Factory Test Equipment Component Spares

Varying quantities of spares may be ordered dependent upon need and results from the Factory Test Equipment

Sparing Analysis (CDRL A028). The Contractor shall fabricate and/or procure, assemble, test, and deliver hardware and any associated software and firmware in support of the Factory Test Equipment Component Spares in accordance with:

HQ C-1-0003 PROVISIONED ITEMS ORDERS (NAVSEA) (APR 1999)

(a) General. The Contractor agrees that it will furnish the supplies or services ordered by the Government in accordance with the procedures specified herein. Orders will be placed by the Contracting Officer, Provisioning

Activity or Administrative Contracting Officer as unilateral or bilateral modifications to this contract on SF 30, Amendment of Solicitation/Modification of Contract. Any amounts shown in Section B at time of award of the initial contract for each provisioned line item are estimated amounts only and are subject to upward or downward adjustment by the issuing activity. If no amounts are shown, funding will be obligated before or at time of order issuance. It is understood and agreed that the Government has no obligation under this contract to issue any orders hereunder.

(b) Priced Orders. For each proposed order, the Contractor agrees that it will submit such cost or pricing data as the

Contracting Officer may require. Promptly thereafter, the Contractor and the Contracting Officer shall negotiate the price and delivery schedule for the proposed order. Upon execution and receipt of the priced order, the Contractor shall promptly commence the work specified in the order.

(c) Undefinitized Orders. Whenever the Contracting Officer determines that urgent demands or requirements prevent the issuance of a priced order, he/she may issue an unpriced order. Such order may be unilateral or bilateral and shall establish a limitation of Government liability, a maximum ceiling amount, and a schedule for definitization, as described in subparagraph (e)(2) below. Upon request the Contractor shall submit a maximum ceiling amount proposal before the undefinitized order is issued. The maximum ceiling amount is the maximum price at which the order may be definitized. The Contractor shall begin performing the undefinitized order upon receipt, except as provided in paragraph (d) below. The clause entitled "CONTRACT DEFINITIZATION" (DFARS 252.217-7027) shall be included in any undefinitized order.

(d) Rejection of Unilateral Orders. The Contractor may reject any unilateral order if the Contractor determines that it cannot feasibly perform the order, or if the Contractor does not concur with the maximum ceiling amount.

However, each unilateral order shall be deemed to have been accepted by the Contractor unless within fifteen days of issuance of the order, the Contractor notifies the Contracting Officer in writing of its rejection of the order.

(e) Definitization of Undefinitized Orders. (1) The Contractor agrees that following the issuance of an undefinitized order, it will promptly begin negotiating with the Contracting Officer the price and terms of a definitive order that will include: (A) all clauses required by regulation on the date of the order; (B) all clauses required by law on the date of execution of the definitive order; and, (C) any other mutually agreeable clauses, terms and conditions. No later than sixty (60) days after the undefinitized order is issued, the Contractor agrees to submit a cost proposal with sufficient data to support the accuracy and derivation of its price; and, when required by FAR, cost or pricing data.

If additional cost information is available prior to the conclusion of negotiations, the Contractor shall provide that information to the Contracting Officer. The price agreed upon shall be set forth in a bilateral modification to the order. In no event shall the price exceed the maximum ceiling amount specified in the undefinitized order.

(2) Each undefinitized order shall contain a schedule for definitization which shall include a target date for definitization and dates for submission of a qualifying proposal, beginning of negotiations and, if appropriate, submission of make-or-buy and subcontracting plans and cost or pricing data. Submission of a qualifying proposal in accordance with the definitization schedule is a material element of the order. The schedule shall provide for definitization of the order by the earlier of:

(i) a specified target date which is not more than 180 days after the issuance of the undefinitized order.

However, that target date may be extended by the Contracting Officer for up to 180 days after the Contractor submits a qualifying proposal as defined in DFARS 217.7401; or

(ii) the date on which the amount of funds expended by the Contractor under the undefinitized order exceed fifty percent (50%) of the order's maximum ceiling amount, except as provided in subparagraph (f)(3) below.

(3) If agreement on a definitive order is not reached within the time provided pursuant to subparagraph

(e)(2) above, the Contracting Officer may, with the approval of the Head of the Contracting Activity, determine a reasonable price in accordance with Subpart 15.8 and Part 31 of the FAR, and issue a unilateral order subject to

Contractor appeal as provided in the "DISPUTES" clause (FAR 52.233-1). In any event, the Contractor shall proceed with completion of the order, subject to the "LIMITATION OF GOVERNMENT LIABILITY" clause

(FAR 52.216-24).

(f) Limitation of Government Liability. (1) Each undefinitized order shall set forth the limitation of Government liability, which shall be the maximum amount that the Government will be obligated to pay the Contractor for performance of the order until the order is definitized. The Contractor is not authorized to make expenditures or incur obligations exceeding the limitation of Government liability set forth in the order. If such expenditures are made, or if such obligations are incurred, they will be at the Contractor's sole risk and expense. Further, the limitation of Government liability shall be the maximum Government liability if the order is terminated. The

"LIMITATION OF GOVERNMENT LIABILITY" clause shall be included in any undefinitized order.

(2) Except for undefinitized orders for Foreign Military Sales; purchases of less than $25,000; special access programs; and Congressionally-mandated long-lead procurements; and except as otherwise provided in subparagraph (f)(3) below, the limitation of Government liability shall not exceed fifty percent (50%) of the ceiling amount of an undefinitized order. In the case of orders within these excepted categories, however, the procedures set forth herein shall be followed to the maximum extent practical.

(3) If the Contractor submits a qualifying proposal (as defined in DFARS 217.7401) to definitize an order before the Government has obligated fifty percent (50%) of the ceiling amount, the Contracting Officer may increase the limitation of Government liability to up to seventy-five percent (75%) of the maximum ceiling amount or up…