N00024-16-R-6414_FINAL_28_December_2016_-_Final.pdf

CODE

(Hour)

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until 02:00 PM local t ime 28 Feb 2017

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G F 110 - 120

121 - 152 X H 153 - 170 corinthia.a.price@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 1 170

(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 4 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 schedule) conditions contained in this solicitation.

10. FOR INFORMATION

CALL:

A. NAME (NO COLLECT CALLS)

CORINTHIA A. PRICE (202) 781-2362

11. TABLE OF CONTENTS

SOLICITATION/ CONTRACT FORM

SUPPLIES OR SERVICES AND PRICES/ COSTS

2 - 32

X I CONTRACT CLAUSES

DESCRIPTION/ SPECS./ WORK STATEMENT X

PACKAGING AND MARKING

33 - 49 50 - 52

J LIST OF ATTACHMENTS

INSPECTION AND ACCEPTANCE

DELIVERIES OR PERFORMANCE

53 - 56

57 - 60 X K REPRESENTATIONS, CERTIFICATIONS AND

OTHER STATEMENTS OF OFFERORS

CONTRACT ADMINISTRATION DATA 61 - 65 X

SPECIAL CONTRACT REQUIREMENTS

OFFER (Must be fully completed by offeror) 66 - 72 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

73 - 108

PART II - CO NTRACT CLAUSES

NAVAL SEA SYSTEMS COMMAND (HQ)

1333 ISAAC HULL AVE SE

WASHINGTON NAVY YARD DC 20376-2050

FAX:

TEL:

FAX:

TEL:

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

SOLICITATION

6. REQUISITION/PURCHASE NO.

N0002416NR55045

5. DATE ISSUED

28 Dec 2016

4. TYPE OF SOLICITATION

SEALED BID (IFB)

NEGOTIATED (RFP)

[ X ]

3. SOLICITATION NO.

N00024-16-R-6414

Section B - Supplies or Services and Prices

ITEM NO SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

CLIN

Number

25,000 Labor Hours

Engineering and Technical Services Common Infrastructure Service (CIS) - Base Year (See Notes C, D and F) United States Navy (USN) and Royal Australian Navy (RAN) Shared FOB: Origin (Shipping Point)

PURCHASE REQUEST NUMBER: N0002416NR55045

CPFF

ESTIMATED COST

FIXED FEE

TOTAL EST COST + FEE

1 Lot

Material, Travel and Subsistence

COST

In support of CLIN 0001 (See Notes D, E, F and H) FOB: Origin (Shipping Point)

Data - Not Separately Priced (NSP)

Lot

IAW Exhibit A FOB: Destination

NET AMT

ORDERS

FFP

OPTION USN and RAN Orders (See Note A) FOB: Destination

3,750 Hours

OPTION Engineering and Technical Services Common Infrastructure Service (CIS) - Base Year (See Notes B, C, D and F) RAN Unique FOB: Origin (Shipping Point)

OPTION Material, Travel and Subsistence

COST

In support of CLIN 0005 (See Notes B, D, E, F and H)

Small Business Subcontracting

OPTION Incentive Fee

Payment of SBSIF for CLIN 0001 - USN and RAN Shared (See Note G)

Payment of SBSIF for CLIN 0005 - RAN Unique (See Note G)

30,000 Labor

Common Infrastructure Service (CIS) - Option Year 1 (See Notes B, C, D and F) USN and RAN Shared FOB: Origin (Shipping Point)

COST

In support of CLIN 0101 (See Notes B, D, E, F and H)

4,500 Labor

Common Infrastructure Service (CIS) - Option Year 1 (See Notes B, C, D and F) RAN Unique FOB: Origin (Shipping Point)

COST

In support of CLIN 0103 (See Notes B, D, E, F and H)

Payment of SBSIF for CLIN 0101 - USN and RAN Shared (See Note G)

Payment of SBSIF for CLIN 0103 - RAN Unique (See Note G)

45,000 Labor

Common Infrastructure Service (CIS) - Option Year 2 (See Notes B, C, D and F) USN and RAN Shared FOB: Origin (Shipping Point)

COST

In support of CLIN 0201 (See Notes B, D, E, F and H)

6,750 Labor

Common Infrastructure Service (CIS) - Option Year 2 (See Notes B, C, D and F) RAN Unique FOB: Origin (Shipping Point)

COST

In support of CLIN 0203 (See Notes B, D, E, F and H)

Payment of SBSIF for CLIN 0201 - USN and RAN Shared (See Note G)

Payment of SBSIF for CLIN 0203 - RAN Unique (See Note G)

50,000 Labor

Common Infrastructure Service (CIS) - Option Year 3 (See Notes B, C, D and F) USN and RAN Shared FOB: Origin (Shipping Point)

COST

In support of CLIN 0301 (See Notes B, D, E, F and H)

7,500 Labor

Common Infrastructure Service (CIS) - Option Year 3 (See Notes B, C, D and F) RAN Unique FOB: Origin (Shipping Point)

COST

In support of CLIN 0303 (See Notes B, D, E, F and H)

Payment of SBSIF for CLIN 0301 - USN and RAN Shared (See Note G)

Payment of SBSIF for CLIN 0303 - RAN Unique (See Note G)

50,000 Labor

Common Infrastructure Service (CIS) - Option Year 4 (See Notes B, C, D and F) USN and RAN Shared FOB: Origin (Shipping Point)

COST

In support of CLIN 0401 (See Notes B, D, E, F and H)

7,500 Labor

Common Infrastructure Service (CIS) - Option Year 4 (See Notes B, C, D and F) RAN Unique FOB: Origin (Shipping Point)

COST

In support of CLIN 0403 (See Notes B, D, E, F and H)

Payment of SBSIF for CLIN 0401 - USN and RAN Shared (See Note G)

Payment of SBSIF for CLIN 0403 - RAN Unique (See Note G)

35,000 Labor

Common Infrastructure Service (CIS) - Option Year 5 (See Notes B, C, D and F) USN and RAN Shared FOB: Origin (Shipping Point)

COST

In support of CLIN 0501 (See Notes B, D, E, F and H)

5,250 Labor

Common Infrastructure Service (CIS) - Option Year 5 (See Notes B, C, D and F) RAN Unique FOB: Origin (Shipping Point)

COST

In support of CLIN 0503 (See Notes B, D, E, F and H)

Payment of SBSIF for CLIN 0501 - USN and RAN Shared (See Note G)

Payment of SBSIF for CLIN 0503 - RAN Unique (See Note G)

20,000 Labor

Common Infrastructure Service (CIS) - Option Year 6 (See Notes B, C, D and F) USN and RAN Shared FOB: Origin (Shipping Point)

COST

In support of CLIN 0601 (See Notes B, D, E, F and H)

3,000 Labor

Common Infrastructure Service (CIS) - Option Year 6 (See Notes B, C, D and F) RAN Unique FOB: Origin (Shipping Point)

COST

In support of CLIN 0603 (See Notes B, D, E, F and H)

Payment of SBSIF for CLIN 0601 - USN and RAN Shared (See Note G)

Payment of SBSIF for CLIN 0603 - RAN Unique (See Note G)

NOTE A

Ordering item to which the clause entitled “PROVISIONED ITEMS ORDERS (NAVSEA)(APR 2015)” in Section C is applicable.

CLAUSES INCORPORATED BY FULL TEXT

NOTE B - Option item to which the option clause in SECTION I-2 applies and which is to be supplied only if and to the extent said option is exercised.

NOTE C

The Offeror shall divide the proposed fixed fee amount by the associated hours and insert the result rounded to the nearest penny in the appropriate column in Table B-1 below. The Government reserves the right to unilaterally correct any mathematical errors.

Table B-1 FEE SCHEDULE FOR LEVEL OF EFFORT (LOE) ITEMS

ITEM HOURS

A

SECTION B FIXED FEE

AMOUNT

B

SECTION B FIXED FEE

AMOUNT/HOURS

C = B / A

0001 25,000 0005 3,750 0101 30,000 0103 4,500 0201 45,000 0203 6,750 0301 50,000 0303 7,500 0401 50,000 0403 7,500 0501 35,000 0503 5,250 0601 20,000 0603 3,000

NOTE D

Subline Items identifying funding appropriations, FY designations, and Program Office customer will be assigned at the time of contract award, Option exercise, and/or allotment of funds.

NOTE E

Subsistence, Travel and incidental material cost incurred by the Contractor during the performance of this contract will be reimbursed as cost only (no fee will be paid on this line item).

NOTE F

The Government will issue Technical Instructions in accordance with NAVSEA clause 5252.242-9115 TECHNICAL INSTRUCTIONS included in Section H of this contract. The amount of labor hours included in these CLIN(S) is an estimated amount of labor hours, and does not indicate that the Government will necessarily require this amount or any at all.

NOTE G

SMALL BUSINESS PARTICIPATION AND SMALL BUSINESS SUBCONTRACTING INCENTIVE

(Applicable to Items 0001, 0005, 0101, 0103, 0201, 0203, 0301, 0303, 0401, 0403, 0501, 0503, 0601 and 0603;

payable under Items 0007, 0008, 0105, 0106, 0205, 0206, 0305, 0306, 0405, 0406, 0505, 0506, 0605, and 0606)

(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 shall 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 specification for the software and hardware being acquired. The PCO will make the determination of whether the Contractor’s performance is satisfactory. If the PCO determines 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) 45.0% HUBZone Small Business (HUBZone) 5.0% Service-Disabled Veteran-Owned Small Business (SDVOSB) 5.0% Small Disadvantaged Business (SDB) 10.0% Women-Owned Small Business (WOSB) 10.0% Historically Black Colleges & Universities and Minority Institutions (HBCU/MI)** 5.0%

* Base for measurement is total subcontract dollars, SBSIF may be earned for exceeding these goals.

** HBCU/MI obligations above 5% may be counted toward the SDB goal.

(c) Periods and SBSIF Available:

The SBSIF described in this clause is available for Option Items 0007, 0008, 0105, 0106, 0205, 0206, 0305, 0306, 0405, 0406, 0505, 0506, 0605, and 0606, if and to the extent the option is exercised. The evaluations will be accomplished for the periods identified in the table below based on the value of the small business subcontracting during each period. The SBSIF pool contingency in each of these periods will be 2% of the total amount obligated against estimated cost on CLINs 0001, 0005, 0101, 0103, 0201, 0203, 0301, 0303, 0401, 0403, 0501, 0503, 0601 and 0603. The final SBSIF pool in each of these periods will be 2% 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. The Final SBSIF Pool amount will not be affected by the actual cost incurred but will be affected by the number of Level of Effort (LOE) hours worked.

(d)

Percentage of Final SBSIF Pool available by Small Business Category Percentages Apply to Each Separate

Period

Small Business Category

0001, 0005, 0101, 0103, 0201, 0203, 0301, 0303, 0401, 0403, 0501, 0503, 0601 and 0603

SB 47%

HUBZone 5%

SDVOSB 12%

SDB 12%

WOSB 12%

HBCU/MI 12%

* 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 one month 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 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) working 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) working 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 incentives to be paid to the Contractor are unilateral decision made solely at the discretion of the Government. Notwithstanding other terms or conditions of the contract, a payment under this incentive is not incurred or earned until the effective date of a written contract modification.

(e) 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 incentives 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 H

OTHER DIRECT COST (ODCs)

These items are non-fee bearing CLINs and shall be priced as cost only. The offerors shall propose ODCs in accordance with Government estimates as shown below.

Navy Base

Option 1 Option 2 Option 3 Option 4 Option 5 Option 6

ODC CLINs Est $ value

$227,500

$281,190

$434,448

$497,175

$512,120

$369,240

$217,322

RAN Base Option

Option 1 Option 2 Option 3 Option 4 Option 5 Option 6

ODC CLINs Est $ value

$34,125

$42,179

$65,167

$74,576

$76,818

$55,386

$32,598

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

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) Item(s) 0001 and 0002 (and if option(s) are exercised) 0005, 0006, 0101, 0102, 0103, 0104, 0201, 0202, 0203, 0204, 0301, 0302, 0303, 0304, 0401, 0402, 0403, 0404, 0501, 0502, 0503, 0504, 0601, 0602, 0603 and 0604.

(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 PAYMENTS OF FEE(S) (LEVEL OF EFFORT) (NAVSEA) (MAY 1993) Item 0001 (and if option(s) are exercised) 0005, 0101, 0103, 0201, 0203, 0301, 0303, 0401, 0403, 0501, 0503, 0601 and 0603.

(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 equal to To Be Filled in at Award percent (To be Filled in at Award%) 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) The fee(s) specified in SECTION B, and payment thereof, is subject to adjustment pursuant to paragraph (g) of the special contract requirement entitled "LEVEL OF EFFORT." If the fee(s) is reduced and the reduced fee(s) 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 final adjusted fee exceeds all fee 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 the "LEVEL OF EFFORT" special contract requirement, or until the Procuring Contracting Officer has advised the paying office in writing that no fee adjustment is required.

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

(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) (APR 2015) Item 0002 (and if option(s) are exercised) 0006, 0102, 0104, 0202, 0204, 0302, 0304, 0402, 0404, 0502, 0504, 0602, and 0604.

(a) Except as otherwise provided herein, the Contractor shall be reimbursed for its actual travel costs in accordance with FAR 31.205-46. The costs to be reimbursed shall be those costs determined to be allowable, allocable and reasonable by the Procuring Contracting Officer, Administrative Contracting Officer or their duly authorized representative, as advised by 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 incidental 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 incidental 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 Type

0001, 0005, 0101, 0103, 0201, 0203, CPFF (Term)

0301, 0303, 0401, 0403, 0501, 0503, 0601 and 0603

0002, 0006, 0102, 0104, 0202, 0204 COST

0302, 0304, 0402, 0404, 0502, 0504, 0602 and 0604

0004 FFP

0007, 0008, 0105, 0106, 0205, For Payment Purposes Only 0206, 0305, 0306, 0405, 0406, 0505 0506. 0605 and 0606

0003 NSP

Section C - Descriptions and Specifications

ITEM 0001 and (if Option(s) are exercised) ITEMS 0005, 0101, 0103, 0201, 0203, 0301, 0303, 0401, 0403, 0501, 0503, 0601 and 0603 – The Contractor shall deliver Engineering Services in accordance with NAVSEA Clause “ENGINEERING SERVICES (NAVSEA) (APR 2004) and Attachment 1, SOW.

ITEM 0002 - (and if option(s) are exercised) 0006, 0102, 0104, 0202, 0204, 0302, 0304. 0402, 0404, 0502, 0504, 0602 and 0604 – The Contractor shall deliver support for Engineering Services in accordance with NAVSEA Clause “SUPPORT FOR ENGINEERING SERVICES” and Attachment 1, SOW.

ITEM 0003 – Data for Items 0001 (and if option(s) are exercised) 0005, 0101, 0103, 0201, 0203, 0301, 0303, 0401, 0403, 0501, 0503, 0601 and 0603 – The Contractor shall deliver data in accordance with NAVSEA Clause “DATA

REQUIREMENTS”.

ITEM 0004 – Orders - The Contractor shall furnish supplies in accordance with the detailed specifications or requirements set forth in orders issued by the Contracting Officer and in accordance with NAVSEA Clause “PROVISIONED ITEMS ORDERS”. The Government reserves the right to order supplies which meet its requirement by means other than this contract vehicle.

Item(s) 0003 - 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.

ENGINEERING SERVICES (NAVSEA) (APR 2004)

Applicable to ITEM 0001 and (if Option(s) are exercised) ITEMS 0005, 0101, 0103, 0201, 0203, 0301, 0303, 0401, 0403, 0501, 0503, 0601 and 0603

Upon receipt of Technical Instructions (TIs) issued in accordance with the Special Contract Requirement entitled “Technical Instructions”, the Contractor shall provide engineering and technical services to support the requirements defined in ATTACHMENT 1 – STATEMENT OF WORK FOR THE COMMON INFRASTRUCTURE SERVICES (CIS) and ATTACHMENT 9 – SYSTEM PERFORMANCE SPECIFICATION FOR THE COMMON

INFRASTRUCTURE SERVICES.

(a) 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.

(b) The engineering services shall be performed within the limits, if any, as to place(s)and period(s)specified therefor, as authorized by as authorized by Technical Instruction issued by the COR and the PCO identified in Section G.

(c) 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 not be considered an employee of the Government.

(d) 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.

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

(f) 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.

(g) 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.

(h) 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.

HQ C-1-0003 ITEM(S) 0004- PROVISIONED ITEMS ORDERS (NAVSEA) (APR 2015)

(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 15.4 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 to seventy-five percent (75%) of the price proposed by the Contractor, whichever is less.

(4) If at any time the Contractor believes that its expenditure under an undefinitized order will exceed the limitation of Government liability, the Contractor shall so notify the Contracting Officer, in writing, and propose an appropriate increase in the limitation of Government liability of such order. Within thirty (30) days of such notice, the Contracting Officer will either (i) notify the Contractor in writing of such appropriate increase, or (ii) instruct the Contractor how and to what extent the work shall be continued; provided, however, that in no event shall the Contractor be obligated to proceed with work on an undefinitized order beyond the point where its costs incurred plus a reasonable profit thereon exceed the limitation of Government liability, and provided also that in no event shall the Government be obligated to pay the Contractor any amount in excess of the limitation of Government liability specified in any such order prior to establishment of firm prices.

(g) Initial Spares. The limitations set forth in paragraph (c) and subparagraphs (e)(2), (f)(2) and (f)(3) do not apply to undefinitized orders for the purchase of initial spares.

(h) Terminal Date for Placement of Orders. The Contractor shall not be obligated to accept any orders placed hereunder beyond 180 days after delivery of the last end item.

(i) Segregation of Costs. The Contractor shall segregate the costs of performance of each undefinitized order from the cost of any other work performed by the Contractor.

HQ C-1-0008 SUPPORT FOR ENGINEERING SERVICES (NAVSEA) (JUN 1992) Item 0002 (and if Option(s) are exercised) 0006, 0102, 0104, 0202, 0204, 0302, 0304, 0402, 0404, 0502, 0504, 0602 and 0604.

(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.